Common use of Assigned Interest Clause in Contracts

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ % $ $ % Effective Date: _____________, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.

Assigned Interest. Facility Assigned2 Class of Commitment / Loans Assigned Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 Loans1 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: NameTitle: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., Administrative Agent[, an Issuing Bank and Swingline Lender]2 By: Title: 1 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 2 To be added only if required by the terms of the Credit Agreement. [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTSto:]1 MYRIAD GENETICS, INC., as Borrower . By: Name: Title: ] 1 To be added only if the consent of the Administrative Agent Borrower is required by the terms of the Credit Agreement.. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Commitment/ Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 Loans2 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: NameTitle: Consented to and Accepted: XXXXX FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent and LC Bank By: Title: 2 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. Consented to: [ ], as LC Bank By: Title: [Consented to and1 AcceptedCOLUMBIA PIPELINE PARTNERS LP, as Borrower] 3 By: NOMURA CORPORATE FUNDING AMERICAS, CPP GP LLC, as Administrative Agent its general partner By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 3 To be added only if the consent of the Administrative Agent Borrower is required by the terms of the Credit Agreement.. ANNEX I STANDARD TERMS AND CONDITIONS FOR

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Lenders* Amount of Commitment/Loans Assigned Assigned* Percentage Assigned of Commitment/Loans3 Loans Revolver Loans: $ $ % Term Loans $ $ % Total: $ $ % [7. Trade Date: ] Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: *Amount to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. Consented to and Accepted: [NAME OF ADMINISTRATIVE AGENT], as [NAME OF L/C ISSUER], as Administrative Agent L/C Issuer By By Title: [Consented to:] MARKWEST ENERGY OPERATING COMPANY, L.L.C., a Delaware limited liability company By: MARKWEST ENERGY PARTNERS, L.P., its Managing Member By: MARKWEST ENERGY GP, L.L.C., its General Partner By Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] ANNEX 1 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.TO ASSIGNMENT AND ASSUMPTION STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for of all Lenders Amount of Commitment/Loans Assigned Assigned1 Percentage Assigned of Commitment/Loans3 $ $ % Aggregate Commitment/ Loans of all Lenders2 Term Loans $ $ % Effective Date: _____________, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types Date of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. the “Revolving Credit Commitment”, “Effective Date”):3 1 Subject to the amount requirements set forth in Section 14.7(a)(ii)(A) of the Term Loans”, etc.) 3 Loan Agreement. 2 Set forth, to at least 9 8 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. 3 To be inserted by the Agent and which shall be the effective date of recordation of the transfer in the register therefor. The terms set forth in this Assignment and Acceptance are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ], as Assignor By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] ], as Assignee By: Name: Title: [Consented to and1 and]4 Accepted: NOMURA CORPORATE FUNDING AMERICASCITIBANK, LLCN.A. as Agent By Name: Title: 4 No consent of the Agent shall be required for (i) an assignment to an Agent or a U.S. based Affiliate of an Agent or (ii) an assignment of a Term Loan to a Lender, as Administrative Agent a U.S. based Affiliate of a Lender or an Approved Fund. ALBERTSON’S LLC By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 To be added only if the Title:5 5 No consent of the Administrative Agent Borrower shall be required for (i) an assignment to a Lender, a U.S. based Affiliate of a Lender, an Approved Fund (unless, in each case, such assignee is required by the terms a competitor) or (ii) if an Event of the Credit Agreement.Default under Section 11.1(a)(i), 11.1(a)(ii), 11.1(g) or 11.1(h) has occurred and is continuing, any other assignee. Xxxxx 0 XXXXXXXX XXXXX AND CONDITIONS FOR

Assigned Interest. Facility Assigned2 Assigned Aggregate Amount of Commitment/Loans Commitment/ Advances for all Lenders Lenders* Amount of Commitment/Loans Assigned Commitment/ Advances Assigned* Percentage Assigned of Commitment/Loans3 $ $ Commitment/ Advances1 Revolving Credit $________________ $________________ ______________% $ $ % [7. Trade Date: __________________]2 Effective Date: __________________, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill The terms set forth in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: *Amount to be adjusted to take into account any payments or prepayments made between the Trade Date and the Effective Date. 1 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans Commitment/Advances of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [2 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date. Consented to and1 and Accepted: NOMURA CORPORATE FUNDING AMERICASCITIBANK, LLCN.A., as Administrative Agent By: NameTitle: Title:] [Consented to:2 LXXXXX POOL PRODUCTSto: PEPSICO, INC., as Borrower . By: Name: Title: ] ANNEX 1 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.TO ASSIGNMENT AND ASSUMPTION STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Assignor[s] Assignee[s] Facility Assigned2 Assigned Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Commitment /Loans Assigned Percentage Assigned of Commitment/Loans3 Commitment/ Loans CUSIP Number $ $ % $ $ % $ $ % [7. Trade Date: ] Form of Assignment and Assumption Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and] Accepted: NOMURA CORPORATE FUNDING AMERICASBANK OF AMERICA, LLCN.A., as Administrative Agent By: NameTitle: [Consented to:] By: Title:] : Form of Assignment and Assumption [Consented to:2 LXXXXX POOL PRODUCTSto: CONSTELLATION BRANDS, INC., as Borrower . By: Name: Title: ] Title:]1 1 To be added included only if the Borrower’s consent is requried. Form of the Administrative Agent is required by the terms of the Credit Agreement.Assignment and Assumption ANNEX 1 TO ASSIGNMENT AND ASSUMPTION STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Assigned Aggregate Amount of Commitment/Loans Commitment for all Lenders Lenders* Amount of Commitment/Loans Assigned Commitment Assigned* Percentage Assigned of Commitment/Loans3 Commitment1 Revolving Advances $ ________________ $ ________________ ______________ % $ $ % Or [TO BE USED IN THE CASE OF AN AFFILIATE ASSIGNMENT ONLY] Amount of Advance Assigned Warehouse Asset to which Assigned Advance Relates $________________ ________________ Effective Date: __________________, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill The terms set forth in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”and Assumption are hereby agreed to: ASSIGNOR [XXXXXX XXXXXXX BANK, “Term Loans”, etc.) 3 N.A.] By: Title: Authorized Signatory ASSIGNEE [NAME OF ASSIGNEE] By: Title: 1 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICASXXXXXX XXXXXXX SENIOR FUNDING, LLC, INC. as Administrative Agent By: NameTitle: Title:] Authorized Signatory [Consented to:2 LXXXXX POOL PRODUCTSto: [ ], INC., as Borrower on behalf of [ ] By: Name: Title: Title:][NOT REQUIRED IN THE CASE OF AN AFFILIATE ASSIGNMENT] ANNEX 1 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.TO ASSIGNMENT AND ASSUMPTION BCRED MAROON PEAK FUNDING LLC CREDIT AGREEMENT STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Assigned Aggregate Amount of CommitmentCommitments/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 Loans (set forth, to at least 9 decimals, as a percentage of the Commitments/Loans of all Lenders thereunder) Commitment Assigned $ $ % Loans $ $ % Fees Assigned (if any): $ $ % Effective Date: _____________ ___, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and Accepted: NOMURA CORPORATE FUNDING AMERICASXXXXX FARGO BANK, LLCNATIONAL ASSOCIATION, as Administrative Agent ByBy Title: NameConsented to: Title:] [Consented to:2 LXXXXX POOL PRODUCTSXXXXX-XXXXX, INC., as Borrower By: Name: . By Title: ] ANNEX 1 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Banks Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 Loans2 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR ASSIGNOR: [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE ASSIGNEE: [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Acceptedand Accepted by: NOMURA CORPORATE FUNDING AMERICASJPMORGAN CHASE BANK, LLCN.A., as [Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower Agent,]3 By: Name: Title: ] 1 2 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Banks thereunder. 3 To be added only if the consent of the Administrative Agent is required by the terms pursuant to Section 9.06(b)(i)(B) of the Credit Agreement. [Accepted by: JPMORGAN CHASE BANK, N.A., as Administrative Agent, By: Name: Title:]4 [Consented to:]5 EAGLE MATERIALS INC., as the Borrower By: Name: Title: 4 To be added if consent is not required in above signature block. 5 To be added only if the consent of the Borrower is required pursuant to Section 9.06(b)(i)(A) of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Assigned6 Aggregate Amount of Commitment/Loans for all Lenders under the Facility Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 Loans7 $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 6 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. e.g., “Revolving Credit Commitment”, “Term Loans”, ,” etc.) 3 ). 7 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and]8 Accepted: NOMURA CORPORATE FUNDING AMERICAS[NAME OF BORROWER] By: Title: [NAME OF ADMINISTRATIVE AGENT], LLC, 9 as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 8 To be added only if the consent of the Borrower and/or other parties is required by the terms of the Credit Agreement. 9 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.. [Consented to:] [NAME OF RELEVANT PARTY] By: Title: ANNEX 1 TO EXHIBIT H FIRST HUNTINGDON FINANCE CORP. CREDIT AGREEMENT STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ % $ $ % Effective Date: $_____ of the Commitment/Loan of the Assignor [7. Trade Date: ] Effective Date: , 20_________, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in From and after the appropriate terminology for date that the types Administrative Agent notifies the Assignor that it has received (and, if required, provided its consent with respect to) this executed Assignment and Acceptance and payment of facilities the above-referenced processing fee, (i) the Assignee shall have the rights and obligations assigned pursuant hereto and, if not already a party to the Loan Agreement, shall become a party to the Loan Agreement and have all rights and obligations of a Bank under the Credit Loan Documents; and (ii) the Assignor shall, to the extent that rights and obligations under the Loan Agreement that are being and under the other Loan Documents have been assigned under by it pursuant to this Assignment (e.g. “Revolving Credit Commitment”and Acceptance, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of relinquish its rights and be released from its obligations under the Commitment Loans of all Lenders thereunderLoan Documents. The terms set forth in this Assignment Agreement are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and Accepted: NOMURA CORPORATE FUNDING AMERICAS[BANK OF AMERICA, LLCN.A.], as Administrative Agent By: NameTitle: [Consented to: REGAL BELOIT CORPORATION By: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] ANNEX 1 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.TO ASSIGNMENT AGREEMENT STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AGREEMENT

