Common use of Lender Joinder Clause in Contracts

Lender Joinder. As of the Commitment Increase Effective Date, each of Comerica Bank, Zions Bancorporation, N.A. and KeyBank National Association (each a “Joining Lender”) acknowledges, agrees and confirms, by its execution of this Amendment, (a) it will be deemed to be a party to the Credit Agreement and a “Lender” for all purposes of the Credit Agreement and the other Loan Documents, and shall have all of the obligations of a Lender under the Credit Agreement as if it had executed the Credit Agreement; (b) to be bound by, all of the terms, provisions and conditions contained in the Credit Agreement; (c) its Commitment and Applicable Percentage shall be as set forth on Schedule 2.01 attached as Annex C hereto; (d) it has received a copy of the Credit Agreement, copies of the most recent financial statements delivered pursuant to Section 6.01 thereof and such other documents and information as it deems appropriate, independently and without reliance upon the Administrative Agent, any other Lender or any of their Related Parties, to make its own credit analysis and decision to enter into this Lender Joinder Agreement and to become a Lender under the Credit Agreement; (e) it will, independently and without reliance upon the Administrative Agent, any other Lender or any of their Related Parties and based on such documents and information as it shall from time to time deem appropriate, continue to make its own decisions in taking or not taking action under or based upon the Credit Agreement, any other Loan Document or any related agreement or any document furnished hereunder or thereunder; (f) it is an Eligible Assignee; (g) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement; and (h) it has provided the Administrative Agent with its administrative details, together with any documentation required to be delivered pursuant to the terms of the Credit Agreement if such Joining Lender is a Foreign Lender.

Lender Joinder. As of the Commitment Increase Effective Date, each of Comerica Bank, Zions Bancorporation, N.A. This Amendment constitutes a Lender joinder agreement and KeyBank National Association (each a “Joining Lender”) acknowledges, agrees and confirms, by its execution of signing this Amendment, (a) it will each New Lender shall from and after the date hereof be deemed to be a party to to 4 1 the Credit Agreement and a “Lender” for all purposes of the Credit Agreement and the other Loan Facility Documents, with a several, but not joint, Commitment in the amount set forth opposite its name on Appendix B hereto, and shall have all of the rights and obligations of a Lender under the Credit Agreement as if it had executed and the Credit Agreement; other Facility Documents. Each New Lender: (bi) to be bound by, all of the terms, provisions and conditions contained in the Credit Agreement; (c) its Commitment and Applicable Percentage shall be as set forth on Schedule 2.01 attached as Annex C hereto; (d) confirms that it has received a copy of the Credit AgreementAgreement and the other Facility Documents, together with copies of the most recent any financial statements delivered pursuant to Section 6.01 thereof 5.01 of the Credit Agreement and such other documents and information as it deems appropriate, independently and without reliance upon the Administrative Agent, any other Lender or any of their Related Parties, has deemed appropriate to make its own credit analysis and decision to enter into this Lender Joinder Agreement and to become a Lender under the Credit AgreementAmendment; (eii) agrees that it will, independently and without reliance upon the Administrative Agent, any other Lender Agent or any of their Related Parties Lender and based on such documents and information as it shall from time to time deem appropriateappropriate at the time, continue to make its own credit decisions in taking or not taking action under or based upon in connection with any of the Facility Documents; (iii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Facility Documents, in each case as are delegated to the Administrative Agent by the terms thereof; and (iv) agrees that it will perform in accordance with their terms all of the obligations that by the terms of the Facility Documents are required to be performed by it as a Lender. On the Effective Date, each New Lender shall make a payment to the Administrative Agent for the account of the other Lenders, in an amount calculated by the Administrative Agent, so that after giving effect to such payment and to the distribution thereof to the other Lenders in accordance with the Credit Agreement, any other Loan Document or any related agreement or any document furnished hereunder or thereunder; (f) it is an Eligible Assignee; (g) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under Advances are held ratably by the Credit Agreement; and (h) it has provided the Administrative Agent Lenders in accordance with its administrative details, together with any documentation required to be delivered pursuant to the terms of the Credit Agreement if such Joining Lender is a Foreign Lendertheir respective Commitments.

