Common use of ICC Clause in Contracts

ICC. As contemplated in the Purchase Agreement, H&F or one or more of its Affiliates will purchase all of ICC’s shares of Preferred Stock of the Company such that ICC will no longer be a Company stockholder (the “ICC Secondary”). Effective and conditioned upon the closing of the ICC Secondary, ICC consents to amend and restate the Prior Agreement as set forth in this Agreement. Thereafter, ICC shall cease to be a party to this Agreement. Notwithstanding anything to the contrary, this Section 6.12 may not be altered, amended, waived or terminated without ICC’s prior written consent, until ICC ceases to be a party to this Agreement pursuant to this Section 6.12. [SIGNATURE PAGES FOLLOW]