Assigned Interest. Facility Assigned2 Tranche Commitment/Loans or B/As Assigned Aggregate Amount of CommitmentTranche Commitments/Loans or B/As for all Lenders Amount of Tranche Commitment/Loans or B/As Assigned Percentage Assigned of CommitmentTranche Commitments/ Loans or B/Loans3 As7 Global Tranche $ $ % $ US/UK Tranche $ $ % $ Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill ]. The terms set forth in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR], “Term Loans”By Name: Title: ASSIGNEE [NAME OF ASSIGNEE], etc.) 3 By Name: Title: Consented to and Accepted: DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent, By Name: Title: 7 Set forth, to at least 9 decimals, as a percentage of the Commitment Tranche Commitments/Loans or B/As of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNORConsented to:8] By: MOLSON COORS BREWING COMPANY, By Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 8 To be added only if the consent of the Administrative Agent Company is required by the terms of the Credit Agreement.. STANDARD TERMS AND CONDITIONS FOR

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans Loans/LC Exposure for all Lenders Amount of Commitment/Loans Loans/ LC Exposure Assigned Percentage Assigned of CommitmentCommitment/ Loans/Loans3 $ $ % LC Exposure1 $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 1 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans Commitment/Loans/LC Exposure of all Lenders thereunder. The terms set forth in this Assignment and Acceptance are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Acceptedand accepted: NOMURA CORPORATE FUNDING AMERICASCITICORP USA, LLCINC., as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS: CITICORP USA, INC., as Borrower Issuing Bank By: Name: Title: ] 1 To [Consented to:]2 THE XXXXXXX-XXXXXXXX COMPANY By: Name: Title: 2 The Company’s consent will not be added only required if (x) an Event of Default or an “Event of Default” under (and as defined in) the consent Reimbursement Agreement has occurred and is continuing, (y) an ISDA Credit Event has occurred and such assignment is made in connection with a settlement or delivery to a counterparty in connection with a credit default swap, or (z) the assignment is to an Affiliate of the Administrative Agent is required by the terms of the Credit Agreement.Assignor. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ACCEPTANCE

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 Loans 2 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: By __________________________________ Title: ASSIGNEE [NAME OF ASSIGNEE] ByBy __________________________________ Title: NameConsented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent By Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Titleto:] [Consented to:2 LXXXXX POOL 3 MAXIM INTEGRATED PRODUCTS, INC.. By Title: 2 Set forth, so at least 9 decimals, as Borrower By: Name: Title: ] 1 a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Administrative Agent Borrower is required by the terms of the Credit Agreement.. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ % $ $ % Loans [7. Trade Date: ______________] Effective Date: _____________ ___, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE ASSIGNOR [NAME OF ASSIGNEEASSIGNOR] By: Name: Title: [Consented to and1 and]2 Accepted: NOMURA CORPORATE FUNDING AMERICASBANK OF AMERICA, LLCN.A., as Administrative Agent By: Name: Title:] : [Consented to:2 LXXXXX POOL PRODUCTSto:]3 [BANK OF AMERICA, INC.N.A., as Borrower L/C Issuer] By: Name: Title: ] 1 TENNESSEE VALLEY AUTHORITY By: Name: Title: 2 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.. Accepted: 3 To be added only if the consent of the Borrower and/or other parties (e.g. L/C Issuer) is required by the terms of the Credit Agreement. Title:ANNEX 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Assigned Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 Loans Revolving Commitment $ $ % Extended Revolving Commitments $ $ % Effective Date: _____________ ___, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLCROYAL BANK OF CANADA, as Administrative Agent By: Name: Title: [Consented to:] [Consented to:2 LXXXXX POOL PRODUCTS, INC.[ISSUING BANK], as Borrower Issuing Bank By: Name: Title:] [XXXXX’X GENERAL STORES, INC. By: ] 1 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.Name: Title:] ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By Title: ASSIGNEE [NAME OF ASSIGNEE] By Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent, Issuing Bank and Swingline Lender By Title: [Consented to:]4 MICROCHIP TECHNOLOGY INCORPORATED By Title: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. e.g., “Revolving Credit Multicurrency Tranche Commitment”, “Term LoansLoan Commitment”, etc.) ). 3 Set forth, to so at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.

Assigned Interest. Facility Assigned2 Assigned Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 Revolving Loans $ $ % $ $ % 3 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. THEREFOR.]4 The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower ADMINISTRATIVE BORROWER]5 By: Name: Title: ] 1 To UBS AG, STAMFORD BRANCH, as Administrative Agent and Issuing Bank By: Name: Title: By: Name: Title: 4 This date may not be added only if fewer than 5 Business Days after the consent date of assignment unless the Administrative Agent otherwise agrees. 5 To be completed to the extent consent is required by the terms of the Credit Agreement.under Section 10.04(b). UBS LOAN FINANCE LLC, as Swingline Lender By: Name: Title: By: Name: Title: ANNEX 1 to Assignment and Assumption STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Amount of Percentage Assigned Commitment/Loans Commitment/Loans Commitment/Loans of Assigned2 for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ % $ $ % $ $ % Effective Date: _____________, 20_201__ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: 2 Fill in the appropriate terminology for the types of Commitments and/or Loans under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Commitment,” etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICASby:]4 XXXXX FARGO, LLCNATIONAL ASSOCIATION, as Administrative Agent By: Name: Title:] : [NAME OF ISSUING BANK], as Issuing Bank By: Name: Title: [Consented to:2 LXXXXX POOL PRODUCTSto by:]5 EXTERRAN HOLDINGS, INC., as Borrower By: Name: Title: ] 1 4 To be added only if the consent of the Administrative Agent and the Issuing Bank is required by the terms of the Credit Agreement.

Assigned Interest. Facility Assigned2 Assigned6 Aggregate Amount of Commitment/Loans for all Lenders under the Facility Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 Loans7 $ $ % $ $ % Effective Date: ______________, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 6 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”e.g., “Term Loans”, Loan Commitment,” etc.) 3 ). 7 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: NameTitle: [Consented to and]8 Accepted: [NAME OF BORROWER] By: Title: [NAME OF ADMINISTRATIVE AGENT], 9 as Administrative Agent By: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Titleto:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as 8 To be added only if the consent of the Borrower By: Name: Title: ] 1 and/or other parties is required by the terms of the Credit Agreement. 9 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.. [NAME OF RELEVANT PARTY] By: Title: ANNEX 1 TO EXHIBIT H FIRST HUNTINGDON FINANCE CORP. CREDIT AGREEMENT STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned2 Assigned Aggregate Amount of Commitment/Loans Commitment (and related extensions of credit) for all Lenders Amount of Commitment/Loans Commitment (and related extensions of credit) Assigned Percentage Assigned of Commitment/Loans3 $ $ % Commitment (and related extensions of credit)2 Revolving Credit Facility $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] ]. 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ], By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] ], By: NameTitle: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent, By: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICASto:]3 ENDEAVOR OLE BUYER, LLC, as Administrative Agent Holdings, By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 Consented to: [ ], as an Issuing Bank By: Title: Consented to: 3 To be added included only if the consent of the Administrative Agent Holdings is required by the terms Section 9.04(a)(i)(A) of the Credit Agreement.. JPMORGAN CHASE BANK, N.A., as a Swingline Lender By: Title: $[ ] CREDIT FACILITY STANDARD TERMS AND CONDITIONS FOR