Lender Joinder. As Each of the Commitment Increase Effective Date, each of Comerica Bank, Zions Bancorporation, N.A. and KeyBank National Association (each undersigned that are signatory hereto as a “Joining Lender”) acknowledges, agrees and confirms, by its execution of this Amendment, (a) hereby confirms and agrees that, with effect as of the Amendment No. 2 Effective Date, it will shall be deemed to be and become a party to the Credit Agreement and a “Lender” for all purposes of the Credit Agreement and the other Loan DocumentsDocuments as a Lender thereunder, and shall have all of the rights and be obligated to perform all of the obligations of a Lender under thereunder, and shall have the Revolving Credit Agreement Commitment set forth opposite such Joining Lender’s name in Schedule 2.01 to this Amendment (as if it had executed such Revolving Credit Commitment may from time to time be reduced in accordance with the Credit Agreement; ). Each Joining Lender hereby (ba) to be bound by, all of the terms, provisions represents and conditions contained in the Credit Agreement; (c) its Commitment and Applicable Percentage shall be as set forth on Schedule 2.01 attached as Annex C hereto; (d) warrants that it has received a copy of the Credit Agreementfull power and authority, copies of the most recent financial statements delivered pursuant to Section 6.01 thereof and such other documents and information as it deems appropriate, independently and without reliance upon the Administrative Agent, any other Lender or any of their Related Partieshas taken all action necessary, to make its own credit analysis execute and decision to enter into delivery this Lender Joinder Agreement Amendment and to become a Lender under the Credit Agreement; (eb) acknowledges that it has received a copy of the Credit Agreement and the other Loan Documents and the schedules and exhibits thereto and such other documents and information as it has deemed appropriate to make its own credit and legal analysis and decision to become a party to the Credit Agreement and the other Loan Documents as a Lender thereunder; and (c) agrees that it will, independently and without reliance upon the Administrative Agent, Agent or any other Lender or any of their Related Parties Affiliates and based on such documents and information as it shall from time to time deem appropriate, continue to make its own credit and legal decisions in taking or not taking action under or based upon the Credit Agreement, any other Loan Document or any related agreement or any document furnished hereunder or thereunder; (f) it is an Eligible Assignee; (g) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement; and (h) it has provided the Administrative Agent with its administrative details, together with any documentation required to be delivered pursuant to the terms of the Credit Agreement if such Joining Lender is a Foreign Lender.. 113967602_9

Lender Joinder. As of The Funding Lender hereby acknowledges and agrees that on the Commitment Increase Effective Datedate hereof, each of Comerica Bank, Zions Bancorporation, N.A. and KeyBank National Association (each a “Joining Lender”) acknowledges, agrees and confirms, by its execution of this Amendment, (a) it will be deemed to be a party to the Credit Agreement and a “Lender” for all purposes of the Credit Agreement and the other Loan Documents, and shall have all of the obligations of a Lender under the Credit Agreement as if it had executed the Credit Agreement; (b) to be bound by, all of the terms, provisions and conditions contained in the Credit Agreement; (c) its Commitment and Applicable Percentage shall be as set forth on Schedule 2.01 attached as Annex C hereto; (d) it has received a copy of the Credit Agreement, copies of the most recent financial statements delivered pursuant to Section 6.01 thereof and such other documents and information as it deems appropriate, independently and without reliance upon the Administrative Agent, any other Lender or any of their Related Parties, to make its own credit analysis and decision to enter into this Lender Joinder Agreement and to become a Lender under the Credit Loan Agreement and that it will (i) be bound by the terms of the Loan Agreement as fully and to the same extent as if the undersigned were an original Lender under the Loan Agreement; , (eii) perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it willas a Lender and (iii) agrees to execute and deliver such other instruments, independently and without reliance upon take such other actions, as the Administrative Agent, any other Lender Lenders or any of their Related Parties Loan Party may reasonably request in connection with the transactions contemplated by this Amendemnt. The Funding Lender (a) represents and based on such documents and information as it shall from time to time deem appropriate, continue to make its own decisions in taking or not taking action under or based upon the Credit Agreement, any other Loan Document or any related agreement or any document furnished hereunder or thereunder; warrants that (f) it is an Eligible Assignee; (gi) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Loan Agreement, (ii) from and after the date hereof, it shall be bound by the provisions of the Loan Agreement and shall have the obligations of a Lender thereunder, and (iii) it has received a copy of the Loan Agreement and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this letter agreement and to advance the Incremental Term Loan and any other Loan under the Loan Agreement from time to time on the basis of which it has made such analysis and decision; and (hb) agrees that it has provided will, independently and without reliance on any other Lender, and based on such documents and information as it shall deem appropriate at that time, continue to make its own credit decisions in taking or not taking action under the Administrative Agent with its administrative detailsLoan Documents. From and after the date hereof, together with any documentation required by execution of this Amendment, the Funding Lender and other Lenders hereby acknowledge, agree and confirm that the Funding lender will be deemed to be delivered pursuant a party to the terms Loan Agreement and a “Lender” for all purposes of the Credit Loan Agreement if such Joining Lender is a Foreign Lenderand other Loan Documents.