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. e.g., “Revolving Credit Commitment”, “Term LoansCommitment”, etc.) ). 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and Accepted: NOMURA CORPORATE FUNDING AMERICASJPMORGAN CHASE BANK, LLCN.A., as Administrative Agent By: NameTitle: Title:] [Consented to:2 LXXXXX POOL PRODUCTSto:]4 INERGY, INC., as Borrower L.P. By: Name: Title: ] 1 4 To be added only if the consent of the Administrative Agent Borrower is required by the terms of the Credit Agreement.. ANNEX 1 [ ]5 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 1 Select as applicable. Aggregate Amount of Revolving Commitment/Loans for all Lenders Amount of Commitment/Revolving Commitment/ Loans Assigned Percentage Assigned of Revolving Commitment/Loans3 Loans2 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill The terms set forth in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, “Term Loans”N.A., etc.) 3 as Administrative Agent and an Issuing Bank and Swingline Lender By: Title: CITIBANK, N.A., as an Issuing Bank By: Title: 2 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] Consented to:]3 MEDIVATION, INC. By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 3 To be added only if the consent of the Administrative Agent Borrower is required by the terms of the Credit Agreement.. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans Commitment/ Advances for all Lenders Lenders* Amount of Commitment/Loans Assigned Commitment/ Advances Assigned* Percentage Assigned of Commitment/Loans3 $ $ Commitment/ Advances1 $________________ $________________ ______________% $ $ % [7. Trade Date:__________________]2 Effective Date: __________________, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill The terms set forth in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: *Amount to be adjusted to take into account any payments or prepayments made between the Trade Date and the Effective Date. 1 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans Commitment/Advances of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [2 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date. Consented to and1 and Accepted: NOMURA CORPORATE FUNDING AMERICASCITIBANK, LLCN.A., as Administrative Agent By: NameTitle: Title:] [Consented to:2 LXXXXX POOL PRODUCTSto: PEPSICO, INC., as Borrower . By: Name: Title: ] ANNEX 1 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.TO ASSIGNMENT AND ASSUMPTION STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Assignor[s] Assignee[s] Facility Assigned2 Assigned Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 Commitment/ Loans CUSIP Number $ $ % $ $ % $ $ % [7. Trade Date: ] Form of Assignment and Assumption Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and] Accepted: NOMURA CORPORATE FUNDING AMERICASBANK OF AMERICA, LLCN.A., as Administrative Agent By: NameTitle: [Consented to:] By: Title:] : Form of Assignment and Assumption [Consented to:2 LXXXXX POOL PRODUCTSto: CONSTELLATION BRANDS, INC., as Borrower . By: Name: Title: ] Title:]1 1 To be added included only if the Borrower’s consent of the Administrative Agent is required by the terms Section 9.04 of the Credit Agreement.. Form of Assignment and Assumption ANNEX 1 TO ASSIGNMENT AND ASSUMPTION STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Assigned Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 Loans2 Term B Loans $ $ % Term C Loans $ $ % Effective Date: _____________, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE SETTLEMENT DATE BETWEEN ASSIGNOR AND ASSIGNEE WITH RESPECT TO THE ASSIGNED INTEREST.] The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: EXPRESS TOPCO LLC3 By: Name: Title: [Consented 3 To be completed to and1 Accepted: NOMURA CORPORATE FUNDING AMERICASthe extent consent is required under Section 9.04(b) of the Credit Agreement. KKR SCF LOAN ADMINISTRATION, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] ANNEX 1 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.to Assignment and Assumption EXPRESS TOPCO LLC CREDIT AGREEMENT STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Revolving Loans for all Lenders Amount of Commitment/Commitment/ Revolving Loans Assigned Percentage Assigned of Commitment/Loans3 Revolving Loans2 $ $ % Aggregate Amount of Competitive Loans of Assignor Amount of Competitive Loans Percentage Assigned of Competitive Loans3 $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: 2Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3Set forth, to at least 9 decimals, as a percentage of the Competitive Loans of the Assignor. [Consented to and1 and]4 Accepted: NOMURA CORPORATE FUNDING AMERICASJPMORGAN CHASE BANK, LLCN.A., as Administrative Agent By: Name: Title:] : [Consented to:2 LXXXXX POOL PRODUCTSto:]5 Xxxxxxx & Xxxxx, INC., as Borrower Incorporated By: Name: Title: ] 1 To 4To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.. 5To be added only if the consent of the Borrower is required by the terms of the Credit Agreement. ANNEX 1 Xxxxxxx & Xxxxx, Incorporated First Amended and Restated Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 5 Select as applicable. Facility Assigned2 Assigned6 Aggregate Amount of Commitment/Loans for all Lenders under the Facility Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 Commitment/ Loans7 $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 6 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. e.g., “Revolving Credit Commitment”, “Term Loans”, ,” etc.) 3 ). 7 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and]8 Accepted: NOMURA CORPORATE FUNDING AMERICAS[NAME OF BORROWER] By: Title: [NAME OF ADMINISTRATIVE AGENT], LLC, 9 as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 8 To be added only if the consent of the Administrative Agent Borrower is required by the terms of the Credit Agreement.

Assigned Interest. Facility Assigned2 Date of Assignment: Legal Name of Assignor: Legal Name of Assignee: Assignee’s Address for Notices: Effective Date of Assignment (“Assignment Date”): Aggregate Amount of Commitment/Loans for Commitments of all Lenders Principal Amount of Commitment/the Commitment Assigned Principal Amount of Outstanding Revolving Loans Assigned1 Commitment Assigned as a Percentage Assigned of Commitment/Loans3 $ Aggregate Commitments2 $ % $ $ % Effective Date: _____________, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that 1 If Competitive Loans are being assigned under this Assignment (e.g. “Revolving Credit Commitment”assigned, “Term Loans”, etc.) 3 revised as appropriate. 2 Set forth, to at least 9 8 decimals, as a percentage of the Commitment Loans aggregate Commitments of all Lenders thereunderLenders. The terms set forth in this Assignment above are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] The undersigned hereby consent to the above Assignment and Assumption3 , as Assignor XXXXX-XXXXXX CORPORATION By: By: Name: Name: Title: Title: By: By: Name: Name: Title: Title: U.S. BANK NATIONAL ASSOCIATION, as Administrative Agent and as Swingline Lender By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 3 To be added only if completed to the consent of the Administrative Agent is extent consents are required by the terms under Section 10.04(b) of the Credit Agreement.. ANNEX 1 TO ASSIGNMENT AND ASSUMPTION STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 Loans2 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: NameTitle: Consented to and Accepted: BARCLAYS BANK PLC, as Administrative Agent and LC Bank By: Title: 2 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. Consented to: [ ], as LC Bank By: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INCNISOURCE FINANCE CORP., as Borrower Borrower]3 By: Name: Title: ] 1 3 To be added only if the consent of the Administrative Agent Borrower is required by the terms of the Credit Agreement.. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 Loans2 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: NameTitle: Consented to and Accepted: BARCLAYS BANK PLC, as Administrative Agent and LC Bank By: Title: 2 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. Consented to: [ ], as LC Bank By: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, NISOURCE INC., as Borrower Borrower] 3 By: Name: Title: ] 1 3 To be added only if the consent of the Administrative Agent Borrower is required by the terms of the Credit Agreement.. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Assigned1 Aggregate Amount of Commitment/Loans LC Exposure for all Lenders Banks Amount of Commitment/Loans LC Exposure Assigned Percentage Assigned of Commitment/Loans3 LC Exposure2 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 1 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, ,” “Term Loans”, Loan Commitment,” etc.) 3 ). 2 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans Commitment/LC Exposure of all Lenders Banks thereunder. Exhibit D (Assignment and Assumption) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: Exhibit D (Assignment and Assumption) [Consented to and1 and]3 Accepted: NOMURA CORPORATE FUNDING AMERICASBANK OF AMERICA, LLCN.A., as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: By Name: Title: [Consented to:]4 [NAME OF FRONTING ISSUING BANK] 1 By Name: Title: [Consented to:]5 LINCOLN NATIONAL CORPORATION By Name: Title: 3 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.

Assigned Interest. Assignor[s] Assignee[s] Facility Assigned2 Assigned Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 Commitment/ Loans CUSIP Number $ $ % $ $ % $ $ % [7. Trade Date: ] Form of Assignment and Assumption Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and] Accepted: NOMURA CORPORATE FUNDING AMERICASBANK OF AMERICA, LLCN.A., as Administrative Agent By: NameTitle: [Consented to:] By: Title:] : [Consented to:2 LXXXXX POOL PRODUCTSto: CONSTELLATION BRANDS, INC., as Borrower . By: Name: Title: ] Title:]1 1 To be added included only if the Borrower’s consent of the Administrative Agent is required by the terms Section 9.04 of the Credit Agreement.. Form of Assignment and Assumption ANNEX 1 TO ASSIGNMENT AND ASSUMPTION STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Assigned Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 Loans $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: NameTitle: Consented to and Accepted: XXXXX FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent[, Swingline Lender and an Issuing Bank] By: Title: [Consented to and1 Acceptedto:] LKQ CORPORATION By: NOMURA CORPORATE FUNDING AMERICASTitle: [With a copy to: LKQ Corporation 000 Xxxx Xxxxxxx Xxxxxx, LLCXxxxx 0000 Xxxxxxx, Xxxxxxxx 00000 Attention: Xxxxxxxx Xxxxxxx, Executive Vice President and Chief Financial Officer Facsimile: (000) 000-0000 Telephone: (000) 000-0000)] [BANK OF AMERICA, N.A., as Administrative Agent an Issuing Bank By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.Exhibit 4.5 ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Class of Commitments Assigned2 Aggregate Amount of CommitmentCommitments/Loans for all Lenders Amount of CommitmentCommitments/Loans L oans Assigned Percentage Assigned of CommitmentCommitments/Loans3 $ $ % $ $ % $ $ % Effective Date: _______________, 20___ [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Dollar Commitment”, “Term LoansMulticurrency Commitment”, etc.) ). 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitments/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and]4 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLCSUMITOMO MITSUI BANKING CORPORATION, as Administrative Agent By: Name: Title:] : [SUMITOMO MITSUI BANKING CORPORATION, as Issuing Bank By: Name: Title:]5 [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower to:]6 BARINGS PRIVATE CREDIT CORPORATION By: Name: Title: ] 1 4 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ $ % $ $ $ % $ $ $ % Effective Date: _____________ ___, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: BANK OF AMERICA, N.A., as Administrative Agent By: Title: [Consented to:]4 COACH, INC. By: Title: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. e.g., “Revolving Credit Commitment”, “Tranche A-1 Term LoansCommitment”, etc.) ). 3 Set forth, to so at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 4 To be added only if the consent of the Administrative Agent Company is required by the terms of the Credit Agreement.. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 Loans2 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: NameTitle: 2 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent, an Issuing Bank and Swingline Lender By: Title: [ ]., as an Issuing Bank By: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTSto:]3 ENERGIZER HOLDINGS, INC., as Borrower . (to be renamed EDGEWELL PERSONAL CARE COMPANY) By: Name: Title: ] 1 3 To be added only if the consent of the Administrative Agent Borrower is required by the terms of the Credit Agreement.. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Class Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ 201 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Dollar Commitment”, “Term LoansMulticurrency Commitment”, etc.) ). 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and]4 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLCSUNTRUST BANK, as Administrative Agent By: NameTitle: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC.SUNTRUST BANK, as Borrower Issuing Bank By: Name: Title: ] 1 [Consented to:]5 PENNANTPARK INVESTMENT COMPANY By: Title: 4 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.

Assigned Interest. Facility Assigned2 Date of Assignment: Legal Name of Assignor: Legal Name of Assignee: Assignee’s Address for Notices: Effective Date of Assignment (“Assignment Date”): Aggregate Amount of Commitment/Loans for Commitments of all Lenders Principal Amount of Commitment/the Commitment Assigned Principal Amount of Outstanding Revolving Loans Assigned1 Commitment Assigned as a Percentage Assigned of Commitment/Loans3 $ Aggregate Commitments2 $ % $ $ % Effective Date: _____________, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that 1 If Competitive Loans are being assigned under this Assignment (e.g. “Revolving Credit Commitment”assigned, “Term Loans”, etc.) 3 revised as appropriate. 2 Set forth, to at least 9 8 decimals, as a percentage of the Commitment Loans aggregate Commitments of all Lenders thereunderLenders. The terms set forth in this Assignment above are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] The undersigned hereby consent to the above Assignment and Assumption3 , as Assignor XXXXX-XXXXXX CORPORATION By: By: Name: Name: Title: Title: By: By: Name: Name: Title: Title: U.S. BANK NATIONAL ASSOCIATION, as Administrative Agent and Issuing Bank4 By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 3 To be added only if completed to the consent of the Administrative Agent is extent consents are required by the terms under Section 10.04(b) of the Credit Agreement.. 4 Any additional Issuing Banks must also consent. ANNEX 1 TO ASSIGNMENT AND ASSUMPTION STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, ,” “Term Loans”, Incremental Loan Commitment,” etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and]4 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLCBNP PARIBAS, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: and Swingline Lender]5 By Name: Title: [Consented to:]6 [ISSUING LENDERS] 1 [Complete as appropriate] [Consented to:]7 XXXXXX XXXXXXX LLC By Name: Title: 4 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement. 5 To be added in the case of any assignment of Revolving Credit Commitments.

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders All Lenders* Amount of Commitment/Loans Assigned Loan Assigned* Percentage Assigned of Commitment/Loans3 Aggregate Amount of Loans1 $ $ % $ $ % $ $ % [7. Trade Date: ______________]2 Effective Date: _____________ ___, 20201___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill The terms set forth in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 and Assumption are hereby agreed to: ASSIGNOR: [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE: [NAME OF ASSIGNEE] By: Name: Title: ___________________ * Amount to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 1 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: 2 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date. [Consented to and1 and]3 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLCKEYBANK NATIONAL ASSOCIATION, as Administrative Agent By: Name: Title:] : [Consented to:2 LXXXXX POOL PRODUCTSto:]4 RETAIL OPPORTUNITY INVESTMENTS PARTNERSHIP, INC.LP, as Borrower a Delaware limited partnership By: Retail Opportunity Investments GP, LLC, a Delaware limited liability company, its general partner By: Name: Title: ] 1 _________________ 3 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Loan Agreement.

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. e.g., “Revolving Credit Commitment”, “Tranche A Term LoansLoan Commitment”, “Tranche B Term Loan Commitment”, etc.) ). 3 Set forth, to so at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Class of Commitment / Loans Assigned Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 Loans2 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: NameTitle: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., Administrative Agent[, an Issuing Bank and Swingline Lender]3 By: Title: 2 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if required by the terms of the Credit Agreement. [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTSto:]4 MYRIAD GENETICS, INC., as Borrower . By: Name: Title: ] 1 4 To be added only if the consent of the Administrative Agent Borrower is required by the terms of the Credit Agreement.. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 Loans2 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [2 Set forth, to at least 8 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. Consented to and1 and Accepted: NOMURA CORPORATE FUNDING AMERICASJPMORGAN CHASE BANK, LLCN.A., as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower and an Issuing Bank By: Name: Title: [CONSENTED TO:] BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: [CONSENTED TO: INSERT SIGNATURE BLOCKS FOR ANY ADDITIONAL ISSUING BANKS] 1 [Consented to:]3 SOUTHWESTERN ENERGY COMPANY By: Name: Title: 3 To be added only if when the consent of the Administrative Agent Borrower is required by the terms Section 9.04(b)(i)(A) of the Credit Agreement.. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Commitments / Loans for Class of Loans Assigned Aggregate Amount of Commitments / Loans held1 Aggregate Amount of Commitments / Loans assigned2 Percentage of Commitments / Loans assigned $ [ ] $ _____ _____ % 1 Amounts in this column and in the column immediately to the right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 2 Set forth, to at least 9 decimals, as a percentage of the Loans of all Lenders Amount thereunder. Form of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ % $ $ % Assignment and Acceptance Effective Date: _____________, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Acceptance are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: NameTitle: Form of Assignment and Acceptance Consented to and Accepted: BARCLAYS BANK PLC, as the Agent By: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICASto:]3 PROFRAC SERVICES, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 3 To be added only if the consent of the Administrative Agent Borrower is required by the terms of the Credit Agreement.. Form of Assignment and Acceptance ANNEX 1 TO ASSIGNMENT AND ACCEPTANCE STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ACCEPTANCE

Assigned Interest. Facility Assigned2 Assigned Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 Commitment/ Loans2 Loans $ $ % $ $ % [7. Trade Date: ]3 Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. 3 To be completed if the Assignor(s) and the Assignee(s) intend that the minimum assignment amount is to be determined as of the Trade Date. The terms set forth in this Affiliate Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and]4 Accepted: NOMURA CORPORATE FUNDING AMERICAS, JEFFERIES FINANCE LLC, as Administrative Agent By: Name: Title:] : [Consented to:2 LXXXXX POOL PRODUCTS, to:]5 TRANSFIRST INC., as Borrower . By: Name: Title: ] 1 4 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.