Lender Joinder. As 5.1. Each of the Commitment Increase Effective Date, each of Comerica Bank, Zions Bancorporation, N.A. and KeyBank National Association (each Lenders identified on the signature pages hereto as a “Joining New Lender”) acknowledges, agrees and confirms, by its execution of this Amendment, ” (a) represents and warrants that it is either a commercial lender, other financial institution or other “accredited” investor (as defined in Rule 501(a) of Regulation D promulgated under the Securities Act of 1933, as amended) that makes or acquires loans in the ordinary course of business and that it will be make or acquire the Loans for its own account in the ordinary course of business; (b) confirms that it has received a copy of the Credit Agreement, together with copies of the financial statements referred to in Section 7.01 thereof and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Agreement; (c) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement; (d) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto; (e) agrees that, as of the date hereof, such Lender shall (i) be a party to the Credit Agreement and the other Loan Documents to which Lenders are a party, (ii) be a “Lender” for all purposes of the Credit Agreement and the other Loan Documents, and shall have (iii) perform all of the obligations that, by the terms of the Credit Agreement, are required to be performed by it as a “Lender” under the Credit Agreement, (iv) shall have the rights and obligations of a Lender under the Credit Agreement as if it had executed and the other Loan Documents, and (v) ratifies and approves all acts previously taken by the Collateral Agent on such Lender’s behalf; and (f) agrees to waive the borrowing notice provisions of Section 2.02(a) of the Credit Agreement; Agreement with respect to the advances made by it on the date hereof. 5.2. The Borrower and each of the Guarantors agrees that, as of the date hereof, each of the Lenders identified on the signature pages hereto as a “New Lender” shall (a) be a party to the Credit Agreement and the other Loan Documents to which Lenders are a party, (b) to be bound by, a “Lender” for all purposes of the terms, provisions Credit Agreement and conditions contained in the Credit Agreement; other Loan Documents and (c) its Commitment have the rights and Applicable Percentage shall be as set forth on Schedule 2.01 attached as Annex C hereto; (d) it has received a copy obligations of the Credit Agreement, copies of the most recent financial statements delivered pursuant to Section 6.01 thereof and such other documents and information as it deems appropriate, independently and without reliance upon the Administrative Agent, any other Lender or any of their Related Parties, to make its own credit analysis and decision to enter into this Lender Joinder Agreement and to become a Lender under the Credit Agreement; (e) it will, independently Agreement and without reliance upon the Administrative Agent, any other Lender or any of their Related Parties and based on such documents and information as it shall from time to time deem appropriate, continue to make its own decisions in taking or not taking action under or based upon the Credit Agreement, any other Loan Document or any related agreement or any document furnished hereunder or thereunder; (f) it is an Eligible Assignee; (g) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement; and (h) it has provided the Administrative Agent with its administrative details, together with any documentation required to be delivered pursuant to the terms of the Credit Agreement if such Joining Lender is a Foreign LenderDocuments.

Lender Joinder. As Upon execution of the Commitment Increase Effective Datethis Seventh Amendment, each of Comerica Bank, Zions Bancorporation, N.A. and KeyBank National Association Lender identified on Schedule 1.3 hereto (each a “Joining New Lender”) acknowledges, agrees and confirms, by its execution of this Amendment, (a) it will be deemed to shall be a party to the Credit Agreement and have all of the rights and obligations of a Lender thereunder and under the other Loan Documents. Each New Lender (a) represents and warrants that it is legally authorized to enter into this Seventh Amendment and this Seventh Amendment is the legal, valid and binding obligation of such New Lender, enforceable against it in accordance with its terms; (b) confirms that it has received a copy of the Credit Agreement, this Seventh Amendment and all of the Exhibits and Schedules thereto, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Seventh Amendment; (c) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement, the other Loan Documents or any other instrument or document furnished pursuant hereto or thereto; and (d) agrees that it will be bound by the provisions of the Credit Agreement and will perform in accordance with its terms all the obligations which by the terms of the Credit Agreement are required to be performed by it as a Lender. The Commitment of each New Lender after giving effect to this Seventh Amendment shall be as set forth on Annex A to this Seventh Amendment. Each of the Loan Parties agrees that, as of the Seventh Amendment Effective Date, each New Lender shall (a) be a party to the Credit Agreement and the other Loan Documents (as applicable), (b) be a “Lender” for all purposes of the Credit Agreement and the other Loan Documents, and shall (c) have all of the rights and obligations of a Lender under the Credit Agreement as if it had executed and the Credit Agreement; (b) to be bound by, all of the terms, provisions and conditions contained in the Credit Agreement; (c) its Commitment and Applicable Percentage shall be as set forth on Schedule 2.01 attached as Annex C hereto; (d) it has received a copy of the Credit Agreement, copies of the most recent financial statements delivered pursuant to Section 6.01 thereof and such other documents and information as it deems appropriate, independently and without reliance upon the Administrative Agent, any other Lender or any of their Related Parties, to make its own credit analysis and decision to enter into this Lender Joinder Agreement and to become a Lender under the Credit Agreement; (e) it will, independently and without reliance upon the Administrative Agent, any other Lender or any of their Related Parties and based on such documents and information as it shall from time to time deem appropriate, continue to make its own decisions in taking or not taking action under or based upon the Credit Agreement, any other Loan Document or any related agreement or any document furnished hereunder or thereunder; (f) it is an Eligible Assignee; (g) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement; and (h) it has provided the Administrative Agent with its administrative details, together with any documentation required to be delivered pursuant to the terms of the Credit Agreement if such Joining Lender is a Foreign LenderDocuments.

Lender Joinder. As of the Commitment Increase Effective Date, each of Comerica Bank, Zions Bancorporation, N.A. and KeyBank National Association (each a “Joining Lender”) acknowledges, agrees and confirms, by By its execution of this Amendment, the Joining Lender hereby acknowledges, agrees and confirms that, on and after the Fourth Amendment Effective Date: (a) it will be deemed to be a party to the Credit Agreement and as a “Lender” for all purposes of the Credit Agreement and the other Loan Documents, and shall have all of the obligations of of, and shall be entitled to the benefits of, a Lender under the Credit Agreement as if it had executed the Credit Agreement; Agreement as such; (b) to it will be bound by, by all of the terms, provisions and conditions contained in the Credit Agreement; Agreement and the other Loan Documents; (c) its Commitment and Applicable Percentage shall be as set forth on Schedule 2.01 attached as Annex C hereto; (d) it has received a copy of the Credit Agreement, copies of the most recent financial statements delivered pursuant to Section 6.01 thereof and such other documents and information as it deems appropriateit, independently and without reliance upon the Administrative Agent, Agent any other Lender or any of their Related Partiesrespective Affiliates, to make has made its own credit analysis and decision to enter into this Lender Joinder Agreement Amendment and to become a Lender under the Credit Agreement; (d) it will perform, in accordance with the terms thereof, all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) it willwill provide any additional documentation (including, independently and without reliance upon the Administrative Agentlimitation, if requested, any other Lender or any of their Related Parties and based on such documents and information Assignment Agreement to be executed in connection with this Amendment) to evidence its status as it shall from time to time deem appropriate, continue to make its own decisions in taking or not taking action under or based upon the Credit Agreement, any other Loan Document or any related agreement or any document furnished hereunder or thereunder; (f) it is an Eligible Assignee; (g) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement; and (h) it has provided Agreement as of the Administrative Agent with its administrative details, together with any documentation Fourth Amendment Effective Date or as required to be delivered by it pursuant to the terms of the Credit Agreement if such Joining Lender is a Foreign Lenderand the other Loan Documents.