Assigned Interest. Revolving Facility Assigned2 Assignor[s] Assignee[s] Aggregate Amount of Commitment/Commitment/ Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 Commitment/ Revolving15 $ $ % $ $ % [7. Trade Date: ]16 Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 15 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. 16 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and]17 Accepted: NOMURA CORPORATE FUNDING AMERICASJPMorgan Chase Bank, LLCN.A., as Administrative Agent By: Name: Title:] : [Consented to:2 LXXXXX POOL PRODUCTS, INC.to:]18 [ ], as Borrower [ ] By: Name: Title: ] 1 17 To be added only included if the consent of the Administrative Agent is required by the terms pursuant to Section 10.07(b)(iii) of the Credit Agreement.. 18 To be included if required pursuant to Section 10.07(b)(iii) of the Credit Agreement. Annex 1 to Assignment and Assumption STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Assigned 17 Aggregate Amount of Commitment/Loans for all Lenders under the Facility Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 Loans 18 $ $ % $ $ % Effective Date: ______________, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 17 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. e.g., “Revolving Credit Commitment”, “Term Loans”, ,” etc.) 3 ). 18 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: NameTitle: [Consented to and]19 Accepted: [NAME OF BORROWER] By: Title: [NAME OF ADMINISTRATIVE AGENT], 20as Administrative Agent By: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Titleto:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower NAME OF RELEVANT PARTY] By: Name: Title: ] 1 19 To be added only if the consent of the Borrower and/or other parties is required by the terms of the Credit Agreement. 20 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.. ANNEX 1 TO EXHIBIT M FIRST HUNTINGDON FINANCE CORP. CREDIT AGREEMENT STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, ,” “Term Loans”, Tranche A Commitment,” “Tranche B Commitment,” etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to[Consented to and]4 Accepted: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: ADMINISTRATIVE AGENT], as Administrative Agent By Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] to:]5 [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: NAME OF RELEVANT PARTY] By Title: ] 1 4 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.

Assigned Interest. Facility Class and Type Assigned2 Aggregate Amount of CommitmentCommitments/Loans for all Lenders Amount of CommitmentCommitments/Loans Assigned Percentage Assigned of CommitmentCommitments/Loans3 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20_202__ [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g., “Dollar Commitments” or “Multicurrency Commitment”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitments/Loans of all Lenders thereunder. Assignment and Assumption [Consented to and1 and]4 Accepted: NOMURA CORPORATE FUNDING AMERICASJPMORGAN CHASE BANK, LLCN.A., as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS: MUFG Bank, INC.Ltd., as Borrower an Issuing Bank By: Name: Title: ] 1 Sumitomo Mitsui Banking Corporation, as an Issuing Bank By: Name: Title: [Consentedto:]5 OWL ROCK CAPITAL CORPORATION III By: Name: Title: 4 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By Title: ASSIGNEE [NAME OF ASSIGNEE] By Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent, Issuing Bank and Swingline Lender By Title: [Consented to:]4 MICROCHIP TECHNOLOGY INCORPORATED By Title: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. e.g., “Revolving Credit Multicurrency Tranche Commitment”, “Term LoansLoan Commitment”, etc.) ). 3 Set forth, to so at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 4 To be added only if the consent of the Administrative Agent Borrower is required by the terms of the Credit Agreement.. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility 1 Select as applicable. Tranche Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ % $ $ % Effective Date: _____________ ___, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: BANK OF AMERICA, N.A., as Administrative Agent By: Title: [Consented to:]4 TAPESTRY, INC. By: Title: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”e.g., “Term LoansTranche A Commitment”, etc.) ). 3 Set forth, to so at least 9 decimals, as a percentage of the Commitment aggregate Commitment/Loans of all Lenders thereunderLenders. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 4 To be added only if the consent of the Administrative Agent Company is required by the terms of the Credit Agreement.. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Class Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Dollar Commitment”, “Multicurrency Commitment”, etc.). 3 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. [Consented to and1 and]4 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLCSUNTRUST BANK, as Administrative Agent By: Name: Title: [Consented to:]5 [SUNTRUST BANK, as an Issuing Bank By: Name: Title: BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INCto:]6 [XXXXXXX SACHS MIDDLE MARKET LENDING CORP., as Borrower By: Name: Title: ] 1 :] 4 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ $ % $ $ $ % $ $ $ % Effective Date: _____________ ___, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent and Issuing Bank By: Title: [Consented to:]4 WELLCARE HEALTH PLANS, INC. By: Title: ____________________________________ 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. e.g., “Revolving Credit Commitment”, “Term LoansLoan Commitment”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC)., as Borrower By: Name: Title: ] 1 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.

Assigned Interest. Facility Assigned2 Assigned Aggregate Amount of Commitment/Loans for all Lenders Banks Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 Loans2 3 $ $ % $ $ % Effective Date: _____________$ $ % 2 Set forth, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 to at least 9 decimals, as a percentage of the Commitment/Loans of all Banks thereunder. 3 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Term Loan Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a The same percentage of each facility owned by the Commitment Loans of all Lenders thereunderAssignor shall be assigned to the Assignee. Effective Date: , 20 [TO BE INSERTED BY AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.]4 The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and]5 Accepted: NOMURA CORPORATE FUNDING AMERICASPNC BANK, LLCNATIONAL ASSOCIATION, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 4 Assignor shall pay a fee of $3,500 to the Agent in connection with the Assignment. 5 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.. [Consented to:]6 FEDERATED INVESTORS, INC. By: Name: Title: 6 To be added only if the consent of the Borrower and/or other parties is required by the terms of the Credit Agreement. ANNEX 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Class of Commitments Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Lo ans Assigned Percentage Assigned of Commitment/Loans3 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Dollar Commitment”, “Term LoansMulticurrency Commitment”, etc.) ). 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and]4 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLCSUMITOMO MITSUI BANKING CORPORATION, as Administrative Agent By: Name: Title:] : [Consented to:2 LXXXXX POOL PRODUCTSto:]5 CRESCENT CAPITAL BDC, INC., as Borrower . By: Name: Title: ] 1 4 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 Loans2 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [2 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. Consented to and1 and Accepted: NOMURA CORPORATE FUNDING AMERICASBANK OF AMERICA, LLCN.A., as Administrative Agent By: Name: Title:] [: Consented to:2 LXXXXX POOL PRODUCTSto: BANK OF AMERICA, INC.N.A., as Borrower an L/C Issuer By: Name: Title: ] 1 Consented to: MIZUHO BANK, LTD., as an L/C Issuer By: Name: Title: Consented to: XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an L/C Issuer By: Name: Title: [Consented to:]3 CONAGRA BRANDS, INC. By: Name: Title: 3 To be added only if the consent of the Administrative Agent Company is required by the terms of the Credit Agreement.. Xxxxx 0 XXXXXXXX XXXXX AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Aggregate Commitment/Loans3 $ $ % Loans2 $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [2 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. Fidus — Conformed Final Credit Agreement Consented to and1 and Accepted: NOMURA CORPORATE FUNDING AMERICAS, ING CAPITAL LLC, as Administrative Agent By: Name: Title:] : [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower to:]3 FIDUS INVESTMENT CORPORATION By: Name: Title: ] 1 3 To be added only if when the consent of the Administrative Agent Borrower is required by the terms of the Credit Agreement.. Fidus — Conformed Final Credit Agreement ANNEX 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Credit Facility3 Aggregate Amount of Commitment/Commitment/ Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 Loans4 CUSIP Number (if any) $ [ ] $ [ ] % $ [ ] $ [ ] % $ [ ] $ [ ] % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFORTo be inserted by the Administrative Agent and which shall be the Effective Date of recordation of transfer in the register therefor.] 2 3 Fill in the appropriate terminology for the types of facilities under (Construction Facility and/or Revolving Facility) to which the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Assigned Interest relates. 4 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment and Acceptance are hereby agreed to: ASSIGNOR ASSIGNOR: [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE ASSIGNEE: [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and Accepted: NOMURA CORPORATE FUNDING AMERICASCITIBANK, LLCN.A., as Administrative Agent By: Name: Title:] : ]5 [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower to: TRANS-ALLEGHENY INTERSTATE LINE COMPANY By: Name: Title: ] 1 ]6 5 To be added included only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Revolving Commitment Assigned Commitment Amount Percentage of Revolving Commitment Assigned Amount of Commitment/Revolving Loans Assigned Amount of Term Loans Assigned Percentage of Term Loans Assigned of Commitment/Loans3 $ $ $________________ $________________ ___________% $ $ $______________ $______________ ___________% [7. Trade Date: __________________] Effective Date: __________________, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH WHICH, SUBJECT TO SECTION 15.9.1 OF THE CREDIT AGREEMENT, SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment Agreement are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICASand Accepted:10 BANK OF AMERICA, LLCN.A., as Administrative Agent By: NameTitle:] [Consented to: MIDDLEBY MARSHALL INC. By: Title:] [Consented to:2 LXXXXX POOL PRODUCTSto: THE MIDDLEBY CORPORATION By: Title:] [BANK OF AMERICA, INC.N.A., as Borrower Swing Line Lender and as an Issuing Lender By: Name: Title: :]] 1 To be added only if the consent of the Administrative Agent is required by the terms of [OTHER ISSUING LENDERS]] 10 See Section 15.9.1(b) to the Credit Agreement.Agreement for required consents ANNEX 1 TO ASSIGNMENT AGREEMENT STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AGREEMENT

Assigned Interest. Facility Assigned2 Commitment Assigned Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 Loans $ $ % $ $ % $ $ % Effective Date: _____________, 20___ ___, 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and] Accepted: NOMURA CORPORATE FUNDING AMERICASAXXXXX, XXXXXX ENERGY SERVICER, LLC, as Administrative Agent By: NameTitle: Title[Consented to:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower NAME OF RELEVANT PARTY] By: Name: Title: ] 1 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.XXXXX 0 XXX XXXXXX CORPORATION CREDIT AGREEMENT STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Commitment/ Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent and Issuing Bank By: Title: [Consented to:]4 [XXXXXX INC.] By: Title: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. e.g., “Revolving Credit Commitment”, “Term LoansLoan Commitment”, etc.) ). 3 Set forth, to so at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 4 To be added only if the consent of the Administrative Agent Company is required by the terms of the Credit Agreement.. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment Agreement (e.g. “Revolving Credit Commitment”, “Term LoansLoan Commitment”, etc.) 3 Set forth, to so at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed toConsented to and Accepted: ASSIGNOR [NAME OF ASSIGNOR] JPMORGAN CHASE BANK, N.A., as Administrative Agent, an Issuing Bank and Swingline Lender By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] [ ]., as an Issuing Bank By: Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, to:]4 EDGEWELL PERSONAL CARE COMPANY (formerly known as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTSENERGIZER HOLDINGS, INC., as Borrower ) By: Name: Title: ] 1 4 To be added only if the consent of the Administrative Agent Borrower is required by the terms of the Credit Agreement.. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: ______________________________________ Title: ASSIGNEE [NAME OF ASSIGNEE] By: ______________________________________ Title: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment Agreement (e.g. e.g., “Revolving Credit Commitment”, “Term LoansLoan Commitment”, etc.) 3 Set 3Set forth, to so at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed toConsented to and Accepted: ASSIGNOR [NAME OF ASSIGNOR] JPMORGAN CHASE BANK, N.A., as Administrative Agent and Issuing Bank By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTSto:]4 DICE HOLDINGS, INC., as Borrower . By: Name: Title: ] 1 To 4To be added only if the consent of the Administrative Agent Company is required by the terms of the Credit Agreement.. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 Revolving Credit Commitment $ 300,000,000 $ % Term Loan Commitment $ 900,000,000 $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill The terms set forth in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] by Name: Title: ASSIGNEE [NAME OF ASSIGNEE] by Name: Title: 2 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed toConsented to and Accepted: ASSIGNOR [NAME OF ASSIGNOR] By: CREDIT SUISSE AG, as Agent by Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: by Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] to:]3 [Consented to:2 LXXXXX POOL PRODUCTS, TRANDIGM INC., as Borrower By: ] by Name: Title: ] 1 [Consented to:] [CREDIT SUISSE AG, as Issuing Bank]4 by Name: Title: by Name: Title: 3 To be added only if the consent of the Administrative Agent Borrower is required by the terms of the Credit Agreement.. 4 To be added in the case of any assignment of a Revolving Credit Commitment. [Consented to:] [CREDIT SUISSE AG, as Swingline Lender]5 by Name: Title: by Name: Title: 5 To be added in the case of any assignment of a Revolving Credit Commitment. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ [20 TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR NAME OF ASSIGNOR By: Title: ASSIGNEE NAME OF ASSIGNEE By: Title: Consented to and Accepted: XXXXXX XXXXXXX SENIOR FUNDING, INC.] , as Administrative Agent By: Title: Consented to:4 X.X. XXXXXX COMPANY By: Title: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment Agreement (e.g. e.g., “Revolving Credit CommitmentLoan”, “Term LoansIncremental Loan”, etc.) ). 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.

Assigned Interest. Facility Assigned2 Commitment Assigned Aggregate Amount of Commitment/Loans Commitment for all Lenders Amount of Commitment/Loans Commitment Assigned Percentage Assigned of Commitment/Loans3 Commitment(2) $ $ % $ $ % [Signatures appear on the following pages.] __________________ 2Set forth, to at least 9 decimals, as a percentage of the Commitment of all Lenders thereunder. Effective Date: _____________ ___, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and Accepted: NOMURA CORPORATE FUNDING AMERICASTHE BANK OF TOKYO-MITSUBISHI UFJ, LLCLTD., as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower and Issuing Bank By: Name: Title: ] 1 To [Consented to:](3) NUSTAR LOGISTICS, L.P. By: Name: Title: __________________ 3To be added only if the consent of the Administrative Agent Borrower is required by the terms of the Credit Reimbursement Agreement.. ANNEX 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Lenders Assigned Commitment/Loans3 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill The terms set forth in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to[Consented to and]4 Accepted: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: MXXXXX SXXXXXX SENIOR FUNDING, INC., as Administrative Agent By Title: [Consented to and1 and]5 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: ARCHSTONE-SXXXX OPERATING TRUST By Title: ] 1 4 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.. 5 Consent not required if an Event of Default has occurred and is continuing. ANNEX 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Class Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: ________________________ 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. e.g., “Revolving Credit Dollar Commitment”, “Term LoansMulticurrency Commitment”, etc.) ). 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to[Consented to and]4 Accepted: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: CITIBANK, N.A., as Administrative Agent By Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLCto:]5 [•], as Administrative Agent ByIssuing Bank By Title: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC.to:]6 [•], as Borrower By: Name: Swingline Lender By Title: ] 1 [Consented to:]7 BLACKROCK CAPITAL INVESTMENT CORPORATION By Title: ________________________ 4 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.

Assigned Interest. 1 Select as applicable. Facility Assigned2 Assigned Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 Commitment Loans2 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill The terms set forth in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, “Term Loans”N.A., etc.) as Administrative Agent, By: Title: [Consented to:] 3 OCTAVIUS CORPORATION By: Title: _________________________ 2 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 3 To be added only if the consent of the Administrative Agent Borrower is required by the terms of the Credit Agreement.. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Class Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ % $ $ % $ $ % Effective Date: _______________, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Dollar Commitment”, “Term LoansMulticurrency Commitment”, etc.) ). 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and]4 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLCTRUIST BANK, as Administrative Agent By: NameTitle: TRUIST BANK, as Issuing Bank By: Title:] : [Consented to:2 LXXXXX POOL PRODUCTS, INC.to:]5 AG TWIN BROOK CAPITAL INCOME FUND, as Borrower By: Name: Title: ] 1 4 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Lenders3 Amount of Commitment/Loans Assigned Assigned3 Percentage Assigned of Commitment/Loans3 Loans4 CUSIP Number $ $ % $ $ % Effective $ $ % [7. Trade Date: _____________, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] ]5 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, ,” “Term Loans”, Loan Commitment,” etc.) 3 Amount to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 4 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. 5 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date. CREDIT AGREEMENT Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and]6 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC[NAME OF ADMINISTRATIVE AGENT], as Administrative Agent ByBy Title: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: to:]7 [NAME OF RELEVANT PARTY] By Title: ] 1 6 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.

Assigned Interest. 16 Select as applicable. Facility Assigned2 Assigned17 Aggregate Amount of Commitment/Loans for all Lenders under the Facility Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 Loans18 $ $ % $ $ % Effective Date: ______________, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 ___________________________ 17 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. e.g., “Revolving Credit Commitment”, “Term Loans”, ,” etc.) 3 ). 18 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: NameTitle: [Consented to and]19 Accepted: [NAME OF BORROWER] By: Title: [NAME OF ADMINISTRATIVE AGENT], 20as Administrative Agent By: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Titleto:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower NAME OF RELEVANT PARTY] By: Name: Title: ] 1 _________________________________ 17 To be added only if the consent of the Borrower and/or other parties is required by the terms of the Credit Agreement. 18 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.. ANNEX 1 TO EXHIBIT M FIRST HUNTINGDON FINANCE CORP. CREDIT AGREEMENT STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: ____________________ 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “e.g., "Revolving Credit Commitment”", “"Term Loans”Loan Commitment", etc.) ). 3 Set forth, to so at least lest 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed toConsented to and Accepted: ASSIGNOR JPMORGAN CHASE BANK, N.A., as Administrative Agent [NAME OF ASSIGNORand Issuing Bank and Swingline Lender] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE[________], as an Issuing Bank] By: Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent to:] 4 UNIVERSAL CORPORATION By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 ____________________ 4 To be added only if the consent of the Administrative Agent Borrower is required by the terms of the Credit Agreement.. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: BANK OF AMERICA, N.A., as Administrative Agent, Swingline Lender and an Issuing Bank By: Title: [OTHER ISSUING BANK] [Consented to:]4 XXXXXXXX & STRUGGLES INTERNATIONAL, INC. By: Title: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”e.g., “Term Commitment” or “Loans”, etc.) ). 3 Set forth, to so at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 4 To be added only if the consent of the Administrative Agent Company is required by the terms of the Credit Agreement.. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 1 Borrower consent required only pursuant to clause (a)(i) of Section 10.11 of the Credit Agreement. 2 Administrative Agent consent required for assignments (i) to an Eligible Assignee that is not a Lender, Approved Fund or an Affiliate of a Lender and (ii) pursuant to clause (a)(i) of Section 10.11 of the Credit Agreement. 3 Select as applicable. Lender Assignment Agreement (Second Lien) Aggregate Amount of Commitment/Amount of Loans Percentage Assigned Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 Loans $ $ % $ $ % $ $ % Effective Date: __________[MONTH] ___, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Lender Assignment Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.Second Lien) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Acceptance are hereby agreed toto as of the Effective Date: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: Lender Assignment Agreement (Second Lien) [Consented to and1 and] Accepted: NOMURA CORPORATE FUNDING AMERICASCITICORP USA, LLCINC., as the Administrative Agent By: Name: Title:] : [Consented to:2 LXXXXX POOL PRODUCTSto: HBI BRANDED APPAREL LIMITED, INC., as the Borrower By: Name: Title: ] :] Lender Assignment Agreement (Second Lien) ANNEX 1 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ACCEPTANCE

Assigned Interest. Facility Class Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ 201 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Dollar Commitment”, “Term LoansMulticurrency Commitment”, etc.) ). 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and]4 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLCSUNTRUST BANK, as Administrative Agent By: NameTitle: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC.SUNTRUST BANK, as Borrower Issuing Bank By: Name: Title: ] 1 [Consented to:]5 CARLYLE GMS FINANCE, INC. By: Title: 4 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.