Lender Joinder. As of the Commitment Increase Effective Date, each of Comerica Bank, Zions Bancorporation, N.A. and KeyBank National Association (each The Joining Lender signatory hereto as a “Joining Lender”) acknowledges, agrees and confirms, by its execution of this Amendment, (a) hereby confirms and agrees that, with effect as of the Amendment Effective Date, it will shall be deemed to be and become a party to the Credit Agreement and a “Lender” for all purposes of the Credit Agreement and the other Loan DocumentsDocuments as a Lender thereunder, and shall have all of the rights and be obligated to perform all of the obligations of a Lender under thereunder, and shall have the Commitment set forth opposite such Joining Lender’s name in Schedule 1.1(B) of the Credit Agreement (as if it had executed the Credit Agreement; included in Annex B to this Amendment). The Joining Lender hereby (ba) to be bound by, all of the terms, provisions represents and conditions contained in the Credit Agreement; (c) its Commitment and Applicable Percentage shall be as set forth on Schedule 2.01 attached as Annex C hereto; (d) warrants that it has received a copy of the Credit Agreementfull power and authority, copies of the most recent financial statements delivered pursuant to Section 6.01 thereof and such other documents and information as it deems appropriate, independently and without reliance upon the Administrative Agent, any other Lender or any of their Related Partieshas taken all action necessary, to make its own credit analysis execute and decision to enter into delivery this Lender Joinder Agreement Amendment and to become a Lender under the Credit Agreement; (eb) acknowledges that it has received a copy of the Credit Agreement and the other Loan Documents and the schedules and exhibits thereto and such other documents and information as it has deemed appropriate to make its own credit and legal analysis and decision to become a party to the Credit Agreement and the other Loan Documents as a Lender thereunder; and (c) agrees that it will, independently and without reliance upon the Administrative Agent, Agent or any other Lender or any of their Related Parties Affiliates and based on such documents and information as it shall from time to time deem appropriate, continue to make its own credit and legal decisions in taking or not taking action under or based upon the Credit Agreement, any other Loan Document or any related agreement or any document furnished hereunder or thereunder; (f) it is an Eligible Assignee; (g) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement; and (h) it has provided the Administrative Agent with its administrative details, together with any documentation required to be delivered pursuant to the terms of the Credit Agreement if such Joining Lender is a Foreign Lender.

Lender Joinder. As Each of the Commitment Increase Effective Date, each of Comerica Bank, Zions Bancorporation, N.A. and KeyBank National Association (each undersigned that are signatory hereto as a “Joining Lender”) acknowledges, agrees and confirms, by its execution of this Amendment, (a) hereby confirms and agrees that, with effect as of the date hereof, it will shall be deemed to be and become a party to the Credit Agreement and the other Loan Documents as a “Lender thereunder, and shall have all of the rights and be obligated to perform all of the obligations of a Lender thereunder, and shall have the USD Commitment set forth opposite such Joining Lender” for all purposes ’s name in Schedule 1(a) to this Amendment (as such Commitment may from time to time be reduced in accordance with the Credit Agreement). Each Joining Lender hereby (a) acknowledges that it has received a copy of the Credit Agreement and the other Loan Documents, Documents and shall have all of the obligations of a Lender under the Credit Agreement as if it had executed the Credit Agreement; (b) to be bound by, all of the terms, provisions schedules and conditions contained in the Credit Agreement; (c) its Commitment and Applicable Percentage shall be as set forth on Schedule 2.01 attached as Annex C hereto; (d) it has received a copy of the Credit Agreement, copies of the most recent financial statements delivered pursuant to Section 6.01 thereof exhibits thereto and such other documents and information as it deems appropriate, independently and without reliance upon the Administrative Agent, any other Lender or any of their Related Parties, has deemed appropriate to make its own credit and legal analysis and decision to enter into this Lender Joinder become a party to the Credit Agreement and to become the other Loan Documents as a Lender under the Credit Agreementthereunder; and (eb) agrees that it will, independently and without reliance upon the Administrative Agent, Agent or any other Lender or any of their Related Parties Affiliates and based on such documents and information as it shall from time to time deem appropriate, continue to make its own credit and legal decisions in taking or not taking action under or based upon the Credit Agreement, any other Loan Document or any related agreement or any document furnished hereunder or thereunder; (f) it is an Eligible Assignee; (g) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement; and (h) it has provided the Administrative Agent with its administrative details, together with any documentation required to be delivered pursuant to the terms of the Credit Agreement if such Joining Lender is a Foreign Lender.

Lender Joinder. As of the 2025 Commitment Increase Effective Date, each of Comerica Bank, Zions Bancorporation, N.A. and KeyBank National Association the Persons identified on the signature pages hereto as a Joining Lender (each a “Joining Lender”) acknowledges, agrees and confirms, by its execution of this Amendment, (a) it will be deemed to be a party to the Credit Agreement and a “Lender” for all purposes of the Credit Agreement and the other Loan Documents, and shall have all of the obligations of a Lender under the Credit Agreement as if it had executed the Credit Agreement; (b) to be bound by, all of the terms, provisions and conditions contained in the Credit Agreement; (c) its Commitment and Applicable Percentage shall be as set forth on Schedule 2.01 attached as Annex C B hereto; (d) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitment and either it, or the Person exercising discretion in making its decision to acquire such Commitment, is experienced in acquiring assets of such type; (e) it has received a copy of the Credit Agreement, and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Section 6.01 thereof thereof, as applicable, and such other documents and information as it deems appropriate, independently and without reliance upon the Administrative Agent, any other Lender or any of their Related Parties, appropriate to make its own credit analysis and decision to enter into this Lender Joinder Agreement Amendment and to become a Lender under the Credit Agreementacquire its Commitment; (ef) it will, independently and without reliance upon the Administrative Agent, any other Lender or any of their Related Parties and based on such documents and information as it shall from time to time deem appropriate, continue to make its own decisions in taking or not taking action under or based upon the Credit Agreement, any other Loan Document or any related agreement or any document furnished hereunder or thereunder; (fg) it is an Eligible Assigneenot primarily engaged in the business of owning or operating automobile dealerships, (h) it is not a Competitor; (gi) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement; and (hj) it has provided the Administrative Agent with its administrative details, together with any documentation required to be delivered pursuant to the terms of the Credit Agreement if such Joining Lender is a Foreign Lender; and (k) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender.

Lender Joinder. As Upon execution of the Commitment Increase Effective Datethis Sixth Amendment, each of Comerica Bank, Zions Bancorporation, N.A. and KeyBank National Association Lender identified on Schedule 1.4 hereto (each a “Joining New Lender”) acknowledges, agrees and confirms, by its execution of this Amendment, (a) it will be deemed to shall be a party to the Credit Agreement and have all of the rights and obligations of a Lender thereunder and under the other Loan Documents. Each New Lender (a) represents and warrants that it is legally authorized to enter into this Sixth Amendment and this Sixth Amendment is the legal, valid and binding obligation of such New Lender, enforceable against it in accordance with its terms; (b) confirms that it has received a copy of the Credit Agreement, this Sixth Amendment and all of the Exhibits and Schedules thereto, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Sixth Amendment; (c) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement, the other Loan Documents or any other instrument or document furnished pursuant hereto or thereto; and (d) agrees that it will be bound by the provisions of the Credit Agreement and will perform in accordance with its terms all the obligations which by the terms of the Credit Agreement are required to be performed by it as a Lender. The Commitment of each New Lender after giving effect to this Sixth Amendment shall be as set forth on Annex B to this Sixth Amendment. Each of the Loan Parties agrees that, as of the Sixth Amendment Effective Date, each New Lender shall (a) be a party to the Credit Agreement and the other Loan Documents (as applicable), (b) be a “Lender” for all purposes of the Credit Agreement and the other Loan Documents, and shall (c) have all of the rights and obligations of a Lender under the Credit Agreement as if it had executed and the Credit Agreement; (b) to be bound by, all of the terms, provisions and conditions contained in the Credit Agreement; (c) its Commitment and Applicable Percentage shall be as set forth on Schedule 2.01 attached as Annex C hereto; (d) it has received a copy of the Credit Agreement, copies of the most recent financial statements delivered pursuant to Section 6.01 thereof and such other documents and information as it deems appropriate, independently and without reliance upon the Administrative Agent, any other Lender or any of their Related Parties, to make its own credit analysis and decision to enter into this Lender Joinder Agreement and to become a Lender under the Credit Agreement; (e) it will, independently and without reliance upon the Administrative Agent, any other Lender or any of their Related Parties and based on such documents and information as it shall from time to time deem appropriate, continue to make its own decisions in taking or not taking action under or based upon the Credit Agreement, any other Loan Document or any related agreement or any document furnished hereunder or thereunder; (f) it is an Eligible Assignee; (g) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement; and (h) it has provided the Administrative Agent with its administrative details, together with any documentation required to be delivered pursuant to the terms of the Credit Agreement if such Joining Lender is a Foreign LenderDocuments.

Lender Joinder. As of the Commitment Increase Effective Date, each of Comerica Bank, Zions Bancorporation, N.A. and KeyBank National Association (each a “Joining a) Each New Lender”) acknowledges, agrees and confirms, by its execution of this Amendment, (a) it will be deemed to hereby acknowledges, agrees and confirms that such New Lender will, as of the Fifth Amendment Effective Date, be a party to the Credit Loan Agreement and a “Lender” for all purposes be bound by the provisions of the Credit Loan Agreement and the other Loan Documents, Documents and shall have all of the rights and obligations of a Lender under the Credit Agreement as if it had executed the Credit Agreement; thereunder. (b) Each New Lender (i) represents and warrants that it is legally authorized to be bound by, all of the terms, provisions and conditions contained in the Credit Agreemententer into this Amendment; (cii) its Commitment and Applicable Percentage shall be as set forth on Schedule 2.01 attached as Annex C hereto; (d) confirms that it has received a copy of the Credit AgreementLoan Agreement and Loan Documents and all amendments thereto, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof thereto, and such other documents and information as it deems appropriate, independently and without reliance upon the Administrative Agent, any other Lender or any of their Related Parties, has deemed appropriate to make its own credit analysis and decision to enter into this Lender Joinder Agreement and to become a Lender under the Credit AgreementAmendment; (eiii) agrees that it will, independently and without reliance upon the Administrative Agent, Agent or any other Lender or any of their Related Parties and based on such documents and information as it shall from time to time deem appropriateappropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Agreement or based upon the Credit Agreement, any other Loan Document instrument or any related agreement or any document furnished hereunder pursuant hereto or thereunderthereto; (fiv) it is an Eligible Assignee; (g) it has full power appoints and authority, and has taken all action necessary, authorizes the Agent to execute and deliver this Amendment take such actions on its behalf and to consummate the transactions contemplated hereby and to become a Lender exercise such powers under the Credit AgreementLoan Documents as are delegated to the Agent by the terms thereof, together with such powers as are reasonably incidental thereto; and (hv) agrees that as of the Fifth Amendment Effective Date it has provided will become a party to and will be bound by the Administrative Agent provisions of the Loan Agreement and will perform in accordance with its administrative details, together with any documentation required to be delivered pursuant to their terms all of the obligations which by the terms of the Credit Loan Agreement if such Joining Lender is are required to be performed by a Foreign Lender.. Each party hereto acknowledges and agrees that the Commitments of each New Lender

Lender Joinder. As of the Commitment Increase Effective Date, each of Comerica Bank, Zions Bancorporation, N.A. This Amendment constitutes a Lender joinder agreement and KeyBank National Association (each a “Joining Lender”) acknowledges, agrees and confirms, by its execution of signing this Amendment, (a) it will the New Lender shall from and after the date hereof be deemed to be a party to the Credit Agreement and a “Lender” for all purposes of the Credit Agreement and the other Loan Facility Documents, with a several, but not joint, Commitment in the amount set forth opposite its name on Appendix B hereto, and shall have all of the rights and obligations of a Lender under the Credit Agreement as if it had executed and the Credit Agreement; other Facility Documents. The New Lender: (bi) to be bound by, all of the terms, provisions and conditions contained in the Credit Agreement; (c) its Commitment and Applicable Percentage shall be as set forth on Schedule 2.01 attached as Annex C hereto; (d) confirms that it has received a copy of the Credit AgreementAgreement and the other Facility Documents, together with copies of the most recent any financial statements delivered pursuant to Section 6.01 thereof 5.01 of the Credit Agreement and such other documents and information as it deems appropriate, independently and without reliance upon the Administrative Agent, any other Lender or any of their Related Parties, has deemed appropriate to make its own credit analysis and decision to enter into this Lender Joinder Agreement and to become a Lender under the Credit AgreementAmendment; (eii) agrees that it will, independently and without reliance upon the Administrative Agent, any other Lender Agent or any of their Related Parties Lender and based on such documents and information as it shall from time to time deem appropriateappropriate at the time, continue to make its own credit decisions in taking or not taking action under or based upon in connection with any of the Facility Documents; (iii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Facility Documents, in each case as are delegated to the Administrative Agent by the terms thereof; and (iv) agrees that it will perform in accordance with their terms all of the obligations that by the terms of the Facility Documents are required to be performed by it as a Lender. On the Effective Date (as defined below), the New Lender shall make a payment to the Administrative Agent for the account of the other Lenders, in an amount calculated by the Administrative Agent, so that after giving effect to such payment and to the distribution thereof to the other Lenders in accordance with the Credit Agreement, any other Loan Document or any related agreement or any document furnished hereunder or thereunder; (f) it is an Eligible Assignee; (g) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under Advances are held ratably by the Credit Agreement; and (h) it has provided the Administrative Agent Lenders in accordance with its administrative details, together with any documentation required to be delivered pursuant to the terms of the Credit Agreement if such Joining Lender is a Foreign Lendertheir respective Commitments.

Lender Joinder. As of (a) Each bank or other financial institution party hereto that did not have a Revolving Commitment and/or Loans under the Commitment Increase Agreement prior to the Second Amendment Effective DateDate (each, each of Comerica Bank, Zions Bancorporation, N.A. and KeyBank National Association (each a “Joining New Lender”) acknowledges, hereby agrees and confirms, by its execution of this Amendment, (a) it will be deemed to be provide a party Revolving Commitment to the Credit Agreement and a “Lender” for all purposes of the Credit Agreement and the other Loan Documents, and shall have all of the obligations of a Lender under the Credit Agreement as if it had executed the Credit Agreement; (b) to be bound by, all of the terms, provisions and conditions contained Borrowers in the Credit Agreement; (c) its Commitment and Applicable Percentage shall be amount for such New Lender as set forth on Schedule 2.01 attached as Annex hereto. (b) Each New Lender shall be deemed to have purchased, without recourse, a risk participation from the L/C hereto; Issuer in all Letters of Credit (dincluding Existing Letters of Credit) it has received a copy under the Agreement and the obligations arising thereunder in an amount equal to its Applicable Percentage of the Credit obligations under such Letters of Credit, and shall absolutely, and unconditionally assume, and be obligated to pay to the L/C Issuer when due as provided in the Agreement, copies its Applicable Percentage of the most recent financial statements delivered pursuant obligations arising under such Letters of Credit. Each New Lender shall be deemed to Section 6.01 thereof and such other documents and information as have purchased, without recourse, a risk participation from each Swing Line Lender in all Swing Line Loans made by it deems appropriate, independently and without reliance upon under the Administrative Agent, any other Lender or any of their Related Parties, to make its own credit analysis and decision to enter into this Lender Joinder Agreement and the obligations arising thereunder in an amount equal to become a its Applicable Percentage of the obligations under such Swing Line Loans, and shall absolutely and unconditionally assume, and be obligated to pay to each Swing Line Lender under when due as provided in the Credit Agreement; (e) it will, independently and without reliance upon the Administrative Agent, any other Lender or any of their Related Parties and based on such documents and information as it shall from time to time deem appropriate, continue to make its own decisions in taking or not taking action under or based upon the Credit Agreement, any other Loan Document or any related agreement or any document furnished hereunder or thereunder; its Applicable Percentage of the obligations arising under such Swing Line Loans. (fc) it is an Eligible Assignee; Each New Lender (gi) represents and warrants that (A) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement; , (B) from and after the date hereof, it shall be bound by the provisions of the Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (hC) it has provided received copies of the Agreement and any other Loan Documents requested by it, together with copies of the most recent financial statements delivered pursuant to Section 7.09 thereof and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and, based on such information, has made such analysis and decision independently and without reliance on the Administrative Agent with its administrative detailsor any other Lender and (D) it has delivered to the Borrowers and/or the Administrative Agent, together with as applicable, any documentation required to be delivered by it pursuant to the terms of the Credit Agreement if Agreement, duly completed and executed by such Joining New Lender is (including, but not limited to, completion, execution and delivery of applicable Internal Revenue Service tax withholding exemption forms); and (ii) agrees that it will (A) independently and without reliance on the Administrative Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents and (B) perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Foreign Lender. (d) Each of the Loan Parties, the Lenders (including the New Lenders) and the Administrative Agent agrees that, as of the Second Amendment Effective Date, each New Lender shall (i) be a party to the Agreement, (ii) be a “Lender” for all purposes of the Agreement and the other Loan Documents and (iii) have the rights and obligations of a Lender under the Agreement and the other Loan Documents.