Assigned Interest. Facility Assigned2 1 Select as applicable. Commitment/Loans Assigned Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 Loans2 Currency Revolving Loan $ $ % Term Loans $ $ % Effective Date: _____________, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 20 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and Accepted: NOMURA CORPORATE FUNDING AMERICAS[PNC BANK, LLCNATIONAL ASSOCIATION, as Administrative Agent By: Name: Title:] Assignment Agreement [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower to:]3 [FERRO CORPORATION] By: Name: Title:] [[ ], as an Issuer By: ] 1 Name: Title:] 3 To be added only if the consent of the Administrative Agent is Company and/or the Issuers are required by the terms of the Credit Agreement.; provided that, except as otherwise set forth in the definition of Eligible Assignee, the Company’s consent is required for assignments of the Revolving Loan Commitment. Assignment Agreement ANNEX 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans Loans/LC Exposure for all Lenders Amount of Commitment/Loans Loans/ LC Exposure Assigned Percentage Assigned of CommitmentCommitment/ Loans/Loans3 $ $ % LC Exposure1 $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 1 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans Commitment/Loans/LC Exposure of all Lenders thereunder. The terms set forth in this Assignment and Acceptance are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Acceptedand accepted: NOMURA CORPORATE FUNDING AMERICASCITICORP USA, LLCINC., as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS: CITICORP USA, INC., as Borrower Issuing Bank By: Name: Title: ] 1 To [Consented to:]2 THE XXXXXXX-XXXXXXXX COMPANY By: Name: Title: 2 The Company’s consent will not be added only required if (x) an Event of Default or an “Event of Default” under (and as defined in) the consent Reimbursement Agreement has occurred and is continuing or, (y) an ISDA Credit Event has occurred and such assignment is made in connection with a settlement or delivery to a counterparty in connection with a credit default swap, or (z) the assignment is to an Affiliate of the Administrative Agent is required by the terms of the Credit Agreement.Assignor. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ACCEPTANCE

Assigned Interest. Facility Assigned2 Assigned Aggregate Amount of Commitment/Term Loans for all Lenders Amount of Commitment/Term Loans Assigned Percentage Assigned of Commitment/Loans3 Term Loans2 CUSIP Number Term Loan $ $ % $ $ % Effective Date: _____________ $ _, 20____________ __________ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 1 Select as applicable. 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Term Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and Accepted: NOMURA CORPORATE FUNDING AMERICASBANK OF AMERICA, LLCN.A., as Administrative Agent By: Name: Title:] : [Consented to:2 LXXXXX POOL PRODUCTS, INC.to: SEMGROUP CORPORATION [IF APPLICABLE], as Borrower Borrowers’ Agent By: Name: Title: ] :] ANNEX 1 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ACCEPTANCE AGREEMENT

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans Sub-Commitment /Loans for all Lenders Amount of Commitment/Loans Sub-Commitment /Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Dollar Sub-Commitment”, “Term LoansMulticurrency Sub-Commitment”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: and Assumption ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and]4 Accepted: NOMURA CORPORATE FUNDING AMERICASJPMORGAN CHASE BANK, LLCN.A., as [Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower Agent][Swingline Lender] By: Name: Title: ] 1 [Consented to:]5 BRUNSWICK CORPORATION By: Name: Title: [Consented to and]6 Accepted: [Issuing Lender], as an Issuing Lender 4 To be added only if the consent of the Administrative Agent or Swingline Lender is required by the terms of the Credit Agreement. 5 To be added only if the consent of the Company is required by the terms of the Credit Agreement.

Assigned Interest. Assignor Assignee Facility Assigned2 Assigned Aggregate Amount of Commitment/Commitment/ Loans for all Lenders Currency & Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ Commitment/ Loans CUSIP Number % $ $ % % [7. Trade Date: ________ __, 201_] Effective Date: ____________ __, 20__201_ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption Agreement are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 AcceptedCONSENTED TO]1 XXXX’X CORPORATION By: NOMURA CORPORATE FUNDING AMERICASName: Title: BANK OF AMERICA, LLCN.A., as Administrative Agent By: Name: Title:] : [Consented to:2 LXXXXX POOL PRODUCTSNAME OF ISSUING BANK OR SWING LINE LENDER, INC., as Borrower AS APPLICABLE] By: Name: Title: ] ____________________ 1 To Such consents shall be added only if required to the consent of the Administrative Agent is required by the terms of extent provided in the Credit Agreement.. To the extent the Borrower’s consent is required pursuant to the Credit Agreement, this Assignment and Assumption Agreement shall be attached to a cover memo that states that the Borrower has five (5) Business Days to respond. ANNEX 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION AGREEMENT

Assigned Interest. Facility Assigned2 Aggregate Amount of Amount of Percentage Revolving Revolving Assigned of Facility Assigned Commitment/Loans Commitment/Loans Revolving for all Lenders Amount of Assigned Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 2 Revolving Committed Amount $ $ % $ $ % Effective Date: _____________, 20____ $ $ % _________________ $ $ % [7. Trade Date: ]3 Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill The terms set forth in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: 2 Set forth, to at least 9 decimals, as a percentage of the Commitment Revolving Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to3 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date. [Consented to and]4 Accepted: ASSIGNOR [NAME BANK OF ASSIGNOR] AMERICA, N.A., as Agent By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTSto:]5 NORDSTROM, INC., as Borrower . By: Name: Title: ] 1 4 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Commitment Loans3 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Agreement (e.g., “Acquisition Loan Commitment”, “Revolving Loan Commitment”, etc.) 3 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. A-2 A-Exhibits – Cleco CorporationCorporate Holdings LLC Credit Agreement Title: [Consented to and1 and Accepted: NOMURA CORPORATE FUNDING AMERICASMizuho Bank, LLCLtd., as Administrative Agent Agent [and as an Issuing Bank] By: Name: Title:] : [ ], as an Issuing Bank By: Name: Title: [ ], as Swingline Lender By: Name: Title: ]4 [Consented to:2 LXXXXX POOL PRODUCTS, INC.to: CLECO CORPORATIONCORPORATE HOLDINGS LLC, as Borrower By: Name: Title: ] 1 ]5 4 To be added only if the consent of the Administrative Agent Agent, the Issuing Banks and/or the Swingline LenderIssuing Banks is required by the terms of the Credit Agreement.

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent By: Title: [Consented to:]4 X.X. XXXXXX COMPANY By: Title: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment Agreement (e.g. e.g., “Revolving Credit Commitment”, “Term LoansLoan Commitment”, etc.) ). 3 Set forth, to so at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 4 To be added only if the consent of the Administrative Agent Company is required by the terms of the Credit Agreement.. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 Loans2 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [2 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. Consented to and1 and Accepted: NOMURA CORPORATE FUNDING AMERICASBANK OF AMERICA, LLCN.A., as Administrative Agent By: Name: Title:] [: Consented to:2 LXXXXX POOL PRODUCTSto: BANK OF AMERICA, INC.N.A., as Borrower an L/C Issuer By: Name: Title: ] 1 Consented to: MIZUHO BANK, LTD., as an L/C Issuer By: Name: Title: Consented to: JPMORGAN CHASE BANK, N.A, as an L/C Issuer By: Name: Title: [Consented to:]3 CONAGRA BRANDS, INC. By: Name: Title: 3 To be added only if the consent of the Administrative Agent Company is required by the terms of the Credit Agreement.. Xxxxx 0 XXXXXXXX XXXXX AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 Loans2 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to so at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and Accepted: NOMURA CORPORATE FUNDING AMERICASJPMORGAN CHASE BANK, LLCN.A., as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower and an Issuing Bank] By: Name: Title: [HSBC BANK USA, NATIONAL ASSOCIATION, as an Issuing Bank] 1 By: Name: Title: [BANK OF AMERICA, N.A., as an Issuing Bank] By: Name: Title: [Consented to:]3 XXXXXXX INCORPORATED By: Name: Title: 3 To be added only if the consent of the Administrative Agent Company is required by the terms of the Credit Agreement.. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitments/Outstanding Principal Amount of Term Loan* Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Term Loan Assigned* Percentage Assigned of Commitment/Loans3 Term Loan1 $ $ % $ $ % $ $ [7. Trade Date: ]2 Effective Date: _____________, 20___ 201 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill The terms set forth in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 and Assumption are hereby agreed to: ASSIGNOR: [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE: [NAME OF ASSIGNEE] By: Name: Title: * Amount to be adjusted by the counterparties to take into account any prepayments made between the Trade Date and the Effective Date. 1 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans Aggregate Commitments/Outstanding Principal Amount of all Lenders thereunderTerm Loan. The terms set forth in this 2 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date. Form of Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: and Assumption [Consented to and1 and]3 Accepted: NOMURA CORPORATE FUNDING AMERICASNORTHWEST FARM CREDIT SERVICES, LLCPCA, as Administrative Agent By: Name: Title:] : [Consented to:2 LXXXXX POOL PRODUCTSto:]4 PLUM CREEK TIMBERLANDS, INC.L.P., as Borrower a Delaware limited partnership By: Plum Creek Timber I, L.L.C., its General Partner By: Plum Creek Timber Company, Inc., its Managing Member By: Name: Title: ] 1 3 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Term Loan Agreement.

Assigned Interest. Facility Assigned2 1 Select as applicable. Aggregate Amount of Commitment/Loans Amount of Commitment/ Percentage Assigned of Facility Assigned2 for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent and Issuing Bank By: Title: [Consented to:]4 APOLLO GROUP, INC. By: Title: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. e.g., “Revolving Credit Dollar Tranche Commitment” or “Multicurrency Tranche Commitment”, “Term Loans”, etc.) ). 3 Set forth, to so at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.

Assigned Interest. Facility Assigned2 Assigned Aggregate Amount of Commitment/Loans Commitment/ Advances for all Lenders Lenders* Amount of Commitment/Loans Assigned Commitment/ Advances Assigned* Percentage Assigned of Commitment/Loans3 Commitment/ Advances1 Revolving Credit $ $ % $ $ % [7. Trade Date: ]2 Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill The terms set forth in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: * Amount to be adjusted to take into account any payments or prepayments made between the Trade Date and the Effective Date. 1 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [2 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date. Consented to and1 and Accepted: NOMURA CORPORATE FUNDING AMERICASCITIBANK, LLCN.A., as Administrative Agent By: NameTitle: Title[Consented to:] [Consented to:2 LXXXXX POOL PRODUCTSPEPSICO, INC., as Borrower ] By: Name: Title: [BANK OF AMERICA, N.A., as L/C Issuer] 1 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.By: Title:

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 Loans2 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: NameTitle: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent, an Issuing Bank and Swingline Lender By: Title: WXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent to:]3 ESCO TECHNOLOGIES INC. By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 2 Set forth, so at least 9 decimals, as percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Administrative Agent Company is required by the terms of the Credit Agreement.. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for Amount of all Lenders Amount of under the Commitment/Loans Assigned Percentage Assigned of Facility Assigned4 Facility Assigned Commitment/Loans3 Loans5 $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: 4 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, ,” “Term Loans”, ,” etc.) 3 5 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to[Consented to and]6 Accepted: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: ADMINISTRATIVE AGENT], as Administrative Agent By Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] to:]7 [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: NAME OF RELEVANT PARTY] By Title: ] 1 6 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Commitment/ Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Commitment/ Loans3 Term B Loans $ $ % Revolving Facility Loans/ Revolving Facility Commitments $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) ]. 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment and Acceptance are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and Accepted: NOMURA CORPORATE FUNDING AMERICASCREDIT SUISSE AG, LLCCAYMAN ISLANDS BRANCH, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower : By: Name: TitleTitle:]4 [Consented to: ] 1 CEOC, LLC By: Name: Title:]5 [Consented to: [L/C ISSUER], as L/C Issuer By: Name: Title:]6 4 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.

Assigned Interest. Facility Assigned2 Assigned Aggregate Amount of Commitment/Commitment/ Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 Loans4 Revolving Credit Facility $ $ % $ $ % Effective Date: _____________, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 4 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans Commitment/Loans/L/C Participations of all Lenders thereunder. Effective Date: , 20 The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 Title: Payment Instructions: Attention: Reference: Address for Notices: Relationship Contact: Telephone: Fax: [Consented to and]5 Accepted: DEUTSCHE BANK TRUST COMPANY AMERICAS, as Administrative Agent By Name: Title: 5 To be added only if the consent of the Administrative Agent is required by the terms of Section 12.8 of the Revolving Credit Agreement.. [Consented to:]6 TEXAS PETROCHEMICALS LP By: Texas Petrochemicals Inc., its general partner By Name: Title: TEXAS BUTYLENE CHEMICAL CORPORATION By: Name: Title: 6 To be added only in the circumstances set forth in Section 12.8 of the Revolving Credit Agreement. ANNEX 1 TO ASSIGNMENT STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION AGREEMENT

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans3 Loans2 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill The terms set forth in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, “Term Loans”N.A., etc.) 3 Set as Administrative Agent and Issuing Bank By: Title: [Consented to:]3 AMTRUST FINANCIAL SERVICES, INC. By: Title: 2Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 To 3To be added only if the consent of the Administrative Agent Borrower is required by the terms of the Credit Agreement.. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 Loans2 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: NameTitle: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent and Issuing Bank and Swingline Lender By: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTSto:]3 M/A-COM TECHNOLOGY SOLUTIONS HOLDINGS, INC., as Borrower . By: Name: Title: ] 1 2 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Administrative Agent Borrower is required by the terms of the Credit Agreement.. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans Loans/LC Exposure for all Lenders Amount of Commitment/Loans Loans/ LC Exposure Assigned Percentage Assigned of CommitmentCommitment/ Loans/Loans3 $ $ % LC Exposure1 $ $ % Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 1 Set forth, to at least 9 decimals, as a percentage of the Commitment Loans Commitment/Loans/LC Exposure of all Lenders thereunder. The terms set forth in this Assignment and Acceptance are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Acceptedand accepted: NOMURA CORPORATE FUNDING AMERICAS, LLCXXXXXXX XXXXX BANK USA, as Administrative Agent By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC.: XXXXXXX SACHS MORTGAGE COMPANY, as Borrower Issuing Bank By: Xxxxxxx Xxxxx Real Estate Funding Corp., its General Partner By: Name: Title: ] 1 To [Consented to:]2 THE XXXXXXX-XXXXXXXX COMPANY By: Name: Title: 2 The Company’s consent will not be added only required if an Event of Default has occurred and is continuing or the consent assignment is to an Affiliate of the Administrative Agent is required by the terms of the Credit Agreement.Assignor. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ACCEPTANCE

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans3 Loans2 CUSIP Number $ $ % $ $ % $ $ % [7. Trade Date: ]3 Effective Date: _____________, 20___ 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill The terms set forth in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term Loans”, etc.) 3 and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: 2 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this 3 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date. Form of Assignment are hereby agreed toand Assumption [Consented to and]4 Accepted: ASSIGNOR [NAME BANK OF ASSIGNOR] AMERICA, N.A., as L/C Issuer and Administrative Agent By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 Accepted: NOMURA CORPORATE FUNDING AMERICASto:]4 CITIBANK, LLCN.A., as Administrative Agent L/C Issuer By: Name: Title:] [Consented to:2 LXXXXX POOL PRODUCTS, INC., as Borrower By: Name: Title: ] 1 [Consented to:]4 BORROWER By: Title: 4 To be added only if the consent of the Administrative Agent is required by the terms of under the Credit Agreement.. Form of Assignment and Assumption ANNEX 1 TO ASSIGNMENT AND ASSUMPTION STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Commitment/ Loans Assigned Percentage Assigned of Commitment/Commitment Loans3 $ $ % $ $ % $ $ % Effective Date: _____________, 20___ [TO BE INSERTED BY LEAD ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment and Assumption (e.g. “Revolving Credit Commitment”, “Term LoansLoan Commitment”, etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and1 and Accepted: NOMURA CORPORATE FUNDING AMERICASBANK OF AMERICA, LLC, N.A.. as Lead Administrative Agent By: Name: Title:] : [Consented to:2 LXXXXX POOL PRODUCTS, to:]4 INTUIT INC., as Borrower a Delaware corporation By: Name: Title: ] 1 4 To be added only if the consent of the Administrative Agent Borrower is required by the terms of the Credit Agreement.. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION