Common use of Notices, Etc Clause in Contracts

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein shall be in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the Company, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that place.

Notices, Etc. to the Trustee, the Issuer and the Guarantors . Any request, demand, authorization, direction, notice, consent, waiver or Act of Holders or other document provided or permitted by this Indenture shall be made in writing, in English and, if to be made upon, given or furnished to, or filed with, (1) the Trustee by any Holder or by the Issuer or a Guarantor, shall be sufficient for every purpose hereunder if mailed first class, postage prepaid to, or otherwise made, given, faxed, furnished or filed in writing to or with the Trustee at its address at its Corporate Trust Office; or (2) the Issuer or a Guarantor by the Trustee or by any Holder, shall be sufficient for every purpose hereunder (unless otherwise herein expressly provided) if in writing and mailed, first-class postage prepaid or faxed, to the Issuer or such Guarantor, as applicable, addressed to the Issuer at the address of its principal offices specified in this Section 105 or at any other address otherwise furnished in writing to the Trustee or to any Guarantor at the address of the Issuer’s principal offices specified in this Section 105 or at any other address otherwise furnished in writing to the Trustee. All notices delivered to the Trustee shall be deemed effective upon the earlier of (a) Except in actual receipt thereof by the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph Trustee, which may include electronic mail with portable document format attached or (b) below), all notices and other communications provided for herein shall be in writing and shall be delivered by hand or overnight courier service, mailed by certified or the receipt of a registered mail or sent receipt by telecopy, as follows: (i) if to the Company, any Pipeline Borrower or the Collateral Agent, to it at its address specified sender thereof in or pursuant to respect of a notice properly addressed under this Section 10.01 105. The principal offices of the Credit Agreement; (ii) if Issuer are Amcor Corporate T▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇, ▇▇-▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇; fax: +▇▇ ▇▇ ▇▇▇ ▇▇ ▇▇ Attention: M▇▇▇▇▇▇ ▇▇▇▇▇▇, Group Treasurer, with a copy to any GrantorAmcor plc, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, 8▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇, Attention of ▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇-▇▇, Attention: D▇▇▇▇▇ ▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇, Group Company Secretary. (b) Notices and other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that place.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted Subject to be given by telephone (and subject to paragraph clause (b) below), all notices and other communications provided for herein (other than Notices of Borrowing and Notices of Continuation or Conversion, which are governed by Article 2 of this Agreement) shall be in writing and shall be hand delivered by hand or overnight courier servicewith written receipt, mailed by certified or registered mail or sent by telecopyfacsimile or electronic mail, sent by a nationally recognized overnight courier, or sent by certified mail, return receipt requested as follows: if to a Credit Party, as follows: (i) specified on Schedule I, if to the Company, any Pipeline Borrower Administrative Agent or the Collateral AgentIssuing Lender, to it at its address credit contact specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) under its name on Schedule I, and if to any Grantor, to it c/o the Company Lender at the address is credit contact specified in its Administrative Questionnaire. Each party may change its notice address by written notification to the other parties. All such notices and communications shall be effective when delivered, except that notices and communications to any Lender or the Issuing Lender pursuant to clause (i) above; (iii) if to Article 2 shall not be effective until received and, in the Depository Bankcase of facsimile, to it at JPMorgan Chase Banksuch receipt is confirmed by such Lender or Issuing Lender, N.A.as applicable, Institutional Trust Services, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇verbally or in writing. (b) Notices and other communications among to the Secured Parties, the Collateral Agent and/or the Depository Bank Lenders hereunder may be delivered or furnished by electronic communicationscommunications pursuant to procedures approved by the Administrative Agent. The Administrative Agent or a the Borrower may, in its their discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that place.

Notices, Etc. to the Trustee, the Issuer and the Guarantors . Any request, demand, authorization, direction, notice, consent, waiver or Act of Holders or other document provided or permitted by this Indenture shall be made in writing, in English and, if to be made upon, given or furnished to, or filed with, (1) the Trustee by any Holder or by the Issuer or a Guarantor, shall be sufficient for every purpose hereunder if mailed first class, postage prepaid to, or otherwise made, given, faxed, furnished or filed in writing to or with the Trustee at its address at its Corporate Trust Office; or (2) the Issuer or a Guarantor by the Trustee or by any Holder, shall be sufficient for every purpose hereunder (unless otherwise herein expressly provided) if in writing and mailed, first-class postage prepaid or faxed, to the Issuer or such Guarantor, as applicable, addressed to the Issuer at the address of its principal offices specified in this Section 105 or at any other address otherwise furnished in writing to the Trustee or to any Guarantor at the address of the Issuer’s principal offices specified in this Section 105 or at any other address otherwise furnished in writing to the Trustee. All notices delivered to the Trustee shall be deemed effective upon the earlier of (a) Except in actual receipt thereof by the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph Trustee, which may include electronic mail with portable document format attached or (b) below), all notices and other communications provided for herein shall be in writing and shall be delivered by hand or overnight courier service, mailed by certified or the receipt of a registered mail or sent receipt by telecopy, as follows: (i) if to the Company, any Pipeline Borrower or the Collateral Agent, to it at its address specified sender thereof in or pursuant to respect of a notice properly addressed under this Section 10.01 105. The principal offices of the Credit Agreement; (ii) if Issuer are Amcor Corporate ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇, ▇▇-▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇; fax: +▇▇ ▇▇ ▇▇▇ ▇▇ ▇▇ Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Group Treasurer, with a copy to any GrantorAmcor plc, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇, Attention of ▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇-▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇, Group Company Secretary. (b) Notices and other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that place.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein shall be in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the Company, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ 4 ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇L▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that place.

Notices, Etc. (a) Except where telephonic instructions are authorized herein to be given, all notices, demands, instructions and other communications required or permitted to be given to or made upon any party hereto shall be in writing, unless otherwise expressly specified herein, and shall be (i) personally delivered or sent by registered, certified or express mail or postage prepaid, or by prepaid courier service, or by electronic mail (if the recipient has provided an email address) to the address or email address, as applicable, set forth with respect to such party on Schedule 6 (or, if not provided on Schedule 6 with respect to any party, such address or email address provided by such party in writing to the Administrative Agent), or (ii) in the case of notices to any Lender, posted to an electronic system approved by or set up by or at the direction of the Administrative Agent, and other communications expressly permitted shall in each case be deemed to be given for purposes of this Agreement on the day that such writing is received by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein shall be in writing and shall be delivered by hand the intended recipient thereof or overnight courier service, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the Company, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto posted in accordance with the provisions of this Agreement Section 12.02. Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section 12.02, notices, demands, instructions and other communications in writing shall be deemed given to have been given and effectiveor made upon the respective parties hereto at their respective addresses (or to their respective email addresses) indicated in Schedule 6 (or, if sent not provided on Schedule 6 with respect to any party, such address or email address provided in writing by mail or courier on the date of delivery thereof such party to the address specified herein Administrative Agent), and, in the case of telephonic instructions or notices, by calling the telephone number or numbers indicated for such noticeparty in Schedule 6 (or, if not provided on Schedule 6 with respect to any party, such telephone number or if numbers provided in writing by telecopier such party to the Administrative Agent). Each party shall notify the Administrative Agent in writing of any changes in the address, telephone number or email address to which notices to such Person should be directed, and of such other administrative information as the Administrative Agent shall reasonably request. Notwithstanding anything herein to the contrary, when any notice is sent or delivered to the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication Borrower in accordance with this Section 9.04 but Agreement, reasonable efforts shall be made to also send a copy of such notice to the Collateral Manager. (b) Each of the Collateral Agent, the Custodian and the Collateral Administrator hereby agrees to accept and act upon instructions or directions pursuant to this Agreement sent by unsecured e-mail (or .pdf files of executed documents) or other similar unsecured electronic methods; provided that any person providing such instructions or directions shall provide to any of the Collateral Agent, the Custodian or the Collateral Administrator, as applicable, an incumbency certificate listing such designated persons, which such incumbency certificate shall be amended and replaced whenever a person is to be added or deleted from the listing. If any party hereto elects to give any of the Collateral Agent, the Custodian or the Collateral Administrator, as applicable or e-mail (or .pdf files of executed documents), the Collateral Agent’s, the Custodian’s or the Collateral Administrator’s understanding of such instructions actually received by any of the Collateral Agent, the Custodian or the Collateral Administrator, as applicable, shall be deemed controlling in the event that such instructions are ambiguous; provided that prior to acting in response to any such instructions that it deems to be ambiguous, the Collateral Agent, Custodian or Collateral Administrator shall use commercially reasonable efforts to contact the instructing party and obtain from such instructing party any necessary clarifications with respect to such instructions. Each of the other parties hereto understands and agrees that none of the Collateral Agent, the Custodian or the Collateral Administrator can determine the identity of the actual sender of such instructions and that the Collateral Agent, the Custodian or the Collateral Administrator shall conclusively presume that directions that purport to have been sent by an officer listed on the incumbency certificate provided to it have been sent by such officer. The other parties hereto shall be responsible for ensuring that only authorized officers transmit such instructions to the Collateral Agent, the Custodian or the Collateral Administrator and that each such party is solely responsible to safeguard the use and confidentiality of applicable user and authorization codes, passwords and/or authentication keys upon receipt by it. None of the Collateral Agent, the Custodian or the Collateral Administrator shall be liable for any losses, costs or expenses arising directly or indirectly from the Collateral Agent’s, the Custodian’s or the Collateral Administrator’s, as applicable, reasonable, good faith reliance upon and compliance with such instructions, notwithstanding that such directions conflict with or are inconsistent with a subsequent written instruction, subject to the duty of care applicable to such Person acting in such capacity. Each of the other parties hereto agrees (i) to assume all risks arising out of its respective use of such electronic methods to submit instructions and directions to any of the Collateral Agent, the Custodian or the Collateral Administrator, as applicable, including without limitation the risk of any of the Collateral Agent, the Custodian or the Collateral Administrator, as applicable, acting on unauthorized instructions, and the risk of interception and misuse by third parties, (ii) that it is fully informed of the protections and risks associated with the various methods of transmitting instructions to the Collateral Agent, the Custodian or the Collateral Administrator and that there may be more secure methods of transmitting instructions than the method(s) selected by it, (iii) that the security procedures (if any) to be followed in connection with its transmission of instructions provide to it a commercially reasonable degree of protection in light of its particular needs and circumstances and (iv) to notify the Collateral Agent, the Custodian or the Collateral Administrator immediately upon learning of any compromise or unauthorized use of the security procedures. (c) By executing this Agreement, the parties hereto hereby acknowledge and agree, and direct the Collateral Agent, the Custodian and the Collateral Administrator to acknowledge and agree and the Collateral Agent, the Custodian and the Collateral Administrator do hereby acknowledge and agree, that execution of this Agreement, any instruction, direction, notice, form or other document executed by any party to this Agreement or the Facility Documents in connection with this Agreement or such other Facility Documents, by electronic signatures (whether by ▇▇▇▇▇, Adobe Fill & Sign, Adobe Sign, DocuSign, or any other similar platform identified by such party and reasonably available at no undue burden or expense to the Collateral Agent, the Custodian or the Collateral Administrator) shall be permitted hereunder notwithstanding anything to the contrary herein and such electronic signatures shall be legally binding as if such electronic signatures were handwritten signatures. Any electronically signed document delivered via email from a person purporting to be a Responsible Officer shall be considered signed or executed by such Responsible Officer on such party’s behalf. To the extent received from a Responsible Officer, the parties hereto also hereby acknowledge and agree that the Collateral Agent, the Custodian and the Collateral Administrator shall have no duty to inquire into or investigate the authenticity or authorization of any such electronic signature and shall be entitled to conclusively rely on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that placesuch electronic signature without any liability with respect thereto.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein shall be in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the Company, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for All notices and other communications hereunder shall, unless otherwise stated herein, be given in writing or by any telecommunication device capable of creating a written record (including, with respect to Approved Electronic Communications and other notices and communications described below, electronic mail), (i) to each of the Seller, the Servicer, the Agent and the Initial Purchasers, at its address set forth under its name on the signature pages hereof, (ii) to each Purchaser other than the Initial Purchasers, at its address specified on the Assignment and Acceptance pursuant to which it became a Purchaser hereunder or (iii) to any party hereto at such other address as shall be designated by such party in a notice to the other parties heretohereto given as provided herein. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to receipt if delivered by hand or overnight courier service or sent by telecopy equipment of the address specified herein for such noticesender, or if by telecopier when the answerback is received or if by other means, on the date of receipt; five Business Days after dispatch by certified or registered mail if mailed, in each case delivered, sent or mailed (properly addressed) to such party as provided that a notice in this Section 11.3 or in accordance with the latest unrevoked direction from such party given by telecopier or electronic communication in accordance with this Section 9.04 but received on 11.3. Notices and other communications to the Purchasers hereunder not constituting Approved Electronic Communications may be delivered or furnished by electronic communications pursuant to procedures approved by the Agent; provided that the foregoing shall not apply to notices pursuant to Article II or III unless otherwise agreed by the Agent and the applicable Purchaser. Each of the Agent, the Seller and the Servicer may, in its discretion, agree to accept notices and other communications to it hereunder or under any day other than a Business Day Transaction Document that do not constitute Approved Electronic Communications, by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that placecommunications.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein shall be in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the Company, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ 4 ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇L▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 1.01 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that place.

Notices, Etc. (a) Except Unless specifically provided otherwise in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below)this Agreement, all notices and other communications provided for herein hereunder shall be in writing (including facsimile) and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopyfacsimile, as follows: (i) if to the Company, any Pipeline Borrower or the Collateral AgentBorrower, to it in care of FE at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇Attention: Treasurer, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices ; if to any Bank, at its Domestic Lending Office specified opposite its name on Schedule I hereto; if to any other Lender, at its Domestic Lending Office specified in the Assignment and other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications Assumption pursuant to procedures approved by itwhich it became a Lender; provided that approval of such procedures may be limited if to particular notices or communications. (c) Any party hereto may change the Administrative Agent, at its address or telecopy number for notices and at, JPMorgan Chase Bank, N.A., ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇, NCC5, Floor 1, Newark, DE 19713-2107, Attention: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Phone: (▇▇▇) ▇▇▇-▇▇▇▇, Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇.▇▇▇; if to any Fronting Bank identified on Schedule II hereto, at the address specified opposite its name on Schedule II hereto; if to any other communications hereunder Fronting Bank, at such address as shall be designated by such Fronting Bank in a written notice to the other parties heretoparties; or, as to each party, at such other address as shall be designated by such party in a written notice to the other parties. All Subject to the other notice requirements of this Agreement, all notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof receipt if delivered by hand or overnight courier service, mailed or sent by facsimile to such party and received during the address specified herein for normal business hours of such notice, party as provided in this Section 8.02 or if by telecopier when in accordance with the answerback is received or if by other means, on the date of receipt; provided that a notice latest unrevoked direction from such party given by telecopier or electronic communication in accordance with this Section 9.04 but 8.02. If such notices and communications are received on any day other than a Business Day or after the normal business hours in the place of receiptsuch party, will receipt shall be deemed to be received on have been given upon the opening of the recipient’s next Business Day in that placeDay.

Notices, Etc. (a) Except in the case of notices where telephonic instructions are authorized herein to be given, all notices, demands, instructions and other communications expressly required or permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein or made upon any party hereto shall be in writing and shall be personally delivered or sent by hand registered, certified or overnight express mail, postage prepaid, or by facsimile transmission, or by prepaid courier service, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the Company, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower maymail (if the recipient has provided an email address in Schedule 5), in its discretion, agree and shall be deemed to accept notices and other communications to it hereunder be given for purposes of this Agreement on the day that such writing is received by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto intended recipient thereof in accordance with the provisions of this Agreement Section 13.02. Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section 13.02, notices, demands, instructions and other communications in writing shall be given to or made upon the respective parties hereto at their respective addresses (or to their respective facsimile numbers or email addresses) indicated in Schedule 5, and, in the case of telephonic instructions or notices, by calling the telephone number or numbers indicated for such party in Schedule 5. ▇▇▇▇▇ Fargo agrees to accept and act upon instructions or directions pursuant to this Agreement, any other Facility Document, or any Related Document or any document executed in connection herewith or therewith sent by unsecured email, facsimile transmission or other similar unsecured electronic methods; provided, however, that any person providing such instructions or directions shall provide to ▇▇▇▇▇ Fargo an incumbency certificate listing persons designated to provide such instructions or directions as such incumbency certificate may be supplemented from time to time. If any person elects to give ▇▇▇▇▇ Fargo email or facsimile instructions (or instructions by a similar electronic method) and ▇▇▇▇▇ Fargo in its discretion elects to act upon such instructions, ▇▇▇▇▇ Fargo’s reasonable understanding of such instructions shall be deemed to have been given controlling. ▇▇▇▇▇ Fargo shall not be liable for any losses, costs or expenses arising directly or indirectly from ▇▇▇▇▇ Fargo’s reliance upon and effective, compliance with such instructions notwithstanding such instructions conflicting with or being inconsistent with a subsequent written instruction. Any person providing such instructions or directions acknowledges and agrees that there may be more secure methods of transmitting such instructions than the method(s) selected by it and agrees that the security procedures (if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed any) to be received on the next Business Day followed in that placeconnection with its transmission of such instructions provide to it a commercially reasonable degree of protection in light of its particular needs and circumstances.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all All notices and other communications provided for herein hereunder shall be either (x) in writing (including telecopier communication) and shall be mailed, telecopied, or delivered by hand or overnight courier service(y) as and to the extent set forth in Section 8.02(b) and in the proviso to this Section 8.02(a), mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the Company, any Pipeline Borrower or the Collateral AgentBorrower, to it the Company at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇Road, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy Purchase, New York 10577, Attention: Assistant Treasurer, Telecopier No. (▇▇▇) ▇▇▇-▇▇▇▇. , with a copy to General Counsel, Telecopier No. (b▇▇▇) Notices and other communications among the Secured Parties▇▇▇-▇▇▇▇; if to any Initial Lender, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, at its Domestic Lending Office set forth in its discretionAdministrative Questionnaire; if to any other Lender, agree to accept notices at its Domestic Lending Office specified in the Assignment and other communications to it hereunder by electronic communications Assumption pursuant to procedures approved which it became a Lender; and if to the Agent, at the Agent’s Address; or, as to the Company or the Agent, at such other address as shall be designated by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by in a written notice to the other parties heretoand, as to each other party, at such other address as shall be designated by such party in a written notice to the Company and the Agent, provided that materials required to be delivered pursuant to Section 5.01(d) shall be delivered to the Agent as specified in the last sentence of Section 5.01(d). All such notices and other communications given to any party hereto in accordance with the provisions of this Agreement mailed or sent by hand or overnight courier service shall be deemed to have been given when received; notices and effectivecommunications sent by telecopier shall be deemed to have been given when sent (except that, if sent by mail or courier not received during normal business hours for the recipient, shall be deemed to have been received at the opening of business on the date of delivery thereof next business day for the recipient). The Company and the Agent may agree to accept notice and other communications by electronic means pursuant to procedures approved by both parties. (b) The Company agrees that the Agent may make any written information, documents, instruments and other written materials that have been provided to the address specified herein Agent pursuant to the terms hereof (collectively, the “Communications”) available to the Lenders by posting such notices on Intralinks or a substantially similar electronic system (the “Platform”). The Company acknowledges that (i) the distribution of material through an electronic medium is not necessarily secure and that there are confidentiality and other risks associated with such distribution, (ii) the Platform is provided “as is” and “as available” and (iii) neither the Agent nor any of its Affiliates warrants the accuracy, adequacy or completeness of the Communications or the Platform and each expressly disclaims liability for errors or omissions in the Communications or the Platform. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third party rights or freedom from viruses or other code defects, is made by the Agent or any of its Affiliates in connection with the Platform. (c) Each Lender agrees that notice to it (as provided in the next sentence) (a “Notice”) received by it during its normal business hours specifying that any Communications have been posted to the Platform shall constitute effective delivery of such noticeinformation, documents or if by telecopier when the answerback is received or if by other means, on the date materials to such Lender for purposes of receiptthis Agreement; provided that if requested by any Lender the Agent shall deliver a notice given copy of the Communications to such Lender by telecopier e-mail or telecopier. Each Lender agrees (i) to notify the Agent in writing of such Lender’s e-mail address to which a Notice may be sent by electronic communication in accordance with transmission (including by electronic communication) on or before the date such Lender becomes a party to this Section 9.04 but received Agreement (and from time to time thereafter to ensure that the Agent has on record an effective e-mail address for such Lender) and (ii) that any day other than a Business Day or after business hours in the place of receipt, will Notice may be deemed sent to be received on the next Business Day in that placesuch e-mail address.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below)All notices, all notices demands, requests, consents and other communications provided for herein in this Agreement shall be given in writing, or by any telecommunication device capable of creating a written record (including electronic mail), and addressed to the party to be notified at its address for notices set forth on its signature page to this Agreement or in the case of any subsequent Lender, in its Administrative Questionnaire, or at such other address as shall be notified in writing (x) in the case of the Borrower and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the Company, any Pipeline Borrower or the Collateral Agent, to it at its address specified the other parties and (y) in or pursuant to Section 10.01 the case of the Credit Agreement; (ii) if to any Grantorall other parties, to it c/o the Company at Borrower and the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇Agent. (b) Notices All notices, demands, requests, consents and other communications among described in Section 10.02(a) shall be effective (i) if delivered by hand, including any overnight courier service, upon personal delivery, (ii) if delivered by mail, when deposited in the Secured Partiesmails, (iii) if delivered by posting to an Approved Electronic Platform, an Internet website or a similar telecommunication device requiring that a user have prior access to such Approved Electronic Platform, website or other device (to the Collateral Agent and/or the Depository Bank hereunder may extent permitted by Section 10.02(d) to be delivered thereunder), when such notice, demand, request, consent and other communication shall have been made generally available on such Approved Electronic Platform, Internet website or furnished similar device to the class of Person being notified (regardless of whether any such Person must accomplish, and whether or not any such Person shall have accomplished, any action prior to obtaining access to such items, including registration, disclosure of contact information, compliance with a standard user agreement or undertaking a duty of confidentiality) and such Person has been notified in respect of such posting that a communication has been posted to the Approved Electronic Platform, and (iv) if delivered by electronic communications. The Administrative Agent mail or a Borrower mayany other telecommunications device, when transmitted to an electronic mail address (or by another means of electronic delivery) as provided in its discretionSection 10.02(a); provided, agree to accept however, that notices and other communications to it hereunder by electronic communications the Agent pursuant to procedures approved Article II or Article IX shall not be effective until received by it; provided that approval of such procedures may be limited to particular notices or communicationsthe Agent. (c) Any party hereto Notwithstanding Sections 10.02(a) and (b) (unless the Agent requests that the provisions of Sections 10.02(a) and (b) be followed) and any other provision in this Agreement or any other Loan Document providing for the delivery of any Approved Electronic Communication by any other means, the Borrower shall deliver all Approved Electronic Communications to the Agent by properly transmitting such Approved Electronic Communications in an electronic/soft medium in a format acceptable to the Agent to such electronic mail address (or similar means of electronic delivery) as the Agent may change notify to the Borrower. Nothing in this clause (c) shall prejudice the right of the Agent or any Lender to deliver any Approved Electronic Communication to the Borrower in any manner authorized in this Agreement or to request that the Borrower effect delivery in such manner. (d) Each Lender, each Issuer and the Borrower agree that the Agent may, but shall not be obligated to, make the Approved Electronic Communications available to the Lenders and the Issuers by posting such Approved Electronic Communications on SyndTrak™, IntraLinks™ or a substantially similar electronic platform chosen by the Agent to be its address electronic transmission system (the “Approved Electronic Platform”). (e) Although the Approved Electronic Platform and its primary web portal are secured with generally-applicable security procedures and policies implemented or telecopy number for notices modified by the Agent from time to time (including, as of the Closing Date, a dual firewall and a User ID/Password Authorization System) and the Approved Electronic Platform is secured through a single-user-per-deal authorization method whereby each user may access the Approved Electronic Platform only on a deal-by-deal basis, each of the Lenders, the Issuers and the Borrower acknowledges and agrees that the distribution of material through an electronic medium is not necessarily secure and that there are confidentiality and other communications hereunder risks associated with such distribution. In consideration for the convenience and other benefits afforded by notice to such distribution and for the other parties heretoconsideration provided hereunder, the receipt and sufficiency of which is hereby acknowledged, each of the Lenders, the Issuers and the Borrower hereby approves distribution of the Approved Electronic Communications through the Approved Electronic Platform and understands and assumes the risks of such distribution. (f) THE APPROVED ELECTRONIC PLATFORM AND THE APPROVED ELECTRONIC COMMUNICATIONS ARE PROVIDED “AS IS” AND “AS AVAILABLE”. All notices NONE OF THE AGENT NOR ANY OF ITS AFFILIATES WARRANT THE ACCURACY, ADEQUACY OR COMPLETENESS OF THE APPROVED ELECTRONIC COMMUNICATIONS OR THE APPROVED ELECTRONIC PLATFORM AND EACH EXPRESSLY DISCLAIMS ANY LIABILITY FOR ERRORS OR OMISSIONS IN THE APPROVED ELECTRONIC COMMUNICATIONS OR THE APPROVED ELECTRONIC PLATFORM. NO WARRANTY OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS OR FREEDOM FROM VIRUSES OR OTHER CODE DEFECTS, IS MADE BY THE AGENT IN CONNECTION WITH THE APPROVED ELECTRONIC COMMUNICATIONS OR THE APPROVED ELECTRONIC PLATFORM. (g) Each of the Lenders, the Issuers and other communications given to any party hereto the Borrower agrees that the Agent may, but (except as may be required by applicable law) shall not be obligated to, store the Approved Electronic Communications on the Approved Electronic Platform in accordance with the provisions of this Agreement shall be deemed to have been given Agent’s generally-applicable document retention procedures and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that placepolicies.

Notices, Etc. (a) Except in the case of where oral or telephonic instructions or notices are authorized herein to be given, all notices, demands, instructions and other communications expressly required or permitted to be given by telephone (and subject to paragraph (b) below), all notices and or made upon any party hereto or any other communications provided for herein Person shall be in writing and shall be personally delivered by hand or overnight courier service, mailed by certified or registered mail or sent by registered or certified mail, postage prepaid, return receipt requested, or by a reputable overnight or courier delivery service, or by telecopier, and shall be deemed to be given for purposes of this Agreement on the third day after deposit in registered or certified mail, postage prepaid, and otherwise on the date that such writing is delivered or sent to the intended recipient thereof, or in the case of notice delivered by telecopy, as follows: upon completion of transmission with a copy of such notice also being delivered under any of the other methods provided above, all in accordance with the provisions of this Section 12.3. Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section 12.3, notices, demands, instructions and other communications in writing shall be given to or made upon the respective parties hereto at their respective addresses (or to their respective telecopier numbers) indicated (i) if in the case of any Lender, in such Lender’s latest administrative questionnaire submitted to the Company, any Pipeline Borrower or the Collateral Administrative Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to in the case of any GrantorAssignee, to it c/o in the Company at the address specified in applicable Assignment and Assumption Agreement or pursuant to clause (i) above; (iii) if to in the Depository Bankcase of any other party hereto, to it at JPMorgan Chase Bankon Schedule 12.3, N.A.and, Institutional Trust Servicesin the case of telephonic instructions or notices, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇by calling the telephone number or numbers indicated for such party on such administrative questionnaire, ▇▇▇▇ ▇▇▇▇▇such Assignment and Assumption Agreement or Schedule 12.3, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇as the case may be. (b) Notices and other communications among to or by the Secured PartiesAdministrative Agent, the Collateral Agent and/or Agent, the Depository Bank UK Security Trustee and the Lenders hereunder may be delivered or furnished by electronic communicationscommunication (including e-mail and Internet or intranet websites) (the “Platform”) pursuant to procedures approved by the Administrative Agent, provided that the foregoing shall not apply to notices pursuant to Article II, Section 4.1, Section 4.3 and Section 7.3 unless otherwise agreed by the Administrative Agent (or, as the case may be, the Collateral Agent or UK Security Trustee) and the applicable Lender. The Administrative Agent Agent, the Collateral Agent, the UK Security Trustee or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; , provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for Unless the Administrative Agent otherwise prescribes, (i) notices and other communications hereunder sent to an e-mail address shall be deemed received upon the sender’s receipt of an acknowledgement from the intended recipient (such as by the “return receipt requested” function, as available, return e-mail or other written acknowledgement), provided that if such notice to the or other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement communication is sent after 5:00 p.m. (New York City time), such notice or communication shall be deemed to have been given and effective, if sent by mail or courier on at the date opening of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day for the recipient, and (ii) notices or communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its e-mail address as described in the foregoing clause (i) of notification that placesuch notice or communication is available and identifying the website address therefor. (d) THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE”. THE AGENT PARTIES (AS DEFINED BELOW) DO NOT WARRANT THE ACCURACY OR COMPLETENESS OF THE COMMUNICATIONS, OR THE ADEQUACY OF THE PLATFORM AND EXPRESSLY DISCLAIM LIABILITY FOR ERRORS OR OMISSIONS IN THE COMMUNICATIONS. NO WARRANTY OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS OR FREEDOM FROM VIRUSES OR OTHER CODE DEFECTS, IS MADE BY THE AGENT PARTIES IN CONNECTION WITH THE COMMUNICATIONS OR THE PLATFORM. IN NO EVENT SHALL THE ADMINISTRATIVE AGENT OR ANY OF ITS AFFILIATES OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, ADVISORS OR REPRESENTATIVES (COLLECTIVELY, “AGENT PARTIES”) HAVE ANY LIABILITY TO THE BORROWER, ANY LENDER OR ANY OTHER PERSON OR ENTITY FOR DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, DIRECT OR INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, LOSSES OR EXPENSES (WHETHER IN TORT, CONTRACT OR OTHERWISE) ARISING OUT OF THE BORROWER’S OR THE ADMINISTRATIVE AGENT’S TRANSMISSION OF COMMUNICATIONS THROUGH THE INTERNET, EXCEPT TO THE EXTENT THE LIABILITY OF ANY AGENT PARTY IS FOUND IN A FINAL NON-APPEALABLE JUDGMENT BY A COURT OF COMPETENT JURISDICTION TO HAVE RESULTED PRIMARILY FROM SUCH AGENT PARTY’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.

Notices, Etc. (a) Except in the case of notices and other communications expressly Any notice required or permitted to under this Agreement shall be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein shall be in writing and shall be delivered deemed effectively given and received: (a) upon personal delivery to the party to be notified; (b) upon delivery by hand confirmed facsimile transmission if received by the recipient before 5:00 p.m. local time on a business day, and if not, then the next business day; (c) if to a U.S. resident, five (5) days after deposit with the United States Post Office, by registered or certified mail, postage prepaid; or (d) if to a U.S. resident, one (1) business day after deposit with a nationally recognized overnight courier service (or if to a non-U.S. resident, two (2) business days after deposit with an internationally recognized overnight courier service, mailed by certified or registered mail or sent by telecopyspecifying international priority delivery), as followsand addressed: (ia) if to the Company, any Pipeline Borrower or the Collateral Agentat: Alimera Sciences, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇▇▇ Inc. ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attn: Chief Executive Officer Telephone: ▇▇▇-▇▇▇-▇▇▇▇ Fax: ▇▇▇-▇▇▇-▇▇▇▇ With a copy to: ▇▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇, LLP ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attn: ▇▇▇ ▇▇▇▇▇▇▇▇▇, Esq. Telephone: ▇▇▇-▇▇▇-▇.▇▇▇ Fax: ▇▇▇-▇▇▇-▇▇▇▇ or at such other address as the Company shall have furnished to the Investors in writing; (b) Notices and other communications among if to the Secured PartiesInvestors, at the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval addresses of such procedures may be limited Investors specified on Exhibit A, Exhibit B or Exhibit C hereto, or at such other addresses as the Investors shall have furnished to particular notices or communications.the Company in writing; (c) Any party hereto may change its if to a Holder other than the Investors, at such Holder’s address or telecopy number for notices and other communications hereunder by notice as shall have been furnished to the other parties hereto. All notices and other communications given to any party hereto Company in accordance with the provisions of this Agreement shall be deemed to have been given and effective, writing; and (d) if sent by mail or courier on the date of delivery thereof to the address Common Holders, at the addresses of such Common Holders specified herein for such noticeon Exhibit D hereto, or if by telecopier when at such other addresses as the answerback is received or if by other means, on Common Holders shall have furnished to the date of receipt; provided that a notice given by telecopier or electronic communication Company in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that placewriting.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all All notices and other communications provided for herein hereunder shall be in writing (including fax or e-mail communication) and shall be delivered by hand mailed, e-mailed, faxed or overnight courier servicedelivered, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the CompanyBorrower, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇Attention: Chief Financial Officer; if to any Initial Lender Party, at its Domestic Lending Office specified opposite its name on Schedule I hereto; if to any other Lender Party, at its Domestic Lending Office specified in the Assignment and Acceptance pursuant to which it became a Lender Party; if to the Administrative Agent or the Collateral Agent, at its address at ▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇ (Telecopy NoPlaza 8th Floor, Charlotte, North Carolina 28288, Attention: Agency Services; or, as to any party, at such other address as shall be designated by such party in a written notice to the other parties. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices All such notices and other communications among shall, when mailed, e-mailed or faxed, be effective when deposited in the Secured Partiesmails or transmitted by fax or e-mail, except that notices and communications to any Agent pursuant to Article II, III or VII shall not be effective until received by such Agent. Delivery by fax of an executed counterpart of a signature page to any amendment or waiver of any provision of this Agreement or the Collateral Notes or of any Exhibit hereto to be executed and delivered hereunder shall be effective as delivery of an original executed counterpart thereof. Electronic mail and Internet and intranet websites may be used by the Administrative Agent and/or the Depository Bank hereunder Agents to distribute communications, such as financial statements and other information as provided in Section 5.03, and to distribute Loan Documents for execution by the parties thereto, and the Administrative Agent and the Agents shall not be responsible for any losses, costs, expenses and liabilities that may be delivered arise by reason of the use thereof, except for their own gross negligence or furnished by electronic communicationswillful misconduct. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement Lenders shall be deemed entitled to have been rely and act upon any notices (including telephonic notices) purportedly given and effectiveby or on behalf of the Borrower even if (a) such notices were not made in a manner specified herein, if sent were incomplete or were not preceded or followed by mail or courier on the date any form of delivery thereof to the address notice specified herein for such noticeherein, or if (b) the terms thereof, as understood by telecopier when the answerback is received or if recipient, varied from any confirmation thereof. The Borrower shall indemnify each Agent and each Lender from all losses, costs, expenses and liabilities resulting from the reliance by other means, such Person on the date of receipt; provided that a each notice purportedly given by telecopier or electronic communication on behalf of the Borrower in accordance with this Section 9.04 but received on Agreement, other than, with respect to any day Agent or Lender, the losses, costs, expenses and liabilities that result from the gross negligence or willful misconduct of such Agent or Lender. All telephonic notices to and other than a Business Day or after business hours in communications with the place Administrative Agent may be recorded by the Administrative Agent, and each of receipt, will be deemed the parties hereto hereby consents to be received on the next Business Day in that placesuch recording.

Notices, Etc. (a) Except Unless specifically provided otherwise in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below)this Agreement, all notices and other communications provided for herein hereunder shall be in writing (including facsimile) and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopyfacsimile, as follows: (i) if to the Company, any Pipeline Borrower or the Collateral AgentBorrower, to it in care of FE at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, Attention: Treasurer, Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇; if to any Bank, at its Domestic Lending Office specified opposite its name on Schedule I hereto; if to any other Lender, at its Domestic Lending Office specified in the Assignment and Assumption pursuant to which it became a Lender; if to the Administrative Agent, at its address at, Mizuho Bank, Ltd., Harborside Financial Center, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇, Attention of Attention: ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. , Phone: (▇▇▇) ▇▇▇-▇▇▇▇, Email: ▇▇▇_▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇. (b) Notices and ▇▇▇; if to any Fronting Bank identified on Schedule II hereto, at the address specified opposite its name on Schedule II hereto; if to any other communications among the Secured PartiesFronting Bank, the Collateral Agent and/or the Depository at such address as shall be designated by such Fronting Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or in a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by written notice to the other parties heretoparties; or, as to each party, at such other address as shall be designated by such party in a written notice to the other parties. All Subject to the other notice requirements of this Agreement, all notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof receipt if delivered by hand or overnight courier service, mailed or sent by facsimile to such party and received during the address specified herein for normal business hours of such notice, party as provided in this Section 8.02 or if by telecopier when in accordance with the answerback is received or if by other means, on the date of receipt; provided that a notice latest unrevoked direction from such party given by telecopier or electronic communication in accordance with this Section 9.04 but 8.02. If such notices and communications are received on any day other than a Business Day or after the normal business hours in the place of receiptsuch party, will receipt shall be deemed to be received on have been given upon the opening of the recipient’s next Business Day in that placeDay.

Notices, Etc. (a) Except in the case of where telephonic instructions or notices and other communications expressly permitted are authorized herein to be given by telephone (and subject to except as provided in paragraph (b) below), all notices notices, demands, instructions and other communications provided for herein required or permitted to be given to or made upon any party hereto or any other Person shall be in writing and shall be personally delivered by hand or overnight courier service, mailed by certified or registered mail or sent by registered or certified mail, postage prepaid, return receipt requested, or by a reputable overnight or courier delivery service, or by telecopier, and shall be deemed to be given for purposes of this Agreement when received or in the case of notice delivered by telecopy, as follows: (i) if to upon completion of transmission with a copy of such notice also being delivered under any of the Companymethods provided above, any Pipeline Borrower or all in accordance with the Collateral Agent, to it at its address provisions of this Section 12.3. Unless otherwise specified in a notice sent or pursuant delivered in accordance with the foregoing provisions of this Section 12.3, notices, demands, instructions and other communications in writing shall be given to Section 10.01 or made upon the respective parties hereto at their respective addresses (or to their respective telecopier numbers) indicated on Schedule 12.3(a) attached hereto or, in the case of any Assignee, on its signature page to its Assignment and Assumption Agreement and, in the Credit case of telephonic instructions or notices, by calling the telephone number or numbers indicated for such party on Schedule 12.3(a) attached hereto or such Assignment and Assumption Agreement; (ii) if to any Grantor, to it c/o as the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇case may be. (b) Notices and other communications among to or by the Secured PartiesAdministrative Agent, the Collateral Lenders and the Facing Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communicationscommunication (including e-mail and Internet or intranet websites) pursuant to procedures approved by Administrative Agent, provided that the foregoing shall not apply to notices pursuant to Article II unless otherwise agreed by Administrative Agent and the applicable Lender and, to the extent applicable, the Facing Agent. The Administrative Agent or a Borrower Company may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; , provided that approval of such procedures may be limited to particular notices or communications. . Unless Administrative Agent otherwise prescribes, (ci) Any party hereto may change its address or telecopy number for notices and other communications hereunder sent to an e-mail address shall be deemed received upon the sender’s receipt of an acknowledgement from the intended recipient (such as by the “return receipt requested” function, as available, return e-mail or other written acknowledgement), provided that if such notice to the or other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement communication is sent after 5:00 p.m. (New York City time), such notice or communication shall be deemed to have been given and effective, if sent by mail or courier on at the date opening of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day for the recipient, and (ii) notices or communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its e-mail address as described in the foregoing clause (i) of notification that placesuch notice or communication is available and identifying the website address therefor.

Notices, Etc. (a) Except in the case of All notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications ------------- provided for herein hereunder shall be in writing (including telegraphic or telecopy communication) and shall be delivered by hand mailed, telegraphed, telecopied or overnight courier service, mailed by certified or registered mail or sent by telecopy, as follows:delivered, (i) if to the Company, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇Chicago, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇Illinois 60601 Attention: Treasurer, Attention telecopy number (312) 326- 8557; (ii) if to any Borrowing Subsidiary, at the address specified in the Assumption Letter pursuant to which it became a Borrowing Subsidiary, with a copy to the Company at the address specified herein; provided that any -------- such notice may be given solely to the Company, at the option of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ the party giving such notice; (Telecopy Noiii) if to any bank listed on the signature pages hereof, at its Domestic Lending Office specified opposite its name on Schedule I hereto; ---------- (iv) if to any other Bank, at its Domestic Lending Office specified in the Assignment and Acceptance or Designation Agreement pursuant to which it became a Bank; (v) if to the Administrative Agent, at the Domestic Lending Office specified opposite its name on Schedule I hereto; ---------- or as to the Borrowers and the Administrative Agent, at such other address as shall be designated by such party in a written notice to the other parties, and as to each such other party, at such other address as shall be designated by such party in a written notice to the Company and the Administrative Agent. (▇▇▇) ▇▇▇-▇▇▇▇.All such notices and communications shall, when sent by overnight courier, mailed or telecopied, be effective when delivered to such courier, deposited in the mails, or telecopied and confirmed by return telecopy, respectively, except that notices and communications to the Administrative Agent pursuant to Articles II, ----------- III and VIII shall not be effective until received by the Administrative Agent. --- ---- (b) Notices If any notice required under this Agreement is permitted to be made, and other communications among is made, by telephone, actions taken or omitted to be taken in reliance thereon by the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a by any Bank shall be binding upon the Company and each other Borrower may, notwithstanding any inconsistency between the notice provided by telephone and any subsequent writing in its discretion, agree confirmation thereof provided to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by itthe Administrative Agent or such Bank; provided that approval of any such procedures may action -------- taken or omitted to be limited to particular notices taken by the Administrative Agent or communications. (c) Any party hereto may change its address or telecopy number for notices such Bank shall have been in good faith and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions terms of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that placeAgreement.

Notices, Etc. (a) Except in the case of notices All notices, consents, waivers, and other communications expressly which are required or permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein under this Agreement shall be in writing and shall will be deemed given to a party (a) upon receipt, when personally delivered; (b) one (1) Business Day after deposit with a nationally recognized overnight courier service with next day delivery specified, costs prepaid on the date of delivery, if delivered to the appropriate address by hand or by nationally recognized overnight courier serviceservice (costs prepaid); (c) the date of transmission if sent by e-mail with confirmation of transmission by the transmitting equipment if such notice or communication is delivered prior to 5:00 P.M., mailed New York City time, on a Trading Day, or the next Trading Day after the date of transmission, if such notice or communication is delivered on a day that is not a Trading Day or later than 5:00 P.M., New York City time, on any Trading Day, provided confirmation of email is kept on file, whether electronically or otherwise, by the sending party and the sending party does not receive an automatically generated message from the recipients email server that such e-mail could not be delivered to such recipient; (d) the date received or rejected by the addressee, if sent by certified mail, return receipt requested, postage prepaid; or registered (e) seven (7) days after the placement of the notice into the mails (first class postage prepaid), to the party at the address or e-mail or sent address furnished by telecopythe such party, as follows: (i) if If to the Company, any Pipeline Borrower or the Collateral Agentto: Transphorm, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any GrantorInc. ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇▇ ▇▇▇▇▇ Attn: ▇▇▇▇▇▇ ▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Email: ▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ and ▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ with copy to: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ P.C. ▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of Attn: ▇▇▇▇▇ ▇▇▇▇▇-▇ Email: ▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-@▇▇▇▇. (b) Notices and ▇▇▇ if to a Holder, to: such Holder at the address set forth on the signature page hereto or in the Company’s records; or at such other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or address as any party shall have furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication writing in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that place10(h).

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all All notices and other communications provided for herein hereunder shall be in writing (including telecopy communication) and shall be delivered by hand mailed, telecopied or overnight courier servicedelivered, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the CompanyBorrower, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (Telecopier (▇▇▇) ▇▇▇-▇▇▇▇), Attention: Chief Financial Officer with a copy to Borrower’s general counsel at the same address (Telecopier (▇▇▇) ▇▇▇-▇▇▇▇); if to any Initial Lender, the Swing Line Bank or the Initial Issuing Bank, at its Base Rate Lending Office specified opposite its name on Schedule I hereto; if to any other Lender Party, at its Base Rate Lending Office specified in the Assignment and Assumption pursuant to which it became a Lender Party; and if to the Administrative Agent, at its address at Eleven ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No, Attention: Agency Group Manager; or, as to the Borrower or the Administrative Agent, at such other address as shall be designated by such party in a written notice to the other parties and, as to each other party, at such other address as shall be designated by such party in a written notice to the Borrower and the Administrative Agent. (▇▇▇) ▇▇▇-▇▇▇▇All such notices and other communications shall, when mailed or telecopied, be effective when deposited in the mails, or transmitted by telecopier, respectively, except that notices and communications to any Agent pursuant to Article II, III or VII shall not be effective until received by such Agent. Delivery by telecopier of an executed counterpart of a signature page to any amendment or waiver of any provision of this Agreement or the Notes or of any Exhibit hereto to be executed and delivered hereunder shall be effective as delivery of an original executed counterpart thereof. (b) Notices If any notice required under this Agreement is permitted to be made, and other communications among is made, by telephone, actions taken or omitted to be taken in reliance thereon by the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a any of the Lender Parties shall be binding upon the Borrower may, and the other Loan Parties notwithstanding any inconsistency between the notice provided by telephone and any subsequent writing in its discretion, agree confirmation thereof provided to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by itthe Administrative Agent or such Lender Party; provided that approval of any such procedures may action taken or omitted to be limited to particular notices taken by the Administrative Agent or communications. (c) Any party hereto may change its address or telecopy number for notices such Lender Party shall have been in good faith and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions terms of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that placeAgreement.

Notices, Etc. (a) Except Unless specifically provided otherwise in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below)this Agreement, all notices and other communications provided for herein hereunder shall be in writing (including facsimile) and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopyfacsimile, as follows: (i) if to the Company, any Pipeline Borrower or the Collateral AgentBorrower, to it in care of FE at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, Attention: Treasurer, Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇; if to any Bank, at its DomesticApplicable Lending Office specified opposite its name on Schedule I hereto; if to any other Lender, at its DomesticApplicable Lending Office specified in the Assignment and Assumption pursuant to which it became a Lender; if to the Administrative Agent, at its address at, Mizuho Bank, Ltd., Harborside Financial Center, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇, Attention of Attention: ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and , Phone: , Email: ; if to any Fronting Bank identified on Schedule II hereto, at the address specified opposite its name on Schedule II hereto; if to any other communications among the Secured PartiesFronting Bank, the Collateral Agent and/or the Depository at such address as shall be designated by such Fronting Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or in a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by written notice to the other parties heretoparties; or, as to each party, at such other address as shall be designated by such party in a written notice to the other parties. All Subject to the other notice requirements of this Agreement, all notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof receipt if delivered by hand or overnight courier service, mailed or sent by facsimile to such party and received during the address specified herein for normal business hours of such notice, party as provided in this Section 8.02 or if by telecopier when in accordance with the answerback is received or if by other means, on the date of receipt; provided that a notice latest unrevoked direction from such party given by telecopier or electronic communication in accordance with this Section 9.04 but 8.02. If such notices and communications are received on any day other than a Business Day or after the normal business hours in the place of receiptsuch party, will receipt shall be deemed to be received on have been given upon the opening of the recipient’s next Business Day in that placeDay.

Notices, Etc. (a) Except in the case of notices All notices, consents, waivers, and other communications expressly which are required or permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein under this Agreement shall be in writing and shall will be deemed given to a party (a) upon receipt, when personally delivered; (b) one (1) Business Day after deposit with a nationally recognized overnight courier service with next day delivery specified, costs prepaid on the date of delivery, if delivered to the appropriate address by hand or by nationally recognized overnight courier serviceservice (costs prepaid); (c) the date of transmission if sent by e-mail with confirmation of transmission by the transmitting equipment if such notice or communication is delivered prior to 5:00 P.M., mailed New York City time, on a Trading Day, or the next Trading Day after the date of transmission, if such notice or communication is delivered on a day that is not a Trading Day or later than 5:00 P.M., New York City time, on any Trading Day, provided confirmation of email is kept on file, whether electronically or otherwise, by the sending party and the sending party does not receive an automatically generated message from the recipients email server that such e-mail could not be delivered to such recipient; (d) the date received or rejected by the addressee, if sent by certified mail, return receipt requested, postage prepaid; or registered (e) seven (7) days after the placement of the notice into the mails (first class postage prepaid), to the party at the address or e-mail or sent address furnished by telecopythe such party, as follows: (i) if If to the Company, any Pipeline Borrower or the Collateral Agentto: Transphorm, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any GrantorInc. ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇▇ ▇▇▇▇▇ Attn: ▇▇▇▇▇▇ ▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Email: ▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ and ▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ with copy to: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ P.C. ▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of Attn: ▇▇▇▇▇ ▇▇▇▇▇-▇ and ▇▇▇▇▇ ▇▇▇▇ Email: ▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-@▇▇▇▇. (b) Notices ▇▇▇ and ▇▇▇▇▇@▇▇▇▇.▇▇▇ if to a Holder, to: such Holder at the address set forth on the signature page hereto or in the Company’s records; or at such other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or address as any party shall have furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication writing in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that place10(h).

Notices, Etc. to Trustee, Issuer and the Guarantors. (a) Except in the case of notices and other communications expressly permitted to be given Trustee by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein any Holder or by the Issuer or any Guarantor shall be in writing and shall be sufficient for every purpose hereunder if delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the Company, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 an officer of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company Trustee at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: Corporate Trust, or if sent by facsimile transmission, e-mail or other electronic communication to (▇▇▇) ▇▇▇-▇▇▇▇ or ▇▇▇▇▇▇▇▇▇.▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, Attention: Corporate Trust, with a copy to Computershare, ▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇, Attention Attention: General Counsel, and in either case shall be deemed to be validly given at the time of delivery or transmission if it is received prior to 4:00 p.m. (New York time) on a Business Day, failing which it shall be deemed to have been given on the next Business Day. The Trustee may from time to time notify the Issuer and the Guarantors of a change in address, facsimile number or email address which thereafter, until changed by like notice, shall be the address, facsimile number or e-mail address of the Trustee for the purposes of this Indenture; or (b) the Issuer, the Company or any Guarantor by the Trustee or by any Holder shall be sufficient for every purpose hereunder if delivered to the Issuer at Brookfield Place, Suite 300, ▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇, ▇▇▇ ▇▇▇, Attention: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇-, General Counsel, or, if sent by email, at ▇▇▇▇▇▇▇▇.▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇, or to the Company or any Guarantor at ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇ Bermuda, Attention: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, General Counsel, or, if sent by e-mail, at ▇▇▇▇▇▇▇▇. ▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇ (b) Notices and or pursuant to such other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder delivery instructions as may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications Trustee in writing hereinafter) shall be deemed to be validly given at the time of delivery or transmission if it is received prior to any party hereto in accordance with the provisions of this Agreement 4:00 p.m. (Toronto time) on a Business Day, failing which it shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day Day. The Issuer, the Company or any such Guarantor may from time to time notify the Trustee of a change in address or facsimile number which thereafter, until changed by like notice, shall be the address or facsimile number of the Issuer, the Company or such Guarantor (as applicable) for the purposes of this Indenture. Copies of any notices that placeare sent to the Issuer, the Company or any Guarantor by any Holder will be sent by such Holder to the Trustee.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein shall be in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the CompanyBorrower, any Pipeline Borrower or Capital One, National Association, Investment Manager, Collateral Custodian, the Collateral AgentDocument Custodian, to it at its address specified in or pursuant to Section 10.01 of the Credit AgreementAccount Bank, as set forth on Annex A; (ii) if to any Grantorthe Administrative Agent, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository BankCapital One, to it at JPMorgan Chase Bank, N.A., Institutional Trust ServicesNational Association, ▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇ (Email: ▇▇▇▇.▇▇▇▇▇▇@▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) .▇▇▇-▇▇▇▇); (iii) if to any other Lender, to it at its address (or telecopy number) set forth in its Administrative Questionnaire. (b) Notices and other communications among to the Secured Parties, the Collateral Agent and/or the Depository Bank Lenders hereunder may be delivered or furnished by electronic communicationscommunication (including e-mail and internet or intranet websites) pursuant to procedures approved by the Administrative Agent; provided that, the foregoing shall not apply to notices to any Lender pursuant to Article II if such ▇▇▇▇▇▇ has notified the Administrative Agent that it is incapable of receiving notices under such Article by electronic communication. The Administrative Agent or a the Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that that, approval of such procedures may be limited to particular notices or communications. . Unless the Administrative Agent otherwise prescribes, (ci) Any party hereto may change its address or telecopy number for notices and other communications hereunder sent to an e-mail address shall be deemed received upon the sender’s receipt of an acknowledgement from the intended recipient (such as by the “return receipt requested” function, as available, return e-mail or other written acknowledgement); provided that, if such notice to or other communication is not sent during the other parties hereto. All notices and other communications given to any party hereto in accordance with normal business hours of the provisions of this Agreement recipient, such notice or communication shall be deemed to have been given and effective, if sent by mail or courier at the opening of business on the date next business day for the recipient, and (ii) notices or communications posted to an internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its e-mail address as described in the foregoing clause (i) of delivery thereof notification that such notice or communication is available and identifying the website address therefor. (c) The Borrower agrees that the Administrative Agent may, but shall not be obligated to, make Syndicate Communications available to the address specified herein Lenders by posting such Syndicate Communications on the Platform. The Platform is provided by the Administrative Agent “as is” and “as available”. The Agent Parties (defined below) do not warrant the accuracy or completeness of the Syndicate Communications or the adequacy of the Platform and expressly disclaim liability for errors or omissions in the Syndicate Communications. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Syndicate Communications or the Platform. In no event shall the Administrative Agent or any of its Affiliates (collectively, the “Agent Parties”) have any liability to the Borrower, any Lenders or any other Person for losses, claims, damages, liabilities or expenses of any kind (whether in tort, contract or otherwise) arising out of the Borrower’s or any Agent Party’s transmission or posting of Obligor materials through the Platform or via email, except to the extent such noticelosses, claims, damages, liabilities or expenses are determined by a court of competent jurisdiction by a final and non-appealable judgment to have resulted from the gross negligence or willful misconduct of such Agent Party; provided, however, that in no event shall any Agent Party have any liability to Borrower, any Lender or any other Person for indirect, incidental, consequential or punitive damages (as opposed to direct or actual damages). (d) Notwithstanding the foregoing, the Borrower hereby acknowledges that certain of the Lenders (each, a “Public Lender”) may have personnel who do not wish to receive material non-public information with respect to the Borrower or its Affiliates, or if by telecopier when the answerback is received or if by respective securities of any of the foregoing, and who may be engaged in investment and other meansmarket-related activities with respect to such Person’s securities. The Borrower hereby agrees that (i) all Syndicate Communications that are to be made available to Public Lenders shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the date of receiptfirst page thereof; provided that a notice given (ii) by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in marking Syndicate Communications “PUBLIC”, the place of receipt, will Borrower shall be deemed to authorize the Administrative Agent and the Lenders to treat such Syndicate Communications as not containing any material non-public information with respect to the Borrower or any Affiliate thereof or their respective securities for purposes of United States Federal and state securities laws; (iii) all Syndicate Communications marked “PUBLIC” are permitted to be received made available through the Platform; and (iv) the Administrative Agent shall be entitled to treat any Syndicate Communications that are not marked “PUBLIC” as being suitable only for posting on a portion of the next Business Day Platform designated as “Non-Public Information”. (e) Each of U.S. Bank Trust Company, National Association and U.S. Bank National Association in each of their respective capacities under the Transaction Documents agrees to accept and act upon instructions or directions pursuant to this Agreement or any other Transaction Document, or any document executed in connection herewith or therewith, sent by unsecured email, facsimile transmission or other similar unsecured electronic methods; provided, however, that placeany person providing such instructions or directions shall provide to U.S. Bank Trust Company, National Association and U.S. Bank National Association an incumbency certificate listing persons designated to provide such instructions or directions as such incumbency certificate may be supplemented from time to time. If any person elects to give U.S. Bank Trust Company, National Association or U.S. Bank National Association email or facsimile instructions (or instructions by a similar electronic method) and U.S. Bank Trust Company National Association or U.S. Bank National Association, as applicable, in its discretion elects to act upon such instructions, U.S. Bank Trust Company, National Association’s or U.S. Bank National Association’s, as applicable, reasonable understanding of such instructions shall be deemed controlling. U.S. Bank Trust Company, National Association and U.S. Bank National Association shall not be liable for any losses, costs or expenses arising directly or indirectly from U.S. Bank Trust Company, National Association’s or U.S. Bank National Association’s, as applicable, reliance upon and compliance with such instructions notwithstanding such instructions conflicting with or being inconsistent with a subsequent written instruction. Any person providing such instructions or directions acknowledges and agrees that there may be more secure methods of transmitting such instructions than the method(s) selected by it and agrees that the security procedures (if any) to be followed in connection with its transmission of such instructions provide to it a commercially reasonable degree of protection in light of its particular needs and circumstances.

Notices, Etc. (a) Except in the case of notices All notices, consents, waivers, and other communications expressly which are required or permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein under this Agreement shall be in writing and shall will be deemed given to a party (a) upon receipt, when personally delivered; (b) one (1) Business Day after deposit with an nationally recognized overnight courier service with next day delivery specified, costs prepaid) on the date of delivery, if delivered to the appropriate address by hand or by nationally recognized overnight courier serviceservice (costs prepaid); (c) the date of transmission if sent by facsimile or e-mail with confirmation of transmission by the transmitting equipment if such notice or communication is delivered prior to 5:00 P.M., mailed New York City time, on a Trading Day, or the next Trading Day after the date of transmission, if such notice or communication is delivered on a day that is not a Trading Day or later than 5:00 P.M., New York City time, on any Trading Day, provided confirmation of facsimile is mechanically or electronically generated and kept on file by the sending party and confirmation of email is kept on file, whether electronically or otherwise, by the sending party and the sending party does not receive an automatically generated message from the recipients email server that such e-mail could not be delivered to such recipient; (d) the date received or rejected by the addressee, if sent by certified mail, return receipt requested, postage prepaid; or registered (e) seven days after the placement of the notice into the mails (first class postage prepaid), to the party at the address, facsimile number, or e-mail or sent address furnished by telecopythe such party, as follows: (i) if If to the Company, any Pipeline Borrower or the Collateral Agentto: Miramar Labs, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any GrantorInc. ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ Santa Clara, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository BankCA 95051 Attn: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Telephone Number: ▇▇▇-▇▇▇-▇▇▇▇ Facsimile: __________________ E-mail Address: ▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ with copy to: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ & ▇▇▇▇▇▇, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, P.C. ▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ Attention: ▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇. ▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) Facsimile: ▇▇▇-▇▇▇-▇▇▇▇ Telephone Number: ▇▇▇-▇▇▇-▇▇▇▇ E-mail Address: ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇. (b) Notices and ▇▇▇ if to a Purchaser or Broker, to: such Purchaser or Broker at the address set forth on the signature page hereto; or at such other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or address as any party shall have furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication writing in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that place11(f).

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all All notices and other communications provided for herein hereunder shall be either (a) in writing (including telegraphic, telecopier,telex communication or in “pdf” format and shall be sent, telegraphed, telecopied, telexed or otherwise delivered or (b) by hand or overnight courier serviceelectronic mail (if electronic mail addresses are designated as provided below) confirmed immediately in writing, mailed by certified or registered mail or sent by telecopy, as follows: in the case of : (i) if to the Company, any Pipeline Borrower or the Collateral Agent; (ii) UHS; (iii) each Grantor other than UHS, addressed to it at its address set forth opposite such Grantor’s name on the signature pages hereto or on the signature page to the Security Agreement Supplement pursuant to which it became a party hereto; (iv) any Additional Pari Passu Agent, at such address as such Additional Pari Passu Agent shall have specified in or the Additional Pari Passu Joinder Agreement delivered pursuant to Section 10.01 of 23(c) in connection with the Credit Agreement; Additional Pari Passu Agreement associated therewith; and (iiv) if to any Grantorother party, to it c/o the Company at the such other address specified as shall be designated by such party in or pursuant to clause (i) above; (iii) if a written notice to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇other parties. (b) Notices and other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept All such notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have be given or made upon the earlier to occur of (a) actual receipt by the relevant party hereto and (b) (i) if delivered by hand or by courier, when signed for by or on behalf of the relevant party hereto; (ii) if delivered by mail, four (4) Business Days after deposit in the mails, postage prepaid; (iii) if delivered by facsimile, when sent and receipt has been given confirmed; and effective(iv) if delivered by electronic mail, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given delivered. Delivery by telecopier or electronic communication in accordance with “pdf” of an executed counterpart of any amendment or waiver of any provision of this Section 9.04 but received on Agreement or of any day other than a Business Day Security Agreement Supplement, Additional Pari Passu Joinder Agreement or after business hours in the place Schedule hereto shall be effective as delivery of receipt, will be deemed to be received on the next Business Day in that placean original executed counterpart thereof.

Notices, Etc. (a) Except Unless specifically provided otherwise in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below)this Agreement, all notices and other communications provided for herein hereunder shall be in writing (including facsimile) and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopyfacsimile, as follows: (i) if to the Company, any Pipeline Borrower or the Collateral AgentBorrower, to it in care of FE at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇Attention: Treasurer, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices ; if to any Bank, at its Applicable Lending Office specified opposite its name on Schedule I hereto; if to any other Lender, at its Applicable Lending Office specified in the Assignment and other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications Assumption pursuant to procedures approved by itwhich it became a Lender; provided that approval of such procedures may be limited if to particular notices or communications. (c) Any party hereto may change the Administrative Agent, at its address or telecopy number for notices at, JPMorgan Chase Bank, N.A., ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇, NCC5, Floor 1, Newark, DE 19713-2105, Attention: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Phone: +▇(▇▇▇)-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇▇.▇▇▇@▇▇▇▇▇.▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, Phone: +▇(▇▇▇)-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇.▇▇▇; if to any Fronting Bank identified on Schedule II hereto, at the address specified opposite its name on Schedule II hereto; if to any other communications hereunder Fronting Bank, at such address as shall be designated by such Fronting Bank in a written notice to the other parties heretoparties; or, as to each party, at such other address as shall be designated by such party in a written notice to the other parties. All Subject to the other notice requirements of this Agreement, all notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof receipt if delivered by hand or overnight courier service, mailed or sent by facsimile to such party and received during the address specified herein for normal business hours of such notice, party as provided in this Section 8.02 or if by telecopier when in accordance with the answerback is received or if by other means, on the date of receipt; provided that a notice latest unrevoked direction from such party given by telecopier or electronic communication in accordance with this Section 9.04 but 8.02. If such notices and communications are received on any day other than a Business Day or after the normal business hours in the place of receiptsuch party, will receipt shall be deemed to be received on have been given upon the opening of the recipient’s next Business Day in that placeDay.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all All notices and other communications provided for herein hereunder shall be in writing (including telegraphic, telecopy or telex communication) and shall be delivered by hand mailed, telegraphed, telecopied, telexed or overnight courier servicedelivered, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the CompanyBorrowers, any Pipeline Borrower or the Collateral Agent, to it addressed both c/o Crompton Corp. at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) at One Station Place, Metro Center, Stamford, CT 06902, ▇▇▇▇▇▇▇▇▇: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇ ▇/▇ Uniroyal Corp. at its address at World Headquarters, Benson Road, Middlebury, CT 06749, Attention: Chie▇ ▇▇▇▇ncial Officer; if to any GrantorInitial Lender or any Initial Issuing Bank, at its Domestic Lending Office specified opposite its name on Schedule I hereto; if to it c/o the Company any other Lender Party, at the address its Domestic Lending Office specified in or the Assignment and Acceptance pursuant to clause (i) above; (iii) which it became a Lender Party; and if to the Depository BankAgent, to it at JPMorgan Chase Bankits address at 399 Park Avenue, N.A.New York, Institutional Trust ServicesNew York 10043, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇; ▇▇, ▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇ers or the Age▇▇, ▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may r address as shall be delivered or furnished designated by electronic communications. The Administrative Agent or such party in a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by written notice to the other parties heretoand, as to each other party, at such other address as shall be designated by such party in a written notice to the Borrowers and the Agent. All such notices and other communications given shall (a) when mailed, be effective three Business Days after the same is deposited in the mails, (b) when mailed for next day delivery by a reputable freight company or reputable overnight courier service, be effective one Business Day thereafter, and (c) when sent by telegraph, telecopier or telex, be effective when the same is confirmed by telephone, telecopier confirmation or return telecopy or telex answerback, respectively, except that notices and communications to the Agent pursuant to Article II, III or VII shall not be effective until received by the Agent. Delivery by telecopier of an executed counterpart of any party hereto in accordance with the provisions amendment or waiver of any provision of this Agreement or the Notes or of any Exhibit hereto to be executed and delivered hereunder shall be deemed to have been given and effective, if sent by mail or courier on the date effective as delivery of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date a manually executed counterpart thereof. Delivery of receipt; provided that a notice given by telecopier or electronic communication in accordance from any Borrower pursuant to Section 5.03(a) shall be deemed, solely with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receiptrespect to such Section, will be deemed to be received on the next Business Day in that placenotice from all Borrowers.

Notices, Etc. (a) Except in the case of notices All notices, consents, waivers, and other communications expressly which are required or permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein under this Agreement shall be in writing and shall will be deemed given to a party (a) upon receipt, when personally delivered; (b) one (1) Business Day after deposit with a nationally recognized overnight courier service with next day delivery specified, costs prepaid on the date of delivery, if delivered to the appropriate address by hand or by nationally recognized overnight courier serviceservice (costs prepaid); (c) the date of transmission if sent by e-mail with confirmation of transmission by the transmitting equipment if such notice or communication is delivered prior to 5:00 P.M., mailed New York City time, on a Trading Day, or the next Trading Day after the date of transmission, if such notice or communication is delivered on a day that is not a Trading Day or later than 5:00 P.M., New York City time, on any Trading Day, provided confirmation of email is kept on file, whether electronically or otherwise, by the sending party and the sending party does not receive an automatically generated message from the recipients email server that such e-mail could not be delivered to such recipient; (d) the date received or rejected by the addressee, if sent by certified mail, return receipt requested, postage prepaid; or registered (e) seven (7) days after the placement of the notice into the mails (first class postage prepaid), to the party at the address or e-mail or sent address furnished by telecopythe such party, as follows: (i) if If to the Company, any Pipeline Borrower or the Collateral Agentto: MedAvail Holdings, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, Inc. ▇▇▇▇ ▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇ ▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇ with copy to: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ & ▇▇▇▇▇▇, P.C. ▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇, ▇, Attention of ▇ ▇▇▇▇▇ Attention: ▇▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (and ▇▇▇) ▇ ▇▇▇-▇▇▇▇. (b) Notices and ▇ if to a Holder, to: such Holder at the address set forth on the signature page hereto or in the Company’s records; or at such other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or address as any party shall have furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication writing in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that place10(f).

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all All notices and other communications provided for herein hereunder shall be either (x) in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered (including e-mail or sent by telecopytelecopier communication) and mailed, e-mailed, telecopied or delivered or (y) as follows: (iand to the extent set forth in Section 8.02(b) and in the proviso to this Section 8.02(a), if to the Company, any Pipeline Borrower or the Collateral AgentBorrower, to it the Company at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇7▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇▇ Road, Purchase, New York 10577, Attention: Assistant Treasurer, E-Mail: P▇▇▇▇▇▇▇▇ (Telecopy ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇, with a copy to General Counsel, Telecopier No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices ; if to any Initial Lender, at its Domestic Lending Office set forth in its Administrative Questionnaire; if to any other Lender, at its Domestic Lending Office specified in the Assignment and other communications among Assumption pursuant to which it became a Lender; if to the Secured PartiesAgent, at the Agent’s Address; and if to the Sub-Agent, at the Sub-Agent’s Address; or, as to the Company, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or the Sub-Agent, at such other address as shall be designated by such party in a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by written notice to the other parties heretoand, as to each other party, at such other address as shall be designated by such party in a written notice to the Company and the Agent, provided that materials required to be delivered pursuant to Section 5.01(d) shall be delivered to the Agent as specified in the last sentence of Section 5.01(d). All such notices and other communications given to any party hereto in accordance with the provisions of this Agreement mailed or sent by hand or overnight courier service shall be deemed to have been given when received; notices and effectivecommunications sent by e-mail or telecopier shall be deemed to have been given when sent (except that, if sent by mail or courier not received during normal business hours for the recipient, shall be deemed to have been received at the opening of business on the date of delivery thereof next business day for the recipient). The Company and the Agent may agree to accept notice and other communications by electronic means pursuant to procedures approved by both parties. (b) The Company agrees that the Agent may make any written information, documents, instruments and other written materials that have been provided to the address specified herein Agent pursuant to the terms hereof (collectively, the “Communications”) available to the Lenders by posting such notices on Intralinks or a substantially similar electronic system (the “Platform”). The Company acknowledges that (i) the distribution of material through an electronic medium is not necessarily secure and that there are confidentiality and other risks associated with such distribution, (ii) the Platform is provided “as is” and “as available” and (iii) neither the Agent nor any of its Affiliates warrants the accuracy, adequacy or completeness of the Communications or the Platform and each expressly disclaims liability for errors or omissions in the Communications or the Platform. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third party rights or freedom from viruses or other code defects, is made by the Agent or any of its Affiliates in connection with the Platform. (c) Each Lender agrees that notice to it (as provided in the next sentence) (a “Notice”) received by it during its normal business hours specifying that any Communications have been posted to the Platform shall constitute effective delivery of such noticeinformation, documents or if by telecopier when the answerback is received or if by other means, on the date materials to such Lender for purposes of receiptthis Agreement; provided that if requested by any Lender the Agent shall deliver a notice given copy of the Communications to such Lender by telecopier e-mail or telecopier. Each Lender agrees (i) to notify the Agent in writing of such Lender’s e-mail address to which a Notice may be sent by electronic communication in accordance with transmission (including by electronic communication) on or before the date such Lender becomes a party to this Section 9.04 but received Agreement (and from time to time thereafter to ensure that the Agent has on record an effective e-mail address for such Lender) and (ii) that any day other than a Business Day or after business hours in the place of receipt, will Notice may be deemed sent to be received on the next Business Day in that placesuch e-mail address.

Notices, Etc. (a) Except as otherwise expressly provided in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below)this Agreement, all notices and other communications provided for herein made or required to be given pursuant to this Agreement or the Notes shall be in writing and shall be delivered by hand or overnight courier servicein hand, mailed by United States registered or certified or registered mail first class mail, postage prepaid, sent by overnight courier, or sent by telegraph, telecopy, telefax or telex and confirmed by delivery via courier or postal service, addressed as follows: (ia) if to the Company, any Pipeline Borrower or any Co-Borrower, at ▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, Attention: Chief Financial Officer or at such other address for notice as the Collateral Borrower shall last have furnished in writing to the Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement;; and (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iiib) if to the Depository BankAgent, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: Structured Real Estate, and to ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇, ▇.▇., ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇Attn: ▇▇▇▇ ▇▇▇▇▇-. ▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and , Director, or such other communications among address for notice as the Secured Parties, Agent shall last have furnished in writing to the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communicationsBorrower. (c) Any party hereto may change its if to any Lender, at such Lender's address set forth on Schedule 1, hereto, or telecopy number such other address for notices and other communications hereunder by notice as such Lender shall have last furnished in writing to the other parties heretoPerson giving the notice. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement Any such notice or demand shall be deemed to have been duly given or made and effectiveto have become effective (i) if delivered by hand, overnight courier or facsimile to a responsible officer of the party to which it is directed, at the time of the receipt thereof by such officer or the sending of such facsimile and (ii) if sent by mail registered or courier on the date of delivery thereof to the address specified herein for such noticecertified first-class mail, or if by telecopier when the answerback is received or if by other meanspostage prepaid, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a third Business Day or after business hours in following the place of receipt, will mailing thereof. All notices given to the Borrower shall also be deemed to have been given to each of the Co-Borrowers, and all notices given by the Borrower shall also be received on deemed to have been given by each of the next Business Day in that placeCo-Borrowers.

Notices, Etc. (a) Except where telephonic instructions are authorized herein to be given, all notices, demands, instructions and other communications required or permitted to be given to or made upon any party hereto shall be in writing, unless otherwise expressly specified herein, and shall be (i) personally delivered or sent by registered, certified or express mail or postage prepaid, or by prepaid courier service, or by electronic mail (if the recipient has provided an email address) to the address or email address, as applicable, set forth with respect to such party on Schedule 5 (or, if not provided on Schedule 5 with respect to any party, such address or email address provided by such party in writing to the Administrative Agent), or (ii) in the case of notices to any Lender, posted to an electronic system approved by or set up by or at the direction of the Administrative Agent, and other communications expressly permitted shall in each case be deemed to be given for purposes of this Agreement on the day that such writing is received by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein shall be in writing and shall be delivered by hand the intended recipient thereof or overnight courier service, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the Company, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto posted in accordance with the provisions of this Agreement Section 12.02. Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section 12.02, notices, demands, instructions and other communications in writing shall be deemed given to have been given and effectiveor made upon the respective parties hereto at their respective addresses (or to their respective email addresses) indicated in Schedule 5 (or, if sent not provided on Schedule 5 with respect to any party, such address or email address provided in writing by mail or courier on the date of delivery thereof such party to the address specified herein Administrative Agent), and, in the case of telephonic instructions or notices, by calling the telephone number or numbers indicated for such noticeparty in Schedule 5 (or, if not provided on Schedule 5 with respect to any party, such telephone number or if numbers provided in writing by telecopier such party to the Administrative Agent). Each party shall notify the Administrative Agent in writing of any changes in the address, telephone number or email address to which notices to such Person should be directed, and of such other administrative information as the Administrative Agent shall reasonably request. Notwithstanding anything herein to the contrary, when any notice is sent or delivered to the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication Borrower in accordance with this Section 9.04 but received Agreement, reasonable efforts shall be made to also send a copy of such notice to the Collateral Manager. (b) Each Bank Party shall have the right to accept and act upon instructions or ‎directions, ‎including funds transfer instructions (“Instructions”), given ‎pursuant to this ‎Agreement or any of ‎the Facility Documents and delivered using Electronic Means; provided, ‎however, that the ‎Borrower, the Collateral Manager or the Administrative Agent, as applicable, shall ‎provide to each Bank Party ‎an incumbency certificate listing Persons with the ‎authority to ‎provide such Instructions ‎‎(“Authorized Officers”) and containing specimen signatures of such ‎Authorized ‎Officers, which ‎incumbency certificate shall be amended by the Borrower, the ‎Collateral Manager or the Administrative ‎Agent, as applicable, whenever a person is ‎to be added or deleted ‎from the listing. The Borrower, ‎the Collateral Manager and the Administrative Agent understand and agree ‎that none of the Bank Parties can ‎‎determine the identity of the actual sender of any such ‎Instructions and that, subject to the applicable standard of care, each Bank Party may ‎conclusively presume that directions ‎that it believes in ‎good faith to have been sent by an Authorized Officer listed ‎on the incumbency certificate ‎provided to such Bank Party have been ‎sent by such Authorized ‎Officer. The Borrower, the ‎Collateral Manager and the Administrative Agent, as applicable, shall be ‎responsible for ensuring that only ‎Authorized Officers ‎transmit any such Instructions to a Bank ‎Party and that the Borrower, the ‎Collateral Manager or the Administrative Agent, as applicable, and all of its ‎Authorized Officers are solely ‎responsible to ‎safeguard the use and confidentiality of applicable ‎user and authorization codes, ‎passwords and/or authentication keys upon ‎receipt by the Borrower, ‎the Collateral Manager or the ‎Administrative Agent, as applicable. None of the Bank Parties shall be liable for ‎any losses, costs ‎or expenses arising ‎directly or indirectly from such Bank Party’s reasonable, good ‎faith reliance ‎upon and compliance with any such Instructions prior to receiving any subsequent conflicting or ‎inconsistent subsequent written instructions and having had a reasonable time to receive and act ‎on such subsequent written instruction, subject to the duty of care ‎applicable to such Person ‎acting in such capacity. The Borrower, the Collateral Manager and the ‎Administrative Agent each agree ‎‎(i) to assume all risks ‎arising out of the use of Electronic Means to ‎submit Instructions to a Bank ‎Party, including without limitation the risk of the ‎Bank Party acting on any day other than ‎unauthorized ‎Instructions, and the risk of interception and misuse by third parties; (ii) that it is fully ‎informed ‎‎of the protections and risks associated with the various methods of transmitting ‎Instructions to a Business Day ‎Bank Party and that there may ‎be more secure methods of transmitting Instructions ‎than the ‎method(s) selected by the Borrower, the Collateral Manager or after business hours in the place of receiptAdministrative Agent, will be deemed as ‎applicable; ‎‎(iii) that the security procedures (if any) to be received on followed in connection with its ‎transmission of ‎Instructions provide to ‎it a commercially reasonable degree of protection in light of ‎its particular ‎needs and circumstances and (iv) to notify the next Business Day applicable Bank Parties immediately ‎upon learning ‎of any compromise or unauthorized use of the security procedures.‎ “Electronic Means” shall ‎mean the following communications methods: (1) e-mail (or .pdf files of executed ‎documents) or ‎other similar unsecured electronic methods; (2) secure ‎electronic ‎transmission containing ‎applicable authorization codes, passwords and/or authentication ‎keys issued by a Bank Party or ‎‎(3) another ‎method or system specified ‎by a Bank Party as available ‎for use in that place.connection with its ‎services hereunder.‎

Notices, Etc. (a) Except in Any notice, statement or other paper, document or communication made or given by the Issuer or the Guarantor, as the case of notices and other communications expressly permitted may be, to be given by telephone (and subject the Paying Agent pursuant to paragraph (b) below), all notices and other communications provided for herein the procedures set forth in this Exhibit B shall be in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopyemail or fax or communicated by telephone, as follows: follows (i) if to or as the Company, any Pipeline Borrower or Paying Agent shall have notified the Collateral Agent, to it at its address specified others in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, writing): ▇▇▇▇▇▇▇.▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇; Fax: +▇ ▇▇▇ ▇▇▇ ▇▇▇▇; Tel.: +▇ ▇▇▇▇▇, ▇▇ ▇▇▇ ▇▇▇▇. Any notice, statement or other paper, document or communication made or given by the Paying Agent to the Issuer or the Guarantor, as the case may be, pursuant to the procedures set forth in this Exhibit B, other than a Payment Statement, shall be sent by email or fax or communicated by telephone, as follows (or as the Issuer or the Guarantor, as the case may be, shall have notified the Paying Agent in writing): ▇, ▇▇▇▇▇.▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇; Fax: +▇▇ ▇▇ ▇▇▇ ▇▇▇▇, ▇; Tel.: +▇▇ ▇▇ ▇▇▇ ▇▇▇▇. Non-original copies of a Payment Statement shall be sent by email or fax to the Issuer and the Guarantor. The original copy of a duly executed and completed Payment Statement shall be sent by posted mail to the Issuer and the Guarantor at the following address: ▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇--Domper, Distrito Telefónica, Edificio Central Plta. 2, ▇▇▇▇▇ ▇▇ ▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇, ▇/▇, ▇▇▇▇▇ ▇▇▇▇▇▇. FORM OF PAYMENT STATEMENT TO BE DELIVERED BY THE PAYING AGENT Modelo de declaración a que se refieren los apartados ▇, ▇ ▇ ▇ ▇▇▇ ▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇ ▇▇▇) ▇▇▇-▇ ▇▇▇▇. ▇▇▇▇▇▇ General de las actuaciones y los procedimientos de gestión e inspección tributaria y de desarrollo de las normas comunes de los procedimientos de aplicación de los tributos1 Model declaration form referred to in paragraphs 3, 4 and 5 of section 44 of the General Regulations of conduct and procedures relating to tax administration and inspection and the development of general rules of procedures for the enforcement of taxes Mr. (bname), with tax identification number (1) Notices and other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may(…), in the name and on behalf of (declaring entity), with tax identification number (1) (…), with domicile in (address) acting in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. capacity as (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that place.check as appropriate)

Notices, Etc. (a) Except in the case of notices All notices, requests, consents and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein hereunder shall be in writing writing, shall be addressed to the receiving party's address set forth below or to such other address as a party may designate by notice hereunder, and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopy, as follows: either (i) if delivered by hand, (ii) made by telex, telecopy or facsimile transmission, (iii) sent by overnight courier, or (iv) sent by registered or certified mail, return receipt requested, postage prepaid. If to the Company: Media Logic, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ Inc. ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ (Telecopy No. ▇▇▇▇▇ Attention: President Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ Facsimile: (▇. ▇▇) ▇▇▇-▇▇▇▇ With a copy to: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇, Esquire Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Telephone: (b▇▇▇) Notices and other communications among ▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ If to the Secured Partiesregistered holder of this Warrant: Such address as may have been furnished to the Company in writing by such holder or at the address shown on such holder's Warrant. All notices, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower mayrequests, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices consents and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effectiveeither (i) if by hand, if sent by mail or courier on at the date time of the delivery thereof to the receiving party at the address specified herein for of such noticeparty set forth above, (ii) if made by telex, telecopy or facsimile transmission, at the time that receipt thereof has been acknowledged by electronic confirmation or otherwise, (iii) if sent by telecopier when the answerback is received or if by other meansovernight courier, on the date of receipt; provided that a next business day following the day such notice given is delivered to the courier service, or (iv) if sent by telecopier registered or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receiptcertified mail, will be deemed to be received on the next Business Day 5th business day following the day such mailing is made." 6. Except as modified by this Amendment, the Warrant shall remain in that placefull force and effect.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all All notices and other communications provided for herein hereunder shall be in writing (including telegraphic, telecopy or telex communication) and shall be delivered by hand mailed, telegraphed, telecopied, telexed or overnight courier servicedelivered, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the CompanyBorrowers, any Pipeline Borrower or the Collateral Agent, to it addressed both c/o Crompton Corp. at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, O▇▇ ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, Attention: Chief Financial Officer and c/o Uniroyal Corp. at its address at World Headquarters, B▇▇▇▇▇ Road, Middlebury, CT 06749, Attention: Chief Financial Officer; if to any Initial Lender or any Initial Issuing Bank, at its Domestic Lending Office specified opposite its name on Schedule I hereto; if to any other Lender Party, at its Domestic Lending Office specified in the Assignment and Acceptance pursuant to which it became a Lender Party; and if to the Agent, at its address at 3▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of Attention: R▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and ; or, as to the Borrowers or the Agent, at such other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may address as shall be delivered or furnished designated by electronic communications. The Administrative Agent or such party in a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by written notice to the other parties heretoand, as to each other party, at such other address as shall be designated by such party in a written notice to the Borrowers and the Agent. All such notices and other communications given shall (a) when mailed, be effective three Business Days after the same is deposited in the mails, (b) when mailed for next day delivery by a reputable freight company or reputable overnight courier service, be effective one Business Day thereafter, and (c) when sent by telegraph, telecopier or telex, be effective when the same is confirmed by telephone, telecopier confirmation or return telecopy or telex answerback, respectively, except that notices and communications to the Agent pursuant to Article II, III or VII shall not be effective until received by the Agent. Delivery by telecopier of an executed counterpart of any party hereto in accordance with the provisions amendment or waiver of any provision of this Agreement or the Notes or of any Exhibit hereto to be executed and delivered hereunder shall be deemed to have been given and effective, if sent by mail or courier on the date effective as delivery of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date a manually executed counterpart thereof. Delivery of receipt; provided that a notice given by telecopier or electronic communication in accordance from any Borrower pursuant to Section 5.03(a) shall be deemed, solely with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receiptrespect to such Section, will be deemed to be received on the next Business Day in that placenotice from all Borrowers.

Notices, Etc. (a) Except in the case of notices All notices, consents, waivers, and other communications expressly which are required or permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein under this Agreement shall be in writing and shall will be deemed given to a party (a) upon receipt, when personally delivered; (b) one (1) Business Day after deposit with an nationally recognized overnight courier service with next day delivery specified, costs prepaid) on the date of delivery, if delivered to the appropriate address by hand or by nationally recognized overnight courier serviceservice (costs prepaid); (c) the date of transmission if sent by facsimile or e-mail with confirmation of transmission by the transmitting equipment if such notice or communication is delivered prior to 5:00 P.M., mailed New York City time, on a Trading Day, or the next Trading Day after the date of transmission, if such notice or communication is delivered on a day that is not a Trading Day or later than 5:00 P.M., New York City time, on any Trading Day, provided confirmation of facsimile is mechanically or electronically generated and kept on file by the sending party and confirmation of email is kept on file, whether electronically or otherwise, by the sending party and the sending party does not receive an automatically generated message from the recipients email server that such e-mail could not be delivered to such recipient; (d) the date received or rejected by the addressee, if sent by certified mail, return receipt requested, postage prepaid; or registered (e) seven days after the placement of the notice into the mails (first class postage prepaid), to the party at the address, facsimile number, or e-mail or sent address furnished by telecopythe such party, as follows: (i) if If to the Company, any Pipeline Borrower or the Collateral Agentto: ▇▇▇▇▇▇▇, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; Inc. ▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: Chief Executive Officer Facsimile: ▇▇▇-▇▇▇-▇▇▇▇ E-mail: ▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ with a copy (iiwhich shall not constitute notice) if to any Grantorto: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ & ▇▇▇▇▇▇, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, P.C. ▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ Attention: ▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Facsimile: ▇▇▇-▇▇▇-▇▇▇▇ Email: ▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-@▇▇▇▇. (b) Notices and ▇▇▇ if to a Purchaser, to: such Purchaser at the address set forth on the signature page hereto; or at such other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or address as any party shall have furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication writing in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that place10(f).

Notices, Etc. (a) Except in the case of notices All notices, consents, waivers, and other communications expressly which are required or permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein under this Agreement shall be in writing and shall will be deemed given to a party (a) upon receipt, when personally delivered; (b) one (1) Business Day after deposit with a nationally recognized overnight courier service with next day delivery specified, costs prepaid on the date of delivery, if delivered to the appropriate address by hand or by nationally recognized overnight courier serviceservice (costs prepaid); (c) the time of transmission if sent by facsimile or e-mail with confirmation of transmission by the transmitting equipment if such notice or communication is delivered prior to 5:00 P.M., mailed New York City time, on a Trading Day, or the next Trading Day after the date of transmission, if such notice or communication is delivered on a day that is not a Trading Day or later than 5:00 P.M., New York City time, on any Trading Day, provided confirmation of facsimile is mechanically or electronically generated and kept on file by the sending party and confirmation of email is kept on file, whether electronically or otherwise, by the sending party and the sending party does not receive an automatically generated message from the recipients email server that such e-mail could not be delivered to such recipient; (d) the date received or rejected by the addressee, if sent by certified mail, return receipt requested, postage prepaid; or registered (e) seven (7) days after the placement of the notice into the mails (first class postage prepaid), to the party at the address, facsimile number, or e-mail or sent address furnished by telecopythe such party, as follows: (i) if If to the Company, any Pipeline Borrower or the Collateral Agentto: SmartKem, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any GrantorInc. Manchester Technology Center, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository BankHexagon Tower Delaunays Road, to it at JPMorgan Chase BankBlackley Manchester, N.A., Institutional Trust Services, ▇ M9 8GQ UK Attention: ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Email: ▇, ▇▇▇▇ .▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ @▇▇▇▇▇, Attention of ▇▇▇.▇▇▇ with copy to: ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇-▇▇ LLP ▇▇▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇ ▇▇▇) ▇, ▇▇ ▇▇▇-▇▇ Attention: ▇▇▇▇ ▇▇▇▇▇▇▇▇ Email: ▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇. (b) Notices and ▇▇▇ if to a Holder, to: such Holder at the address set forth on the signature page hereto or in the Company’s records; or at such other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or address as any party shall have furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication writing in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that place10(h).

Notices, Etc. (a) Except in the case of notices and other communications Unless otherwise expressly permitted to be given by telephone (and subject to paragraph (b) below)provided herein, all notices and other communications provided for herein hereunder shall be in writing and (including by facsimile transmission). All such written notices shall be delivered by hand mailed, faxed or overnight courier servicedelivered, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the Company, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, addressed to it c/o the Company at the address, facsimile number or (subject to clause (c) below), electronic mail address set forth opposite its name on the signature pages hereof, if to any Agent or any Lender, at its address, facsimile number or (subject to clause (c) below), electronic mail address specified in Section 11.02 of the Credit Agreement, if to any Hedge Bank party to any Secured Hedge Agreement, at its address, facsimile number or pursuant (subject to clause (ic) above; (iii) below), electronic mail address specified in the Secured Hedge Agreement to which it is a party, if to the Depository Bankany Cash Management Bank party to any Secured Cash Management Agreement, at its address, facsimile number or (subject to it at JPMorgan Chase Bankclause (c) below), N.A., Institutional Trust Services, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and other communications among electronic mail address specified in the Secured PartiesCash Management Agreement to which it is a party, the Collateral Agent and/or the Depository Bank hereunder may or, as to any party, at such other address as shall be delivered or furnished designated by electronic communicationssuch party in a written notice to each other party. The Administrative Agent or a Borrower may, in its discretion, agree to accept All such notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have be given or made upon the earlier to occur of (i) actual receipt by the relevant party hereto and (ii) (A) if delivered by hand or by courier, when signed for by or on behalf of the relevant party hereto; (B) if delivered by mail, four Business Days after deposit in the mails, postage prepaid; (C) if delivered by facsimile, when sent and receipt has been given confirmed by telephone; and effective, (D) if sent delivered by electronic mail or courier on the date (which form of delivery thereof is subject to the address specified herein for such provisions of clause (c) below), when delivered. In no event shall a voicemail message be effective as a notice, communication or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that placeconfirmation hereunder.

Notices, Etc. (a) Except in the case of notices All notices, consents, waivers, and other communications expressly which are required or permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein under this Agreement shall be in writing and shall will be deemed given to a party (a) upon receipt, when personally delivered; (b) one (1) Business Day after deposit with an nationally recognized overnight courier service with next day delivery specified, costs prepaid) on the date of delivery, if delivered to the appropriate address by hand or by nationally recognized overnight courier serviceservice (costs prepaid); (c) the date of transmission if sent by facsimile or e-mail with confirmation of transmission by the transmitting equipment if such notice or communication is delivered prior to 5:00 P.M., mailed New York City time, on a Trading Day, or the next Trading Day after the date of transmission, if such notice or communication is delivered on a day that is not a Trading Day or later than 5:00 P.M., New York City time, on any Trading Day, provided confirmation of facsimile is mechanically or electronically generated and kept on file by the sending party and confirmation of email is kept on file, whether electronically or otherwise, by the sending party and the sending party does not receive an automatically generated message from the recipients email server that such e-mail could not be delivered to such recipient; (d) the date received or rejected by the addressee, if sent by certified mail, return receipt requested, postage prepaid; or registered (e) seven days after the placement of the notice into the mails (first class postage prepaid), to the party at the address, facsimile number, or e-mail or sent address furnished by telecopythe such party, as follows: (i) if If to the Company, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ to: Amesite Inc. ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇ ▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attn: ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, CEO Facsimile: N/A Email: ▇▇▇@▇▇▇▇▇▇▇.▇▇▇ with copy to: Sheppard, Mullin, ▇▇▇▇▇▇▇ & Hampton LLP ▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Attn: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Attention of Esq. Facsimile: 212.653.8701 Email: ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ and Ogawa Professional Corporation ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ Palo Alto, California 94301 Attn: ▇▇▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No, Esq. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and if to a Holder, to: such Holder at the address set forth on the signature page hereto or the Company’s records; or at such other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or address as any party shall have furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication writing in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that place11(f).

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph except as provided in subsection (b) below), all notices and other communications provided for herein shall be in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopytelecopier as follows, and all notices and other communications expressly permitted hereunder to be given by telephone shall be made to the applicable telephone number, as follows: (i) if to the CompanyBorrower, any Pipeline Borrower the Administrative Agent, an Issuing Bank or the Collateral AgentSwing Line Bank, to it at its the address, telecopier number, electronic mail address or telephone number specified in or pursuant to Section 10.01 of the Credit Agreement;for such Person on Schedule 22; and (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository other Bank, to it at JPMorgan Chase Bankthe address, N.A.telecopier number, Institutional Trust Serviceselectronic mail address or telephone number specified in its Administrative Questionnaire (including, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇as appropriate, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention notices delivered solely to the Person designated by a Bank on its Administrative Questionnaire then in effect for the delivery of ▇▇▇▇▇ ▇▇▇▇▇notices that may contain material non-▇▇▇▇▇▇▇▇ (Telecopy Nopublic information relating to the Borrower). (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and other communications among the Secured Partiessent by hand or overnight courier service, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished mailed by electronic communications. The Administrative Agent certified or a Borrower mayregistered mail, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given when received; notices and effectiveother communications sent by telecopier shall be deemed to have been given when sent (except that, if not given during normal business hours for the recipient, shall be deemed to have been given at the opening of business on the next business day for the recipient). Notices and other communications delivered through electronic communications to the extent provided in subsection (b) below, shall be effective as provided in such subsection (b). (b) The Borrower hereby agrees that it will provide to the Administrative Agent all information, documents and other materials that it is obligated to furnish to the Administrative Agent pursuant to this Agreement and the other Loan Documents, including, without limitation, all notices, requests, financial statements, financial and other reports, certificates and other information materials, but excluding any such communication that (i) relates to a request for a new, or a conversion of an existing, Borrowing or other extension of credit (including any election of an interest rate or Interest Period relating thereto), (ii) relates to the payment of any principal or other amount due under this Agreement prior to the scheduled date therefor, (iii) provides notice of any Default or Event of Default under this Agreement or (iv) is required to be delivered to satisfy any condition precedent to the effectiveness of this Agreement and/or any borrowing or other extension of credit thereunder (all such non-excluded communications being referred to herein collectively as “Communications”), by transmitting the Communications in an electronic/soft medium in a format acceptable to the Administrative Agent pursuant to procedures approved by the Administrative Agent. In addition, the Borrower agrees to continue to provide the Communications to the Administrative Agent in the manner specified in this Agreement but only to the extent requested by the Administrative Agent. Unless the Administrative Agent otherwise prescribes, (i) Communications sent to an e-mail address shall be deemed received upon the sender’s receipt of an acknowledgement from the intended recipient (such as by the “return receipt requested” function, as available, return e-mail or courier other written acknowledgement), provided that if such notice or other communication is not sent during the normal business hours of the recipient, such notice or communication shall be deemed to have been sent at the opening of business on the date next business day for the recipient, and (ii) Communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its e-mail address as described in the foregoing clause (i) of delivery thereof notification that such notice or communication is available and identifying the website address therefor. (c) The Borrower further agrees that (i) the Administrative Agent and/or the Lead Arrangers may make the Communications and/or information provided by or on behalf of the Borrower hereunder available to the address specified herein for Banks by posting the Communications and such noticeother information on Intralinks or a substantially similar electronic transmission system (the “Platform”) and (ii) certain of the Banks (each, a “Public Lender”) may have personnel who do not wish to receive material non-public information with respect to the Borrower or its affiliates, or if by telecopier when the answerback is received or if by respective securities of any of the foregoing, and who may be engaged in investment and other meansmarket-related activities with respect to such Persons’ securities. The Borrower hereby agrees that (w) all Communications and such other information that are to be made available to Public Lenders shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the date first page thereof; (x) by marking such Communications and other information “PUBLIC,” the Borrower shall be deemed to have authorized the Administrative Agent, the Lead Arrangers, the Issuing Banks and the Banks to treat such Communications and other information as not containing any material non-public information with respect to the Borrower or its securities for purposes of receiptUnited States Federal and state securities laws (provided, however, that to the extent such Communications and other information subject to §18.1, they shall be treated as set forth in §18.1); provided (y) all Communications and other information marked “PUBLIC” are permitted to be made available through a portion of the Platform designated “Public Side Information;” and (z) the Administrative Agent and the Lead Arrangers shall be entitled to treat any Communications and other information that are not marked “PUBLIC” as being suitable only for posting on a notice given by telecopier portion of the Platform not designated “Public Side Information.” Each Public Lender agrees to cause at least one individual at or electronic communication on behalf of such Public Lender to at all times have selected the “Private Side Information” or similar designation on the content declaration screen of the Platform in order to enable such Public Lender or its delegate, in accordance with such Public Lender’s compliance procedures and applicable Law, including United States Federal and state securities Laws, to make reference to Borrower Materials that are not made available through the “Public Side Information” portion of the Platform and that may contain material non-public information with respect to the Borrower or its securities for purposes of United States Federal or state securities laws. (d) THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE”. THE AGENT PARTIES (AS DEFINED BELOW) DO NOT WARRANT THE ACCURACY OR COMPLETENESS OF THE COMMUNICATIONS, OR THE ADEQUACY OF THE PLATFORM AND EXPRESSLY DISCLAIM LIABILITY FOR ERRORS OR OMISSIONS IN THE COMMUNICATIONS. NO WARRANTY OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, AN WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS OR FREEDOM FROM VIRUSES OR OTHER CODE DEFECTS, IS MADE BY THE AGENT PARTIES IN CONNECTION WITH THE COMMUNICATIONS OR THE PLATFORM. IN NO EVENT SHALL THE ADMINISTRATIVE AGENT OR ANY OF ITS AFFILIATES OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, ADVISORS OR REPRESENTATIVES (COLLECTIVELY, “AGENT PARTIES”) HAVE ANY LIABILITY TO THE BORROWER, ANY BANK OR ANY OTHER PERSON OR ENTITY FOR DAMAGES OF ANY KIND ARISING OUT OF THE BORROWER’S OR THE ADMINISTRATIVE AGENT’S TRANSMISSION OF COMMUNICATIONS THROUGH THE INTERNET, EXCEPT TO THE EXTENT THE LIABILITY OF ANY AGENT PARTY IS FOUND IN A FINAL NON-APPEALABLE JUDGMENT BY A COURT OF COMPETENT JURISDICTION TO HAVE RESULTED PRIMARILY FROM SUCH AGENT PARTY’S GROSS NEGLIGENCE, WILLFUL MISCONDUCT OR MATERIAL BREACH; PROVIDED, HOWEVER, THAT IN NO EVENT SHALL ANY AGENT PARTY HAVE ANY LIABILITY TO THE BORROWER, ANY BANK, ANY ISSUING BANK OR ANY OTHER PERSON FOR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (AS OPPOSED TO DIRECT OR ACTUAL DAMAGES). (e) The Administrative Agent agrees that the receipt of the Communications by the Administrative Agent at its e-mail address set forth above shall constitute effective delivery of the Communications to the Administrative Agent for purposes of this Section 9.04 but received on any day other than a Business Day or after business hours Agreement. Each Bank agrees that notice to it (as provided in the place next sentence) specifying that the Communications have been posted to the Platform shall constitute effective delivery of receipt, will the Communications to such Bank for purposes of this Agreement. Each Bank agrees to notify the Administrative Agent in writing (including by electronic communication) from time to time of such Bank’s e-mail address to which the foregoing notice may be deemed sent by electronic transmission and (ii) that the foregoing notice may be sent to be received on such e-mail address. (f) Nothing herein shall prejudice the next Business Day right of the Administrative Agent or any Bank to give any notice or other communication pursuant to this Agreement in that placeany other manner specified herein.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein shall be in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the CompanyBorrower, any Pipeline Borrower or Capital One, National Association, ▇▇▇▇▇▇▇ Bank, Collateral Manager, Collateral Custodian, the Collateral AgentDocument Custodian, to it at its address specified in or pursuant to Section 10.01 of the Credit AgreementAccount Bank, as set forth on Annex A; (ii) if to any Grantorthe Administrative Agent, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository BankCapital One, to it at JPMorgan Chase Bank, N.A., Institutional Trust ServicesNational Association, ▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇ (Email: ▇▇▇▇.▇▇▇▇▇▇@▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) .▇▇▇-▇▇▇▇); (iii) if to any other Lender, to it at its address (or telecopy number) set forth in its Administrative Questionnaire. (b) Notices and other communications among to the Secured Parties, the Collateral Agent and/or the Depository Bank Lenders hereunder may be delivered or furnished by electronic communicationscommunication (including e-mail and internet or intranet websites) pursuant to procedures approved by the Administrative Agent; provided that, the foregoing shall not apply to notices to any Lender pursuant to Article II if such ▇▇▇▇▇▇ has notified the Administrative Agent that it is incapable of receiving notices under such Article by electronic communication. The Administrative Agent or a the Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that that, approval of such procedures may be limited to particular notices or communications. . Unless the Administrative Agent otherwise prescribes, (ci) Any party hereto may change its address or telecopy number for notices and other communications hereunder sent to an e-mail address shall be deemed received upon the sender’s receipt of an acknowledgement from the intended recipient (such as by the “return receipt requested” function, as available, return e-mail or other written acknowledgement); provided that, if such notice to or other communication is not sent during the other parties hereto. All notices and other communications given to any party hereto in accordance with normal business hours of the provisions of this Agreement recipient, such notice or communication shall be deemed to have been given and effective, if sent by mail or courier at the opening of business on the date next business day for the recipient, and (ii) notices or communications posted to an internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its e-mail address as described in the foregoing clause (i) of delivery thereof notification that such notice or communication is available and identifying the website address therefor. [Investcorp] Loan and Security Agreement (c) The Borrower agrees that the Administrative Agent may, but shall not be obligated to, make Syndicate Communications available to the address specified herein Lenders by posting such Syndicate Communications on the Platform. The Platform is provided by the Administrative Agent “as is” and “as available”. The Agent Parties (defined below) do not warrant the accuracy or completeness of the Syndicate Communications or the adequacy of the Platform and expressly disclaim liability for errors or omissions in the Syndicate Communications. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Syndicate Communications or the Platform. In no event shall the Administrative Agent or any of its Affiliates (collectively, the “Agent Parties”) have any liability to the Borrower, any Lenders or any other Person for losses, claims, damages, liabilities or expenses of any kind (whether in tort, contract or otherwise) arising out of the Borrower’s or any Agent Party’s transmission or posting of Obligor materials through the Platform or via email, except to the extent such noticelosses, claims, damages, liabilities or expenses are determined by a court of competent jurisdiction by a final and non-appealable judgment to have resulted from the gross negligence or willful misconduct of such Agent Party; provided, however, that in no event shall any Agent Party have any liability to Borrower, any Lender or any other Person for indirect, incidental, consequential or punitive damages (as opposed to direct or actual damages). (d) Notwithstanding the foregoing, the Borrower hereby acknowledges that certain of the Lenders (each, a “Public Lender”) may have personnel who do not wish to receive material non-public information with respect to the Borrower or its Affiliates, or if by telecopier when the answerback is received or if by respective securities of any of the foregoing, and who may be engaged in investment and other meansmarket-related activities with respect to such Person’s securities. The Borrower hereby agrees that (i) all Syndicate Communications that are to be made available to Public Lenders shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the date of receiptfirst page thereof; provided that a notice given (ii) by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in marking Syndicate Communications “PUBLIC”, the place of receipt, will Borrower shall be deemed to authorize the Administrative Agent and the Lenders to treat such Syndicate Communications as not containing any material non-public information with respect to the Borrower or any Affiliate thereof or their respective securities for purposes of United States Federal and state securities laws; (iii) all Syndicate Communications marked “PUBLIC” are permitted to be received made available through the Platform; and (iv) the Administrative Agent shall be entitled to treat any Syndicate Communications that are not marked “PUBLIC” as being suitable only for posting on a portion of the next Business Day Platform designated as “Non-Public Information”. (e) Each of U.S. Bank Trust Company, National Association and U.S. Bank National Association in each of their respective capacities under the Transaction Documents agrees to accept and act upon instructions or directions pursuant to this Agreement or any other Transaction Document, or any document executed in connection herewith or therewith, sent by unsecured email, facsimile transmission or other similar unsecured electronic methods; provided, however, that placeany person providing such instructions or directions shall provide to U.S. Bank Trust Company, National Association and U.S. Bank National Association an incumbency certificate listing persons designated to provide such instructions or directions as such incumbency certificate may be supplemented from time to time. If any person elects to give U.S. Bank Trust Company, National Association or U.S. Bank National Association email or facsimile instructions (or instructions by a similar electronic method) and U.S. Bank Trust Company National Association [Investcorp] Loan and Security Agreement or U.S. Bank National Association, as applicable, in its discretion elects to act upon such instructions, U.S. Bank Trust Company, National Association’s or U.S. Bank National Association’s, as applicable, reasonable understanding of such instructions shall be deemed controlling. U.S. Bank Trust Company, National Association and U.S. Bank National Association shall not be liable for any losses, costs or expenses arising directly or indirectly from U.S. Bank Trust Company, National Association’s or U.S. Bank National Association’s, as applicable, reliance upon and compliance with such instructions notwithstanding such instructions conflicting with or being inconsistent with a subsequent written instruction. Any person providing such instructions or directions acknowledges and agrees that there may be more secure methods of transmitting such instructions than the method(s) selected by it and agrees that the security procedures (if any) to be followed in connection with its transmission of such instructions provide to it a commercially reasonable degree of protection in light of its particular needs and circumstances.

Notices, Etc. (a) Except Unless specifically provided otherwise in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below)this Agreement, all notices and other communications provided for herein hereunder shall be in writing (including facsimile) and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopyfacsimile, as follows: (i) if to the Company, any Pipeline Borrower or the Collateral AgentBorrower, to it in care of FE at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, Attention: Treasurer, Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇; if to any Bank, at its DomesticApplicable Lending Office specified opposite its name on Schedule I hereto; if to any other Lender, at its DomesticApplicable Lending Office specified in the Assignment and Assumption pursuant to which it became a Lender; if to the Administrative Agent, at its address at, Mizuho Bank, Ltd., Harborside Financial Center, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇, Attention of Attention: ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and , Phone: , Email: ; if to any Fronting Bank identified on Schedule II hereto, at the address specified opposite its name on Schedule II hereto; if to any other communications among the Secured PartiesFronting Bank, the Collateral Agent and/or the Depository at such address as shall be designated by such Fronting Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or in a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by written notice to the other parties heretoparties; or, as to each party, at such other address as shall be designated by such party in a written notice to the other parties. All Subject to the other notice requirements of this Agreement, all notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof receipt if delivered by hand or overnight courier service, mailed or sent by facsimile to such party and received during the address specified herein for normal business hours of such notice, party as provided in this Section 8.02 or if by telecopier when in accordance with the answerback is received or if by other means, on the date of receipt; provided that a notice latest unrevoked direction from such party given by telecopier or electronic communication in accordance with this Section 9.04 but 8.02. If such notices and communications are received on any day other than a Business Day or after the normal business hours in the place of receiptsuch party, will receipt shall be deemed to be received on have been given upon the opening of the recipient’s next Business Day in that placeDay.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to except as provided in paragraph (b) below), all notices and other communications provided for herein shall be in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopyfacsimile, as follows: (i) if to the CompanyBorrower, any Pipeline Borrower each Agent, and the Issuing Bank at the addresses (or facsimile number) set forth below. Notices sent by hand or overnight courier service, or mailed by certified or registered mail, shall be deemed to have been given when received; and notices sent by facsimile shall be deemed to have been given when sent (except that, if not given during normal business hours for the recipient, shall be deemed to have been given at the opening of business on the next Business Day for the recipient). Notices delivered through electronic communications to the extent provided in paragraph (b) below, shall be effective as provided in such paragraph (b). If to the Borrower: CURO Financial Technologies Corp. ▇▇▇▇ ▇. ▇▇▇▇▇ ▇▇. ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇ Attention: President and Chief Executive Officer If to the Administrative Agent, Issuing Bank or Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, : Bay Coast Bank ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ Attention: ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ . ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and other communications among the Secured Partiesto any Agent, the Collateral Agent and/or Lenders and the Depository Issuing Bank hereunder may be delivered or furnished by electronic communications. The communication (including e-mail and Internet or intranet websites) pursuant to procedures approved by such Agent, the Lenders and the Issuing Bank; provided that the foregoing shall not apply to notices to any Lender pursuant to Article II if such Lender has notified the Administrative Agent that it is incapable of receiving notices under such Article by electronic communication. Each Agent or a the Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. ; provided, further, that any Borrowing Request or notice of an Event of Default shall be promptly confirmed by facsimile. Unless Administrative Agent otherwise prescribes, (ci) Any party hereto may change its address or telecopy number for notices and other communications hereunder sent to an e-mail address shall be deemed received upon the sender’s receipt of an acknowledgement from the intended recipient (such as by the “return receipt requested” function, as available, return e-mail or other written acknowledgement), provided that if such notice to or other communication is not sent during the other parties hereto. All notices and other communications given to any party hereto in accordance with normal business hours of the provisions of this Agreement recipient, such notice or communication shall be deemed to have been given and effective, if sent by mail or courier on at the date opening of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day for the recipient, and (ii) notices or communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its e-mail address as described in the foregoing clause (i) of notification that placesuch notice or communication is available and identifying the website address therefore.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all All notices and other communications provided for herein shall hereunder shall, unless otherwise stated herein, be in writing and shall be mailed or telecommunicated, or delivered by hand or overnight courier serviceas to each party hereto, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the Company, any Pipeline Borrower or the Collateral Agent, to it at its address specified set forth below or at such other address as shall be designated by such party in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if a written notice to the Depository Bankother parties hereto. All such notices and communications shall not be effective until received by the party to whom such notice or communication is addressed. Bluegreen Vacations Corporation ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇, Senior Vice President, CFO & Treasurer Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Bluegreen Timeshare Finance Corporation I ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: ▇-▇▇▇▇ ▇. HerzPaul ▇▇▇▇▇▇▇▇ (Telecopy No. ▇, President & Assistant Treasurer Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and other communications among ▇ No Waiver; Remedies. No failure on the Secured Partiespart of the Seller, the Collateral Agent and/or Depositor or any assignee thereof to exercise, and no delay in exercising, any right hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right hereunder preclude any other or further exercise thereof or the Depository Bank hereunder may be delivered or furnished by electronic communicationsexercise of any other right. The Administrative Agent remedies herein provided are cumulative and not exclusive of any other remedies provided by law. Binding Effect; Assignability. This Agreement shall be binding upon and inure to the benefit of the Depositor and its respective successors and assigns. Any assignee of the Depositor shall be an express third party beneficiary of this Agreement, entitled to directly enforce this Agreement. The Seller may not assign any of its rights and obligations hereunder or a Borrower any interest herein without the prior written consent of the Depositor and any assignee thereof. The Depositor may, in and intends to, assign all of its discretion, agree to accept notices and other communications to it rights hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices Issuer and other communications given the Seller consents to any party such assignment. This Agreement shall create and constitute the continuing obligations of the parties hereto in accordance with its terms, and shall remain in full force and effect until its termination; provided, however, that the provisions rights and remedies with respect to any breach of any representation and warranty made by the Seller pursuant to Section 5 hereof and the repurchase or substitution and indemnification obligations shall be continuing and shall survive any termination of this Agreement shall but such rights and remedies may be deemed to have been given enforced only by the Depositor, the Issuer and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that placeIndenture Trustee.

Notices, Etc. (a) Except in the case of notices where telephonic instructions are authorized herein to be given, all notices, demands, instructions and other communications expressly required or permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein or made upon any party hereto shall be in writing writing, unless otherwise expressly specified herein, and shall be (i) personally delivered or sent by hand registered, certified or overnight express mail or postage prepaid, or by prepaid courier service, mailed or by certified electronic mail (if the recipient has provided an email address) to the address or registered mail or sent by telecopyemail address, as follows: applicable, set forth with respect to such party on Schedule 6 (i) or, if not provided on Schedule 6 with respect to any party, such address or email address provided by such party in writing to the CompanyAdministrative Agent), any Pipeline Borrower or (ii) made available on the Collateral Agent, to it ’s website initially located at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇▇▇ ▇▇▇▇ .▇▇.▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, .▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇(assistance using the website may be obtained by calling the Collateral Agent’s customer service desk at ▇▇▇-▇▇▇▇-▇▇▇▇ or (Telecopy No. (▇▇▇iii) ▇▇▇-▇▇▇▇. (b) Notices and other communications among in the Secured Partiescase of notices to any Lender, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by posted to an electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures system approved by it; provided or set up by or at the direction of the Administrative Agent, and shall in each case be deemed to be given for purposes of this Agreement on the day that approval of such procedures may be limited to particular notices writing is received by the intended recipient thereof or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto posted in accordance with the provisions of this Agreement Section 12.02. Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section 12.02, notices, demands, instructions and other communications in writing shall be deemed given to have been given and effectiveor made upon the respective parties hereto at their respective addresses (or to their respective email addresses) indicated in Schedule 6 (or, if sent not provided on Schedule 6 with respect to any party, such address or email address provided in writing by mail or courier on the date of delivery thereof such party to the address specified herein Administrative Agent), and, in the case of telephonic instructions or notices, by calling the telephone number or numbers indicated for such noticeparty in Schedule 6 (or, if not provided on Schedule 6 with respect to any party, such telephone number or if numbers provided in writing by telecopier such party to the Administrative Agent). Each party shall notify the Administrative Agent in writing of any changes in the address, telephone number or email address to which notices to such Person should be directed, and of such other administrative information as the Administrative Agent shall reasonably request. Notwithstanding anything herein to the contrary, when any notice is sent or delivered to the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication Borrower in accordance with this Section 9.04 but Agreement, reasonable efforts shall be made to also send a copy of such notice to the Collateral Manager. (b) Each of the Collateral Agent, the Custodian and the Collateral Administrator hereby agrees to accept and act upon instructions or directions pursuant to this Agreement sent by unsecured email (or .pdf files of executed documents) or other similar unsecured electronic methods; provided that any person providing such instructions or directions shall provide to any of the Collateral Agent, the Custodian or the Collateral Administrator, as applicable, an incumbency certificate listing such designated persons, which such incumbency certificate shall be amended and replaced whenever a person is to be added or deleted from the listing. If any party hereto elects to give any of the Collateral Agent, the Custodian or the Collateral Administrator, as applicable or email (or .pdf files of executed documents), the Collateral Agent’s, the Custodian’s or the Collateral Administrator’s understanding of such instructions actually received by any of the Collateral Agent, the Custodian or the Collateral Administrator, as applicable, shall be deemed controlling in the event that such instructions are ambiguous; provided that prior to acting in response to any such instructions that it deems to be ambiguous, the Collateral Agent, Custodian or Collateral Administrator shall use commercially reasonable efforts to contact the instructing party and obtain from such instructing party any necessary clarifications with respect to such instructions. Each of the other parties hereto understands and agrees that none of the Collateral Agent, the Custodian or the Collateral Administrator can determine the identity of the actual sender of such instructions and that the Collateral Agent, the Custodian or the Collateral Administrator shall conclusively presume that directions that purport to have been sent by an officer listed on the incumbency certificate provided to it have been sent by such officer. The other parties hereto shall be responsible for ensuring that only authorized officers transmit such instructions to the Collateral Agent, the Custodian or the Collateral Administrator and that each such party is solely responsible to safeguard the use and confidentiality of applicable user and authorization codes, passwords and/or authentication keys upon receipt by it. None of the Collateral Agent, the Custodian or the Collateral Administrator shall be liable for any losses, costs or expenses arising directly or indirectly from the Collateral Agent’s, the Custodian’s or the Collateral Administrator’s, as applicable, reasonable, good faith reliance upon and compliance with such instructions, notwithstanding that such directions conflict with or are inconsistent with a subsequent written instruction, subject to the duty of care applicable to such Person acting in such capacity. Each of the other parties hereto agrees (i) to assume all risks arising out of its respective use of such electronic methods to submit instructions and directions to any of the Collateral Agent, the Custodian or the Collateral Administrator, as applicable, including without limitation the risk of any of the Collateral Agent, the Custodian or the Collateral Administrator, as applicable, acting on unauthorized instructions, and the risk of interception and misuse by third parties, (ii) that it is fully informed of the protections and risks associated with the various methods of transmitting instructions to the Collateral Agent, the Custodian or the Collateral Administrator and that there may be more secure methods of transmitting instructions than the method(s) selected by it, (iii) that the security procedures (if any) to be followed in connection with its transmission of instructions provide to it a commercially reasonable degree of protection in light of its particular needs and circumstances and (iv) to notify the Collateral Agent, the Custodian or the Collateral Administrator immediately upon learning of any compromise or unauthorized use of the security procedures. (c) By executing this Agreement, the parties hereto hereby acknowledge and agree, and direct the Collateral Agent, the Custodian and the Collateral Administrator to acknowledge and agree and the Collateral Agent, the Custodian and the Collateral Administrator do hereby acknowledge and agree, that execution of this Agreement, any instruction, direction, notice, form or other document executed by any party to this Agreement or the Facility Documents in connection with this Agreement or such other Facility Documents, by electronic signatures (whether by ▇▇▇▇▇, Adobe Fill & Sign, Adobe Sign, DocuSign, or any other similar platform identified by such party and reasonably available at no undue burden or expense to the Collateral Agent, the Custodian or the Collateral Administrator) shall be permitted hereunder notwithstanding anything to the contrary herein and such electronic signatures shall be legally binding as if such electronic signatures were handwritten signatures. Any electronically signed document delivered via email from a person purporting to be a Responsible Officer shall be considered signed or executed by such Responsible Officer on such party’s behalf. To the extent received from a Responsible Officer, the parties hereto also hereby acknowledge and agree that the Collateral Agent, the Custodian and the Collateral Administrator shall have no duty to inquire into or investigate the authenticity or authorization of any such electronic signature and shall be entitled to conclusively rely on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that placesuch electronic signature without any liability with respect thereto.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all All notices and other communications provided for herein hereunder shall be either (x) in writing (including telecopier communication) and shall be mailed, telecopied, or delivered by hand or overnight courier service(y) as and to the extent set forth in Section 8.02(b) and in the proviso to this Section 8.02(a), mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the Company, any Pipeline Borrower or the Collateral AgentBorrower, to it the Company at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇7▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy Road, Purchase, New York 10577, Attention: Assistant Treasurer, Telecopier No. (▇▇▇) ▇▇▇-▇▇▇▇. , with a copy to General Counsel, Telecopier No. (b▇▇▇) Notices and other communications among the Secured Parties▇▇▇-▇▇▇▇; if to any Initial Lender, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, at its Domestic Lending Office set forth in its discretionAdministrative Questionnaire; if to any other Lender, agree to accept notices at its Domestic Lending Office specified in the Assignment and other communications to it hereunder by electronic communications Assumption pursuant to procedures approved which it became a Lender; and if to the Agent, at the Agent’s Address; or, as to the Company or the Agent, at such other address as shall be designated by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by in a written notice to the other parties heretoand, as to each other party, at such other address as shall be designated by such party in a written notice to the Company and the Agent, provided that materials required to be delivered pursuant to Section 5.01(d) shall be delivered to the Agent as specified in the last sentence of Section 5.01(d). All such notices and other communications given to any party hereto in accordance with the provisions of this Agreement mailed or sent by hand or overnight courier service shall be deemed to have been given when received; notices and effectivecommunications sent by telecopier shall be deemed to have been given when sent (except that, if sent by mail or courier not received during normal business hours for the recipient, shall be deemed to have been received at the opening of business on the date of delivery thereof next business day for the recipient). The Company and the Agent may agree to accept notice and other communications by electronic means pursuant to procedures approved by both parties. (b) The Company agrees that the Agent may make any written information, documents, instruments and other written materials that have been provided to the address specified herein Agent pursuant to the terms hereof (collectively, the “Communications”) available to the Lenders by posting such notices on Intralinks or a substantially similar electronic system (the “Platform”). The Company acknowledges that (i) the distribution of material through an electronic medium is not necessarily secure and that there are confidentiality and other risks associated with such distribution, (ii) the Platform is provided “as is” and “as available” and (iii) neither the Agent nor any of its Affiliates warrants the accuracy, adequacy or completeness of the Communications or the Platform and each expressly disclaims liability for errors or omissions in the Communications or the Platform. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third party rights or freedom from viruses or other code defects, is made by the Agent or any of its Affiliates in connection with the Platform. (c) Each Lender agrees that notice to it (as provided in the next sentence) (a “Notice”) received by it during its normal business hours specifying that any Communications have been posted to the Platform shall constitute effective delivery of such noticeinformation, documents or if by telecopier when the answerback is received or if by other means, on the date materials to such Lender for purposes of receiptthis Agreement; provided that if requested by any Lender the Agent shall deliver a notice given copy of the Communications to such Lender by telecopier e-mail or telecopier. Each Lender agrees (i) to notify the Agent in writing of such Lender’s e-mail address to which a Notice may be sent by electronic communication in accordance with transmission (including by electronic communication) on or before the date such Lender becomes a party to this Section 9.04 but received Agreement (and from time to time thereafter to ensure that the Agent has on record an effective e-mail address for such Lender) and (ii) that any day other than a Business Day or after business hours in the place of receipt, will Notice may be deemed sent to be received on the next Business Day in that placesuch e-mail address.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all All notices and other communications provided for herein hereunder shall be either (x) in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered (including e-mail or sent by telecopytelecopier communication) and mailed, e-mailed, telecopied or delivered or (y) as follows: (iand to the extent set forth in Section 8.02(b) and in the proviso to this Section 8.02(a), if to the Company, any Pipeline Borrower or the Collateral AgentBorrower, to it the Company at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇7▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇▇ Road, Purchase, New York 10577, Attention: Assistant Treasurer, E-Mail: P▇▇▇▇▇▇▇▇ (Telecopy ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇, with a copy to General Counsel, Telecopier No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and other communications among the Secured Parties; if to any Initial Lender, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, at its Domestic Lending Office set forth in its discretionAdministrative Questionnaire; if to any other Lender, agree to accept notices at its Domestic Lending Office specified in the Assignment and other communications to it hereunder by electronic communications Assumption pursuant to procedures approved which it became a Lender; and if to the Agent, at the Agent’s Address; or, as to the Company or the Agent, at such other address as shall be designated by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by in a written notice to the other parties heretoand, as to each other party, at such other address as shall be designated by such party in a written notice to the Company and the Agent, provided that materials required to be delivered pursuant to Section 5.01(d) shall be delivered to the Agent as specified in the last sentence of Section 5.01(d). All such notices and other communications given to any party hereto in accordance with the provisions of this Agreement mailed or sent by hand or overnight courier service shall be deemed to have been given when received; notices and effectivecommunications sent by e-mail or telecopier shall be deemed to have been given when sent (except that, if sent by mail or courier not received during normal business hours for the recipient, shall be deemed to have been received at the opening of business on the date of delivery thereof next business day for the recipient). The Company and the Agent may agree to accept notice and other communications by electronic means pursuant to procedures approved by both parties. (b) The Company agrees that the Agent may make any written information, documents, instruments and other written materials that have been provided to the address specified herein Agent pursuant to the terms hereof (collectively, the “Communications”) available to the Lenders by posting such notices on Intralinks or a substantially similar electronic system (the “Platform”). The Company acknowledges that (i) the distribution of material through an electronic medium is not necessarily secure and that there are confidentiality and other risks associated with such distribution, (ii) the Platform is provided “as is” and “as available” and (iii) neither the Agent nor any of its Affiliates warrants the accuracy, adequacy or completeness of the Communications or the Platform and each expressly disclaims liability for errors or omissions in the Communications or the Platform. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third party rights or freedom from viruses or other code defects, is made by the Agent or any of its Affiliates in connection with the Platform. (c) Each Lender agrees that notice to it (as provided in the next sentence) (a “Notice”) received by it during its normal business hours specifying that any Communications have been posted to the Platform shall constitute effective delivery of such noticeinformation, documents or if by telecopier when the answerback is received or if by other means, on the date materials to such Lender for purposes of receiptthis Agreement; provided that if requested by any Lender the Agent shall deliver a notice given copy of the Communications to such Lender by telecopier e-mail or telecopier. Each Lender agrees (i) to notify the Agent in writing of such L▇▇▇▇▇’s e-mail address to which a Notice may be sent by electronic communication in accordance with transmission (including by electronic communication) on or before the date such Lender becomes a party to this Section 9.04 but received Agreement (and from time to time thereafter to ensure that the Agent has on record an effective e-mail address for such Lender) and (ii) that any day other than a Business Day or after business hours in the place of receipt, will Notice may be deemed sent to be received on the next Business Day in that placesuch e-mail address.

Notices, Etc. (a) Except as otherwise specified herein, all notices, requests, demands or other communications to or upon the respective parties hereto shall be sent or delivered by mail, telegraph, telex, telecopy, cable or courier service and all such notices and communications shall, when mailed, telegraphed, telexed, telecopied, or cabled or sent by courier, be effective when deposited in the mails, delivered to the telegraph company, cable company or overnight courier, as the case of may be, or sent by telex or telecopier, except that notices and communications to the Pledgee or any Pledgor shall not be effective until received by the Pledgee or such Pledgor, as the case may be. All notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein shall be in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopy, addressed as follows: (ia) if to any Pledgor, at its address set forth opposite its signature below; (b) if to the CompanyPledgee, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇at: ▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇ Telephone No.: ▇▇▇-▇▇▇-▇▇▇▇ Telecopier No.: ▇▇▇-▇▇▇-▇▇▇▇; (c) if to any Lender Creditor, ▇either (x) to the Administrative Agent, at the address of the Administrative Agent specified in the Credit Agreement, or (y) at such address as such Lender Creditor shall have specified in the Credit Agreement; (d) if to any Hedging Creditor or Intermediate Holdco Creditor, at such address as such Hedging Creditor or Intermediate Holdco Creditor shall have specified in writing to each Assignor and the Collateral Agent; (e) if to the Intermediate Holdco Senior Note Collateral Agent, at: ▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, Attention of ▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Telephone No.: ▇▇▇-▇▇▇▇-▇▇▇▇ (Telecopy Telecopier No. (.: ▇▇▇) -▇▇▇-▇▇▇▇. (b) Notices and ; or at such other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and addressed to such other communications hereunder individual as shall have been furnished in writing by notice any Person described above to the other parties hereto. All notices and other communications given party required to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a give notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that placehereunder.

Notices, Etc. (a) Except as otherwise expressly provided in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below)this Credit Agreement, all notices and other communications provided for herein made or required to be given pursuant to this Credit Agreement or any Letter of Credit Applications shall be in writing and shall be delivered by hand or overnight courier servicein hand, mailed by United States registered or certified or registered mail first class mail, postage prepaid, sent by overnight courier, or sent -103- by telegraph, telecopy, facsimile or telex and confirmed by delivery via courier or postal service, addressed as follows: (ia) if to the Company, any Pipeline Borrower Holdings or the Collateral AgentBorrower, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇▇▇▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, Attention: each of V.P. Finance and General Counsel; with a copy to ▇▇▇▇▇▇, ▇▇▇▇ & ▇▇▇▇▇▇▇▇, LLP, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of Attention: ▇▇▇▇▇ ▇▇▇▇▇ or at such other address for notice as such Person shall have furnished in writing to the Person giving the notice; (b) if to the Agent, at ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇-▇, ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and ▇, ▇▇▇, Attention: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Energy & Utilities Division or such other communications among address for notice as the Secured Parties, Agent shall last have furnished in writing to the Collateral Agent and/or Person giving the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by itnotice; provided that approval of such procedures may be limited to particular notices or communications.and (c) Any party hereto may change its if to any Bank, at such Bank's address set forth on Schedule 1 -------- - hereto, or telecopy number such other address for notices and other communications hereunder by notice as such Bank shall have last furnished in writing to the other parties heretoPerson giving the notice. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement Any such notice or demand shall be deemed to have been duly given or made and effectiveto have become effective (a) if delivered by hand, overnight courier, telegraph, telecopy, telex or facsimile to a responsible officer of the party to which it is directed, at the time of the receipt thereof by such officer or the receipt of such telegraph, telecopy, telex or facsimile and (b) if sent by mail registered or courier on the date of delivery thereof to the address specified herein for such noticecertified first-class mail, or if by telecopier when the answerback is received or if by other meanspostage prepaid, on the date of receiptthird Business Day following the mailing thereof; provided provided, however, that telexed, telecopied -------- ------- or facsimile notices received by any party after its normal business hours (or on a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will Day) shall be deemed to be received effective on the next Business Day in that placeDay.

Notices, Etc. (a) Except All such notices and communications hereunder shall be sent or delivered by mail, telegraph, telex, telecopy, cable or overnight courier service and all such notices and communications shall, when mailed, telegraphed, telexed, telecopied, or cabled or sent by overnight courier, be effective when delivered to the telegraph company, cable company or overnight courier, as the case may be, or sent by telex or telecopier and when mailed shall be effective three Business Days following deposit in the case of mail with proper postage, except that notices and communications to the Pledgee shall not be effective until received by the Pledgee. All notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein shall be in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopy, addressed as follows: (ia) if to the Company, any Pipeline Borrower or the Collateral AgentPledgor, to it at the address and communications information set forth opposite its address specified in or pursuant to Section 10.01 of the Credit Agreementsignature below; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iiib) if to the Depository BankPledgee, to it at JPMorgan Chase Bankthe following address of, N.A.and the communications information for, Institutional Trust Services, the Pledgee: Morg▇▇ ▇▇▇ ▇ranty Trust Company of New York 60 W▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇-▇▇▇▇ ▇▇▇▇▇-Attention: Laur▇ ▇▇▇▇▇▇▇▇ Telephone No.: (Telecopy No. (212) ▇▇▇-▇▇▇▇ Facsimile No.: (212) ▇▇▇-▇▇▇▇. (b) Notices and other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice if to any Bank Creditor, either (x) to the other parties hereto. All notices respective Administrative Agent, at the address of such Administrative Agent specified in the respective Credit Agreement or (y) at such address and other communications given information as such Bank Creditor shall have specified in the respective Credit Agreement; (d) if to any party hereto Other Creditor at such address and communications information as such Other Creditor shall have specified in accordance with writing to the provisions of this Agreement Pledgor and the Pledgee; or at such other address as shall be deemed to have been given and effective, if sent furnished in writing by mail or courier on the date of delivery thereof any Person described above to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a party required to give notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that placehereunder.

Notices, Etc. (a) Except in the case of notices All notices, consents, waivers, and other communications expressly which are required or permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein under this Agreement shall be in writing and shall will be deemed given to a party (a) upon receipt, when personally delivered; (b) one (1) Business Day after deposit with an nationally recognized overnight courier service with next day delivery specified, costs prepaid) on the date of delivery, if delivered to the appropriate address by hand or by nationally recognized overnight courier serviceservice (costs prepaid); (c) the date of transmission if sent by facsimile or e-mail with confirmation of transmission by the transmitting equipment if such notice or communication is delivered prior to 5:00 P.M., mailed New York City time, on a Trading Day, or the next Trading Day after the date of transmission, if such notice or communication is delivered on a day that is not a Trading Day or later than 5:00 P.M., New York City time, on any Trading Day, provided confirmation of facsimile is mechanically or electronically generated and kept on file by the sending party and confirmation of email is kept on file, whether electronically or otherwise, by the sending party and the sending party does not receive an automatically generated message from the recipients email server that such e-mail could not be delivered to such recipient; (d) the date received or rejected by the addressee, if sent by certified mail, return receipt requested, postage prepaid; or registered (e) seven days after the placement of the notice into the mails (first class postage prepaid), to the party at the address, facsimile number, or e-mail or sent address furnished by telecopythe such party, as follows: (i) if If to the Company, any Pipeline Borrower or the Collateral Agentto: Mohawk Group Holdings, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any GrantorInc. ▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇▇ ▇▇▇▇▇, President & CEO Email: ▇▇▇▇▇@▇▇▇▇▇▇▇▇.▇▇▇ with copies (which shall not constitute notice) to: Fenwick & West, LLP 1211 Avenue of the ▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇ Attention: ▇▇▇▇ ▇▇▇▇▇▇▇, Esq. E-mail: ▇▇▇▇▇▇▇▇ (Telecopy No. (▇@▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and other communications among ▇▇▇, or if to a Purchaser, Broker or Holder of Merger Shares or Pre-Merger Shares, to such person at the Secured Parties, address set forth on the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower maysignature page hereto; or, in its discretioneither case, agree to accept notices and at such other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any address as any party hereto may change its address or telecopy number for notices and other communications hereunder by notice shall have furnished to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication writing in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that place11(g).

Notices, Etc. (a) Except in the case of notices and other communications Unless otherwise expressly permitted to be given by telephone (and subject to paragraph (b) below)provided herein, all notices and other communications provided for herein hereunder or any other Shared Collateral Document shall be in writing and (including by facsimile transmission). All such written notices shall be mailed, faxed or delivered by hand to the applicable address, facsimile number or overnight courier service, mailed by certified or registered (subject to Section 21(c)) electronic mail or sent by telecopyaddress, as follows: (i) if as to the CompanyCollateral Trustee, addressed to its address specified in the Indenture; Dynegy Second Lien Shared Security Agreement (ii) as to any Pipeline Borrower or the Collateral AgentGrantor, addressed to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above;shown on Schedule I hereto; and (iii) if as to any party, at such other address as shall be designated by such party in a written notice to the Depository Bankother parties. All such notices and other communications shall be deemed to be given or made upon the earlier to occur of (i) actual receipt by the relevant party hereto and (ii) (A) if delivered by hand or by courier, when signed for by or on behalf of the relevant party hereto; (B) if delivered by mail, four Business Days after deposit in the mails, postage prepaid; (C) if delivered by facsimile, when sent and receipt has been confirmed by telephone; and (D) if delivered by electronic mail (which form of delivery is subject to it at JPMorgan Chase Bankthe provisions of Section 21(c)), N.A.when delivered. In no event shall a voicemail message be effective as a notice, Institutional Trust Services, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇communication or confirmation hereunder. (b) Notices and other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder Any amendment or waiver of any provision of this Second Lien Shared Security Agreement or of any Second Lien Shared Security Agreement Supplement or Schedule hereto may be delivered or furnished transmitted and/or signed by electronic communicationsfacsimile. The Administrative Agent effectiveness of any such documents and signatures shall, subject to applicable law, have the same force and effect as manually signed originals and shall be binding on all parties thereto. The Collateral Trustee may also require that any such documents and signatures be confirmed by a manually signed original thereof; provided, however, that the failure to request or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval deliver the same shall not limit the effectiveness of such procedures may be limited to particular notices any facsimile document or communicationssignature. (c) Any party hereto Electronic mail and Internet and intranet websites may change its address be used only to distribute routine communications and to distribute Shared Collateral Documents for execution by the parties thereto, and may not be used for any other purpose. (d) The Collateral Trustee shall be entitled to rely and act upon any notices purportedly given by or telecopy number for on behalf of any Grantor even if (i) such notices were not made in a manner specified herein, were incomplete or were not preceded or followed by any other form of notice specified herein, or (ii) the terms thereof, as understood by the recipient, varied from any confirmation thereof. Each Grantor shall indemnify the Collateral Trustee from all losses, costs, expenses and liabilities resulting from the reliance by such Person on each notice purportedly given by or on behalf of any Grantor. All telephonic notices to and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions Collateral Trustee may be recorded by the Collateral Trustee, and each of this Agreement shall be deemed the parties hereto hereby consents to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that placerecording.

Notices, Etc. (a) Except Unless specifically provided otherwise in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below)this Agreement, all notices and other communications provided for herein hereunder shall be in writing (including facsimile) and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopyfacsimile, as follows: (i) if to the Company, any Pipeline Borrower or the Collateral AgentBorrower, to it in care of FE at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇Attention: Treasurer, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices ; if to any Bank, at its Domestic Lending Office specified opposite its name on Schedule I hereto; if to any other Lender, at its Domestic Lending Office specified in the Assignment and other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications Assumption pursuant to procedures approved by itwhich it became a Lender; provided that approval of such procedures may be limited if to particular notices or communications. (c) Any party hereto may change the Administrative Agent, at its address or telecopy number for notices and at PNC Bank, National Association, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇, Attention: Agency Services; if to any Fronting Bank identified on Schedule II hereto, at the address specified opposite its name on Schedule II hereto; if to any other communications hereunder Fronting Bank, at such address as shall be designated by such Fronting Bank in a written notice to 112461100 v3 the other parties; or, as to each party, at such other address as shall be designated by such party in a written notice to the other parties heretoparties. All Subject to the other notice requirements of this Agreement, all notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof receipt if delivered by hand or overnight courier service, mailed or sent by facsimile to such party and received during the address specified herein for normal business hours of such notice, party as provided in this Section or if by telecopier when in accordance with the answerback is received or if by other means, on the date of receipt; provided that a notice latest unrevoked direction from such party given by telecopier or electronic communication in accordance with this Section 9.04 but Section. If such notices and communications are received on any day other than a Business Day or after the normal business hours in the place of receiptsuch party, will receipt shall be deemed to be received on have been given upon the opening of the recipient’s next Business Day in that placeDay.

Notices, Etc. (a) Except in the case of notices and other communications Unless otherwise expressly permitted to be given by telephone (and subject to paragraph (b) below)provided herein, all notices and other communications provided for herein hereunder or any other Non-Shared Collateral Document shall be in writing and (including by facsimile transmission). All such written notices shall be mailed, faxed or delivered by hand to the applicable address, facsimile number or overnight courier service, mailed by certified or registered (subject to Section 21(c)) electronic mail or sent by telecopyaddress, as follows: (i) if as to the Company, any Pipeline Borrower or the Collateral Agent, addressed to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if as to any Grantorthe Borrower, addressed to it c/o the Company at the its address specified in or pursuant to clause (i) abovethe Credit Agreement; (iii) if as to the Depository Bankany Grantor, addressed to it at JPMorgan Chase Bankits address shown on Schedule I hereto; and (iv) as to any party, N.A.at such other address as shall be designated by such party in a written notice to the other parties. All such notices and other communications shall be deemed to be given or made upon the earlier to occur of (i) actual receipt by the relevant party hereto and (ii) (A) if delivered by hand or by courier, Institutional Trust Serviceswhen signed for by or on behalf of the relevant party hereto; (B) if delivered by mail, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇four Business Days after deposit in the mails, ▇▇▇▇ ▇▇▇▇▇postage prepaid; (C) if delivered by facsimile, ▇▇▇ ▇▇▇▇when sent and receipt has been confirmed by telephone; and (D) if delivered by electronic mail (which form of delivery is subject to the provisions of Section 21(c)), ▇▇▇ ▇▇▇▇ ▇▇▇▇▇when delivered. In no event shall a voicemail message be effective as a notice, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇communication or confirmation hereunder. (b) Notices Any amendment or waiver of any provision of this Non-Shared Security Agreement or of any Non-Shared Security Agreement Supplement or Schedule hereto may be transmitted and/or signed by facsimile. The effectiveness of any such documents and other communications among signatures shall, subject to applicable Law, have the Secured Parties, the same force and effect as manually signed originals and shall be binding on all parties thereto. The Collateral Agent and/or may also require that any such documents and signatures be confirmed by a manually signed original thereof; provided, however, that the Depository Bank hereunder may be delivered failure to request or furnished by electronic communications. The Administrative Agent deliver the same shall not limit the effectiveness of any facsimile document or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communicationssignature. (c) Any party hereto Electronic mail and Internet and intranet websites may change its address be used only to distribute routine communications and to distribute Non-Shared Collateral Documents for execution by the parties thereto, and may not be used for any other purpose. (d) The Collateral Agent shall be entitled to rely and act upon any notices purportedly given by or telecopy number for on behalf of any Grantor even if (i) such notices were not made in a manner specified herein, were incomplete or were not preceded or followed by any other form of notice specified herein, or (ii) the terms thereof, as understood by the recipient, varied from any confirmation thereof. Each Grantor shall indemnify the Collateral Agent from all losses, costs, expenses and liabilities resulting from the reliance by such Person on each notice purportedly given by or on behalf of any Grantor. All telephonic notices to and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions Collateral Agent may be recorded by the Collateral Agent, and each of this Agreement shall be deemed the parties hereto hereby consents to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that placerecording.

Notices, Etc. (a) Except in the case of notices All notices, consents, waivers, and other communications expressly which are required or permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein under this Agreement shall be in writing and shall will be deemed given to a party (a) upon receipt, when personally delivered; (b) one (1) Business Day after deposit with an nationally recognized overnight courier service with next day delivery specified, costs prepaid) on the date of delivery, if delivered to the appropriate address by hand or by nationally recognized overnight courier serviceservice (costs prepaid); (c) the date of transmission if sent by facsimile or e-mail with confirmation of transmission by the transmitting equipment if such notice or communication is delivered prior to 5:00 P.M., mailed New York City time, on a Trading Day, or the next Trading Day after the date of transmission, if such notice or communication is delivered on a day that is not a Trading Day or later than 5:00 P.M., New York City time, on any Trading Day, provided confirmation of facsimile is mechanically or electronically generated and kept on file by the sending party and confirmation of email is kept on file, whether electronically or otherwise, by the sending party and the sending party does not receive an automatically generated message from the recipients email server that such e-mail could not be delivered to such recipient; (d) the date received or rejected by the addressee, if sent by certified mail, return receipt requested, postage prepaid; or registered (e) seven days after the placement of the notice into the mails (first class postage prepaid), to the party at the address, facsimile number, or e-mail or sent address furnished by telecopythe such party, as follows: (i) if If to the Company, any Pipeline Borrower or the Collateral Agentto: Exicure, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any GrantorInc. ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository BankSuite 410 Skokie, to it at JPMorgan Chase BankIllinois 60077 Attention: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, N.A., Institutional Trust Services, CEO Facsimile: Email: with copy to: Sidley Austin LLP ▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇ ▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇ Attention: ▇▇▇ ▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and Facsimile: Email: if to a Holder, to: such Holder at the address set forth on the signature page hereto or the Company’s records; or at such other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or address as any party shall have furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication writing in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that place11(f).

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph except as provided in subsection (b) below), all notices and other communications provided for herein shall be in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopytelecopier as follows, and all notices and other communications expressly permitted hereunder to be given by telephone shall be made to the applicable telephone number, as follows: (i) if to the CompanyBorrower, any Pipeline Borrower the Administrative Agent, an Issuing Bank or the Collateral AgentSwing Line Bank, to it at its the address, telecopier number, electronic mail address or telephone number specified in or pursuant to Section 10.01 of the Credit Agreement;for such Person on Schedule 22; and (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository other Bank, to it at JPMorgan Chase Bankthe address, N.A.telecopier number, Institutional Trust Serviceselectronic mail address or telephone number specified in its Administrative Questionnaire (including, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇as appropriate, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention notices delivered solely to the Person designated by a Bank on its Administrative Questionnaire then in effect for the delivery of ▇▇▇▇▇ ▇▇▇▇▇notices that may contain material non-▇▇▇▇▇▇▇▇ (Telecopy Nopublic information relating to the Borrower). (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and other communications among the Secured Partiessent by hand or overnight courier service, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished mailed by electronic communications. The Administrative Agent certified or a Borrower mayregistered mail, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given when received; notices and effectiveother communications sent by telecopier shall be deemed to have been given when sent (except that, if not given during normal business hours for the recipient, shall be deemed to have been given at the opening of business on the next business day for the recipient). Notices and other communications delivered through electronic communications to the extent provided in subsection (b) below, shall be effective as provided in such subsection (b). (b) The Borrower hereby agrees that it will provide to the Administrative Agent all information, documents and other materials that it is obligated to furnish to the Administrative Agent pursuant to this Agreement and the other Loan Documents, including, without limitation, all notices, requests, financial statements, financial and other reports, certificates and other information materials, but excluding any such communication that (i) relates to a request for a new, or a conversion of an existing, Borrowing or other extension of credit (including any election of an interest rate or Interest Period relating thereto), (ii) relates to the payment of any principal or other amount due under this Agreement prior to the scheduled date therefor, (iii) provides notice of any Default or Event of Default under this Agreement or (iv) is required to be delivered to satisfy any condition precedent to the effectiveness of this Agreement and/or any borrowing or other extension of credit thereunder (all such non-excluded communications being referred to herein collectively as “Communications”), by transmitting the Communications in an electronic/soft medium in a format acceptable to the Administrative Agent pursuant to procedures approved by the Administrative Agent. In addition, the Borrower agrees to continue to provide the Communications to the Administrative Agent in the manner specified in this Agreement but only to the extent requested by the Administrative Agent. Unless the Administrative Agent otherwise prescribes, (i) Communications sent to an e-mail address shall be deemed received upon the sender’s receipt of an acknowledgement from the intended recipient (such as by the “return receipt requested” function, as available, return e-mail or courier other written acknowledgement), provided that if such notice or other communication is not sent during the normal business hours of the recipient, such notice or communication shall be deemed to have been sent at the opening of business on the date next business day for the recipient, and (ii) Communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its e-mail address as described in the foregoing clause (i) of delivery thereof notification that such notice or communication is available and identifying the website address therefor. (c) The Borrower further agrees that (i) the Administrative Agent and/or the Lead Arrangers may make the Communications and/or information provided by or on behalf of the Borrower hereunder available to the address specified herein for Banks by posting the Communications and such noticeother information on SyndTrak, Intralinks or a substantially similar electronic transmission system (the “Platform”) and (ii) certain of the Banks (each, a “Public Lender”) may have personnel who do not wish to receive material non-public information with respect to the Borrower or its affiliates, or if by telecopier when the answerback is received or if by respective securities of any of the foregoing, and who may be engaged in investment and other meansmarket-related activities with respect to such Persons’ securities. The Borrower hereby agrees that (w) all Communications and such other information that are to be made available to Public Lenders shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the date first page thereof; (x) by marking such Communications and other information “PUBLIC,” the Borrower shall be deemed to have authorized the Administrative Agent, the Lead Arrangers, the Issuing Banks and the Banks to treat such Communications and other information as not containing any material non-public information with respect to the Borrower or its securities for purposes of receiptUnited States Federal and state securities laws (provided, however, that to the extent such Communications and other information subject to §18.1, they shall be treated as set forth in §18.1); provided (y) all Communications and other information marked “PUBLIC” are permitted to be made available through a portion of the Platform designated “Public Side Information;” and (z) the Administrative Agent and the Lead Arrangers shall be entitled to treat any Communications and other information that are not marked “PUBLIC” as being suitable only for posting on a notice given by telecopier portion of the Platform not designated “Public Side Information.” Each Public Lender agrees to cause at least one individual at or electronic communication on behalf of such Public Lender to at all times have selected the “Private Side Information” or similar designation on the content declaration screen of the Platform in order to enable such Public Lender or its delegate, in accordance with such Public Lender’s compliance procedures and applicable Law, including United States Federal and state securities Laws, to make reference to Borrower Materials that are not made available through the “Public Side Information” portion of the Platform and that may contain material non-public information with respect to the Borrower or its securities for purposes of United States Federal or state securities laws. (d) THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE”. THE AGENT PARTIES (AS DEFINED BELOW) DO NOT WARRANT THE ACCURACY OR COMPLETENESS OF THE COMMUNICATIONS, OR THE ADEQUACY OF THE PLATFORM AND EXPRESSLY DISCLAIM LIABILITY FOR ERRORS OR OMISSIONS IN THE COMMUNICATIONS. NO WARRANTY OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, AN WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS OR FREEDOM FROM VIRUSES OR OTHER CODE DEFECTS, IS MADE BY THE AGENT PARTIES IN CONNECTION WITH THE COMMUNICATIONS OR THE PLATFORM. IN NO EVENT SHALL THE ADMINISTRATIVE AGENT OR ANY OF ITS AFFILIATES OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, ADVISORS OR REPRESENTATIVES (COLLECTIVELY, “AGENT PARTIES”) HAVE ANY LIABILITY TO THE BORROWER, ANY BANK OR ANY OTHER PERSON OR ENTITY FOR DAMAGES OF ANY KIND ARISING OUT OF THE BORROWER’S OR THE ADMINISTRATIVE AGENT’S TRANSMISSION OF COMMUNICATIONS THROUGH THE INTERNET, EXCEPT TO THE EXTENT THE LIABILITY OF ANY AGENT PARTY IS FOUND IN A FINAL NON-APPEALABLE JUDGMENT BY A COURT OF COMPETENT JURISDICTION TO HAVE RESULTED PRIMARILY FROM SUCH AGENT PARTY’S GROSS NEGLIGENCE, WILLFUL MISCONDUCT OR MATERIAL BREACH; PROVIDED, HOWEVER, THAT IN NO EVENT SHALL ANY AGENT PARTY HAVE ANY LIABILITY TO THE BORROWER, ANY BANK, ANY ISSUING BANK OR ANY OTHER PERSON FOR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (AS OPPOSED TO DIRECT OR ACTUAL DAMAGES). (e) The Administrative Agent agrees that the receipt of the Communications by the Administrative Agent at its e-mail address set forth above shall constitute effective delivery of the Communications to the Administrative Agent for purposes of this Section 9.04 but received on any day other than a Business Day or after business hours Agreement. Each Bank agrees that notice to it (as provided in the place next sentence) specifying that the Communications have been posted to the Platform shall constitute effective delivery of receipt, will the Communications to such Bank for purposes of this Agreement. Each Bank agrees to notify the Administrative Agent in writing (including by electronic communication) from time to time of such Bank’s e-mail address to which the foregoing notice may be deemed sent by electronic transmission and (ii) that the foregoing notice may be sent to be received on such e-mail address. (f) Nothing herein shall prejudice the next Business Day right of the Administrative Agent or any Bank to give any notice or other communication pursuant to this Agreement in that placeany other manner specified herein.

Notices, Etc. (a) Except in the case of notices All notices, consents, waivers, and other communications expressly which are required or permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein under this Agreement shall be in writing and shall will be deemed given to a party (a) upon receipt, when personally delivered; (b) one (1) Business Day after deposit with a nationally recognized overnight courier service with next day delivery specified, costs prepaid) on the date of delivery, if delivered to the appropriate address by hand or by nationally recognized overnight courier serviceservice (costs prepaid); (c) the date of transmission if sent by e-mail with confirmation of transmission by the transmitting equipment if such notice or communication is delivered prior to 5:00 P.M., mailed New York City time, on a Trading Day, or the next Trading Day after the date of transmission, if such notice or communication is delivered on a day that is not a Trading Day or later than 5:00 P.M., New York City time, on any Trading Day, provided confirmation of email is kept on file, whether electronically or otherwise, by the sending party and the sending party does not receive an automatically generated message from the recipients email server that such e-mail could not be delivered to such recipient; (d) the date received or rejected by the addressee, if sent by certified mail, return receipt requested, postage prepaid; or registered (e) seven (7) days after the placement of the notice into the mails (first class postage prepaid), to the party at the address or e-mail or sent address furnished by telecopythe such party, as follows: (i) if If to the Company, any Pipeline Borrower or the Collateral Agentto: Odyssey Semiconductor Technologies, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ Inc. ▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇, ▇▇▇▇ ▇▇▇ ▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇Attn: ▇▇▇▇▇▇▇ (Telecopy No▇. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and ▇, CEO Email: if to a Holder, to: such Holder at the address set forth on the signature page hereto or the Company’s records; or at such other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or address as any party shall have furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication writing in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that place11(i).

Notices, Etc. (a) Except in the case of where telephonic instructions or notices and other communications expressly permitted are authorized herein to be given by telephone (and subject to except as provided in paragraph (b) below), all notices notices, demands, instructions and other communications provided for herein required or permitted to be given to or made upon any party hereto or any other Person shall be in writing and shall be personally delivered by hand or overnight courier service, mailed by certified or registered mail or sent by registered or certified mail, postage prepaid, return receipt requested, or by a reputable overnight or courier delivery service, or by telecopier, and shall be deemed to be given for purposes of this Agreement when received or in the case of notice delivered by telecopy, upon completion of transmission with a copy of such notice also being delivered under any of the methods provided above, all in accordance with the provisions of this Section 12.3. Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section 12.3, notices, demands, instructions and other communications in writing shall be given to or made upon the respective parties hereto at their respective addresses (or to their respective telecopier numbers) and, in the case of telephonic instructions or notices, by calling the telephone number or numbers indicated for such party as follows: (i) if to the Company, any Pipeline Borrower or the Collateral Borrowers’ Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇ Way, Perrysburg, OH 43551, attention: ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of and ▇▇▇▇▇ ▇▇▇▇▇▇▇, e-mail: ▇▇▇▇.▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇@▇-▇.▇▇▇▇ (telecopy: 567.336.1218); (ii) if to Administrative Agent, to it at the Notice Address; and (iii) if to a Lender or any other Issuing Lender, to it at its address (or telecopy number) set forth on its most recent administrative questionnaire delivered to Administrative Agent or in the Assignment and Assumption Agreement pursuant to which such Lender shall have become a party hereto. (b) Notices and other communications among the Secured Partiesto or by any Agent, the Collateral Agent and/or Lenders and the Depository Bank Issuing Lender hereunder may be delivered or furnished by electronic communications. The communication (including e-mail and Internet or intranet websites) pursuant to procedures approved by Administrative Agent, provided that the foregoing shall not apply to notices pursuant to Article II unless otherwise agreed by Administrative Agent and the applicable Lender and, to the extent applicable, the Issuing Lender. Any Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; , provided that approval of such procedures may be limited to particular notices or communications. . Unless Administrative Agent otherwise prescribes, (ci) Any party hereto may change its address or telecopy number for notices and other communications hereunder sent to an e-mail address or by facsimile transmission shall be deemed received upon the sender’s receipt of an acknowledgement from the intended recipient (such as by the “return receipt requested” function, as available, return e-mail or other written acknowledgement), provided that if such notice to the or other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement communication is sent after 5:00 p.m. (New York City time), such notice or communication shall be deemed to have been given and effective, if sent by mail or courier on at the date opening of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day for the recipient, and (ii) notices or communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its e-mail address as described in the foregoing clause (i) of notification that placesuch notice or communication is available and identifying the website address therefor. Each Loan Party and Lender hereunder agrees to notify Administrative Agent in writing promptly of any change to the notice information provided above.

Notices, Etc. (a) Except in the case of where telephonic instructions or notices and other communications expressly permitted are authorized herein to be given by telephone (and subject to except as provided in paragraph (b) below), all notices notices, demands, instructions and other communications provided for herein required or permitted to be given to or made upon any party hereto or any other Person shall be in writing and shall be personally delivered by hand or overnight courier service, mailed by certified or registered mail or sent by registered or certified mail, postage prepaid, return receipt requested, or by a reputable overnight or courier delivery service, or by telecopier, and shall be deemed to be given for purposes of this Agreement when received or in the case of notice delivered by telecopy, upon completion of transmission with a copy of such notice also being delivered under any of the methods provided above, all in accordance with the provisions of this Section 12.3. Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section 12.3, notices, demands, instructions and other communications in writing shall be given to or made upon the respective parties hereto at their respective addresses (or to their respective telecopier numbers) and, in the case of telephonic instructions or notices, by calling the telephone number or numbers indicated for such party as follows: (i) if to the Company, any Pipeline Borrower or the Collateral Borrowers’ Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇ Way, Perrysburg, OH 43551, attention: ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of and ▇▇▇▇▇ ▇▇▇▇▇▇▇, e-mail: ▇▇▇▇.▇▇▇▇▇▇▇▇▇@o- ▇.▇▇▇ (Telecopy No. telecopy: 567.336.1218); (▇▇▇ii) ▇▇▇-▇▇▇▇if to Administrative Agent, to it at the Notice Address; and (iii) if to a Lender or any other Issuing Lender, to it at its address (or telecopy number) set forth on its most recent administrative questionnaire delivered to Administrative Agent or in the Assignment and Assumption Agreement pursuant to which such Lender shall have become a party hereto. (b) Notices and other communications among the Secured Partiesto or by any Agent, the Collateral Agent and/or Lenders and the Depository Bank Issuing Lender hereunder may be delivered or furnished by electronic communications. The communication (including e-mail and Internet or intranet websites) pursuant to procedures approved by Administrative Agent, provided that the foregoing shall not apply to notices pursuant to Article II unless otherwise agreed by Administrative Agent and the applicable Lender and, to the extent applicable, the Issuing Lender. Any Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; , provided that approval of such procedures may be limited to particular notices or communications. . Unless Administrative Agent otherwise prescribes, (ci) Any party hereto may change its address or telecopy number for notices and other communications hereunder sent to an e- mail address or by facsimile transmission shall be deemed received upon the sender’s receipt of an acknowledgement from the intended recipient (such as by the “return receipt requested” function, as available, return e-mail or other written acknowledgement), provided that if such notice to the or other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement communication is sent after 5:00 p.m. (New York City time), such notice or communication shall be deemed to have been given and effective, if sent by mail or courier on at the date opening of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day for the recipient, and (ii) notices or communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its e- mail address as described in the foregoing clause (i) of notification that placesuch notice or communication is available and identifying the website address therefor. Each Loan Party and Lender hereunder agrees to notify Administrative Agent in writing promptly of any change to the notice information provided above.

Notices, Etc. (a) Except in the case of where telephonic instructions or notices and other communications expressly permitted are authorized herein to be given by telephone (and subject to except as provided in paragraph (b) below), all notices notices, demands, instructions and other communications provided for herein required or permitted to be given to or made upon any party hereto or any other Person shall be in writing and shall be personally delivered by hand or overnight courier service, mailed by certified or registered mail or sent by registered or certified mail, postage prepaid, return receipt requested, or by a reputable overnight or courier delivery service, or by telecopier, and shall be deemed to be given for purposes of this Agreement when received, or in the case of notice delivered by telecopy, as follows: (i) if to upon completion of transmission with a copy of such notice also being delivered under any of the Companyother methods provided above, any Pipeline Borrower or all in accordance with the Collateral Agent, to it at its address provisions of this Section 13.3. Unless otherwise specified in a notice sent or pursuant delivered in accordance with the foregoing provisions of this Section 13.3, notices, demands, instructions and other communications in writing shall be given to Section 10.01 or made upon the respective parties hereto at their respective addresses (or to their respective telecopier numbers) indicated on Schedule 13.3 attached hereto or, in the case of any Assignee, on its signature page to its Assignment and Assumption Agreement and, in the Credit case of telephonic instructions or notices, by calling the telephone number or numbers indicated for such party on Schedule 13.3 attached hereto or such Assignment or Assumption Agreement; (ii) if to any Grantor, to it c/o as the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇case may be. (b) Notices and other communications among to or by Administrative Agent and the Secured Parties, the Collateral Agent and/or the Depository Bank Lenders hereunder may be delivered or furnished by electronic communicationscommunication (including e-mail and Internet or intranet websites) pursuant to procedures approved by Administrative Agent, provided that the foregoing shall not apply to notices pursuant to Article II unless otherwise agreed by Administrative Agent and the applicable Lender. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; , provided that approval of such procedures may be limited to particular notices or communications. . Unless Administrative Agent otherwise prescribes, (ci) Any party hereto may change its address or telecopy number for notices and other communications hereunder sent to an e-mail address shall be deemed received upon the sender’s receipt of an acknowledgement from the intended recipient (such as by the “return receipt requested” function, as available, return e-mail or other written acknowledgement), provided that if such notice to the or other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement communication is sent after 5:00 p.m. (New York City time), such notice or communication shall be deemed to have been given and effective, if sent by mail or courier on at the date opening of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day for the recipient, and (ii) notices or communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its e-mail address as described in the foregoing clause (i) of notification that placesuch notice or communication is available and identifying the website address therefor.

Notices, Etc. (a) Except as otherwise expressly provided in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below)this Credit Agreement, all notices and other communications provided for herein made or required to be given pursuant to this Credit Agreement or the other Loan Documents shall be in writing and shall be delivered by hand or overnight courier servicein hand, mailed by United States registered or certified or registered mail first-class mail, postage prepaid, sent by overnight courier, or sent by telecopytelegraph, telex or telecopier and confirmed by delivery via courier or postal service, addressed as follows: (ia) if to the CompanyBorrowers, any Pipeline Borrower c/o Casella Waste Systems, Inc. at ▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇, ▇.▇. ▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: Chairman and Chief Financial Officer, telecopy number ▇▇▇-▇▇▇-▇▇▇▇, or at such other address for notice as the Collateral Agent, Borrowers shall last have furnished in writing to it at its address specified in or pursuant to Section 10.01 of the Credit AgreementPerson giving the notice; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iiib) if to the Depository BankAdministrative Agent or Fleet, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇, Attention: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, ▇▇▇ Managing Director, telecopy number ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇-▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and , or at such other communications among address for notice as the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, Fleet shall last have furnished in its discretion, agree writing to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by itthe Person giving the notice; provided that approval of such procedures may be limited to particular notices or communications.or (c) Any party hereto may change its if to any Lender, at such Lender's address set forth on SCHEDULE 2 hereto, or telecopy number such other address for notices and other communications hereunder by notice as such Lender shall have last furnished in writing to the other parties heretoPerson giving the notice. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement Any such notice or demand shall be deemed to have been duly given or made and effectiveto have become effective (a) if delivered by hand, overnight courier or facsimile to a responsible officer of the party to which it is directed, at the time of the receipt thereof by such officer, (b) if sent by mail registered or courier on certified first-class mail, postage prepaid, five (5) Business Days after the date posting thereof, and (c) if sent by telex or cable, at the time of delivery thereof to the address specified herein for such noticedispatch thereof, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after normal business hours in the place country of receipt, will be deemed to be received or otherwise at the opening of business on the next following Business Day in that placeDay.

Notices, Etc. Any offer, acceptance, election, approval, consent, request, waiver, notice or other document (acollectively, "Notice") Except in the case of notices and other communications expressly required or permitted to be given by telephone (and subject pursuant to paragraph (b) below)any provisions of this Agreement, all notices and other communications provided for herein shall be deemed duly given only when in writing writing, signed by or on behalf of the person giving the same, and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopy, as follows: either (i) if personally delivered (with receipt acknowledged), (ii) sent by telefax (with appropriate confirmation of receipt), (iii) sent by registered or certified mail, return receipt requested, postage prepaid, or (iv) sent by overnight courier, addressed to the Companyperson or persons to whom such Notice is to be given, in each case at the address, telephone number and/or facsimile number set forth for such party in annexed Schedule 3, or at such other address as shall have been set forth in a Notice sent pursuant to the provisions of this Article. Notwithstanding any provision herein to the contrary, any Pipeline Borrower routine reports required by this Agreement to be submitted to the Partners at specified times may be sent by first-class mail. All Notices shall be deemed given (i) when received or the Collateral Agentreceipt is refused, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantordelivery is by facsimile, to it c/o the Company at the address specified in upon confirmation of transmission, or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention upon failure of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval delivery because notice of such procedures may be limited to particular notices or communications. (c) Partner's change of address has not been given in accordance with the terms of this Section 20.2. Any party hereto Partner may change its address or telecopy and/or telephone number for notices the receipt of Notices at any time by giving Notice thereof to all other Partners; but no such Notice of change of address and other communications hereunder telephone number shall be effective until received by notice the Partners, and any Partner which is prevented from giving any Notice pursuant hereto to any Partner on account of such Partner changing its address and/or telephone number without having given Notice thereof to all the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement Partners shall nevertheless be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication Notice in accordance with this Section 9.04 but received on 20.2 to such Partner, provided such Notice is sent to the most recent address of such Partner of which Notice has been given pursuant hereto. A copy of any day other than a Business Day or after business hours Notice shall be delivered to the respective attorneys for the parties as indicated in the place of receiptSchedule 3 hereto, will be deemed as amended from time to be received on the next Business Day in that placetime.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein shall be in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the CompanyBorrower, any Pipeline Borrower Capital One, National Association, Collateral Manager, Collateral Custodian, or the Collateral Agent▇▇▇▇▇▇▇ Bank, to it at its address specified in or pursuant to Section 10.01 of the Credit as set forth on Annex A; [Investcorp] Loan and Security Agreement; (ii) if to any Grantorthe Administrative Agent, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository BankCapital One, to it at JPMorgan Chase Bank, N.A., Institutional Trust ServicesNational Association, ▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇ (Email: ▇▇▇▇.▇▇▇▇▇▇@▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) .▇▇▇-▇▇▇▇); (iii) if to any other Lender, to it at its address (or telecopy number) set forth in its Administrative Questionnaire. (b) Notices and other communications among to the Secured Parties, the Collateral Agent and/or the Depository Bank Lenders hereunder may be delivered or furnished by electronic communicationscommunication (including e-mail and internet or intranet websites) pursuant to procedures approved by the Administrative Agent; provided that, the foregoing shall not apply to notices to any Lender pursuant to Article II if such ▇▇▇▇▇▇ has notified the Administrative Agent that it is incapable of receiving notices under such Article by electronic communication. The Administrative Agent or a the Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that that, approval of such procedures may be limited to particular notices or communications. . Unless the Administrative Agent otherwise prescribes, (ci) Any party hereto may change its address or telecopy number for notices and other communications hereunder sent to an e-mail address shall be deemed received upon the sender’s receipt of an acknowledgement from the intended recipient (such as by the “return receipt requested” function, as available, return e-mail or other written acknowledgement); provided that, if such notice to or other communication is not sent during the other parties hereto. All notices and other communications given to any party hereto in accordance with normal business hours of the provisions of this Agreement recipient, such notice or communication shall be deemed to have been given and effective, if sent by mail or courier at the opening of business on the date next business day for the recipient, and (ii) notices or communications posted to an internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its e-mail address as described in the foregoing clause (i) of delivery thereof notification that such notice or communication is available and identifying the website address therefor. (c) The Borrower agrees that the Administrative Agent may, but shall not be obligated to, make Syndicate Communications available to the address specified herein Lenders by posting such Syndicate Communications on the Platform. The Platform is provided by the Administrative Agent “as is” and “as available”. The Agent Parties (defined below) do not warrant the accuracy or completeness of the Syndicate Communications or the adequacy of the Platform and expressly disclaim liability for errors or omissions in the Syndicate Communications. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Syndicate Communications or the Platform. In no event shall the Administrative Agent or any of its Affiliates (collectively, the “Agent Parties”) have any liability to the Borrower, any Lenders or any other Person for losses, claims, damages, liabilities or expenses of any kind (whether in tort, contract or otherwise) arising out of the Borrower’s or any Agent Party’s transmission or posting of Obligor materials through the Platform or via email, except to the extent such noticelosses, claims, damages, liabilities or expenses are determined by a court of competent jurisdiction by a final and non-appealable judgment to have resulted from the gross negligence or willful misconduct of such Agent Party; provided, however, that in no event shall any Agent Party have any liability to Borrower, any Lender or any other Person for indirect, incidental, consequential or punitive damages (as opposed to direct or actual damages). [Investcorp] Loan and Security Agreement (d) Notwithstanding the foregoing, the Borrower hereby acknowledges that certain of the Lenders (each, a “Public Lender”) may have personnel who do not wish to receive material non-public information with respect to the Borrower or its Affiliates, or if by telecopier when the answerback is received or if by respective securities of any of the foregoing, and who may be engaged in investment and other meansmarket-related activities with respect to such Person’s securities. The Borrower hereby agrees that (i) all Syndicate Communications that are to be made available to Public Lenders shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the date of receiptfirst page thereof; provided that a notice given (ii) by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in marking Syndicate Communications “PUBLIC”, the place of receipt, will Borrower shall be deemed to authorize the Administrative Agent and the Lenders to treat such Syndicate Communications as not containing any material non-public information with respect to the Borrower or any Affiliate thereof or their respective securities for purposes of United States Federal and state securities laws; (iii) all Syndicate Communications marked “PUBLIC” are permitted to be received made available through the Platform; and (iv) the Administrative Agent shall be entitled to treat any Syndicate Communications that are not marked “PUBLIC” as being suitable only for posting on a portion of the next Business Day in that placePlatform designated as “Non-Public Information”.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all All notices and other communications provided for herein hereunder, unless otherwise expressly stated herein, shall be in writing (including telecopier, telegraphic or telex communication) and shall be delivered by hand mailed, telecopied, telegraphed, telexed or overnight courier servicedelivered, mailed by certified if to any Initial Borrower, at its address set forth below its name on the signature pages hereof; if to any Designated Subsidiary that becomes a Borrower hereunder, at its address set forth below its name on the signature page to its Designation Letter; if to any Initial Lender, at its Base Rate Lending Office specified opposite its name on Schedule I hereto; if to any other Lender, at its Base Rate Lending Office specified in the Assignment and Acceptance or registered mail or sent by telecopythe Assumption Agreement, as follows: (i) the case may be, pursuant to which it became a Lender; if to the Company, any Pipeline Borrower or the Collateral Administrative Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantorat Two Penns Way, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository BankNew Castle, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇: ▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ications Department; or, Attention as to any Borrower or the Administrative Agent, at such other address as shall be designated by such party in a written notice to the other parties and, as to each other party, at such other address as shall be designated by such party in a written notice to the Company and the Administrative Agent. All such notices and communications shall, when mailed, telecopied, telegraphed or telexed, be effective when deposited in the mails, telecopied, delivered to the telegraph company or confirmed by telex answerback, respectively, except that notices and communications to the Administrative Agent pursuant to Article II, III or VIII shall not be effective until received by the Administrative Agent. Delivery by telecopier of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇an executed counterpart of any amendment or waiver of any provision of this Agreement or any of the Notes or of any Exhibit hereto to be executed and delivered hereunder shall be effective as delivery of a manually executed counterpart thereof. (b) Notices If any notice required under this Agreement is permitted to be made, and other communications among is made, by telephone, actions taken or omitted to be taken in reliance thereon by the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a any Lender shall be binding upon the Borrower may, delivering such notice notwithstanding any inconsistency between the notice provided by telephone and any subsequent writing in its discretion, agree confirmation thereof provided to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by itthe Administrative Agent or such Lender; provided that approval any such action taken or omitted to be taken by the Administrative Agent or such Lender shall have been in good faith and in accordance with the terms of such procedures may be limited to particular notices or communicationsthis Agreement. (c) Any party hereto may change its address Notwithstanding anything to the contrary contained in this Agreement or telecopy number for notices and other communications hereunder by any Note, (i) any notice to the other parties hereto. All notices and other communications given Borrowers or to any party hereto in accordance with the provisions one of them required under this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof any such Note that is delivered to the address specified herein for Company shall constitute effective notice to the Borrowers or to any such noticeBorrower, including the Company and (ii) any Notice of Borrowing or if any notice of Conversion delivered pursuant to Section 2.08 may be delivered by telecopier when any Borrower or by the answerback is received or if by other meansCompany, on behalf of any other Borrower. Each Initial Borrower (other than the date of receipt; provided that a notice given by telecopier or electronic communication Company) and each Designated Subsidiary hereby irrevocably appoints the Company as its authorized agent to receive and deliver notices in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours 9.02, and hereby irrevocably agrees that (A) in the place case of receiptclause (i) of the immediately preceding sentence, will the failure of the Company to give any notice referred to therein to any such Initial Borrower or any such Designated Subsidiary, as the case may be, to which such notice applies shall not impair or affect the validity of such notice with respect thereto and (B) in the case of clause (ii) of the immediately preceding sentence, the delivery of any such notice by the Company, on behalf of any other Borrower, shall be deemed binding on such other Borrower to be received on the next Business Day in that placesame extent as if such notice had been executed and delivered directly by such Borrower.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all All notices and other communications provided for herein hereunder shall be in writing (including telegraphic or telecopy communication) and shall be delivered by hand mailed, telegraphed, telecopied or overnight courier servicedelivered, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the Company, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any GrantorBorrower or any Guarantor, to it c/o the Company at the Parent's address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇AbitibiBowater Inc., ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇, ▇▇▇▇▇▇, Attention: Chief Financial Officer; with a copy to: General Counsel; if to any Lender, at its Lending Office, respectively, specified opposite its name on Schedule I; if to any other Lender, at its Lending Office specified in the Assignment and Acceptance pursuant to which it became a Lender; if to FFH, at its address at ▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇-▇ West, Suite 800, Toronto, ON, M5J 2N7, Canada, Attention: ▇▇▇▇ ▇▇▇▇▇▇▇▇ (Telecopy No, or as to a Borrower, any Guarantor, any Lender or any Agent, at such other address as shall be designated by such party in a written notice to the other parties. (▇▇▇) ▇▇▇-▇▇▇▇All such notices and communications shall, when mailed, telegraphed or telecopied, be effective 3 Business Days after being deposited in the U.S. mails, first class postage prepaid, delivered to the telegraph company or confirmed as received when sent by telecopier, respectively, except that notices and communications to the Administrative Agent pursuant to Article II or III shall not be effective until received by the Administrative Agent. Delivery by telecopier of an executed counterpart of any amendment or waiver of any provision of this Agreement or of any Exhibit hereto to be executed and delivered hereunder shall be effective as delivery of a manually executed counterpart thereof. (b) Notices The Borrowers hereby agree that it will provide to the Lenders all information, documents and other communications among materials that it is obligated to furnish to the Secured PartiesLenders pursuant to the Loan Documents, including, without limitation, all notices, requests, financial statements, financial and other reports, certificates and other information materials, but excluding any such communication that (i) relates to the Collateral Agent and/or payment of any principal or other amount due under this Agreement prior to the Depository Bank hereunder may scheduled date therefor, (ii) provides notice of any Default or Event of Default under this Agreement or (iii) is required to be delivered or furnished to satisfy any condition precedent to the effectiveness of this Agreement (all such non-excluded communications being referred to herein collectively as "Communications"), by electronic communicationstransmitting the Communications in an electronic/soft medium in a format acceptable to the Lenders heretofore provided to the Borrowers. The Borrower hereby agree that any information provided to the Administrative Agent or a Borrower may, in its discretion, agree shall also be provided to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communicationsthe Lenders. (c) Any party hereto Each Lender agrees to notify the Borrowers in writing (including by electronic communication) from time to time of such Lender's e-mail address to which the foregoing notice may change its address be sent by electronic transmission and that the foregoing notice may be sent to such e-mail address. Nothing herein shall prejudice the right of any Lender to give any notice or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given communication pursuant to any party hereto Loan Document in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address any other manner specified herein for in such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that placeLoan Document.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all All notices and other communications provided for herein hereunder shall be in writing (including telecopier, telegraphic or telex communication) and shall be delivered by hand mailed, telecopied, telegraphed, telexed or overnight courier servicedelivered, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the CompanyBorrower, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantorat 7 West Seventh Street, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository BankCincinnati, to it at JPMorgan Chase BankOhio 45202, N.A., Institutional Trust Services, ▇ Atte▇▇▇▇▇: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇ ▇ ▇▇▇▇ to General Counsel; if to any Initial Lender, at its Domestic Lending Office specified opposite its name on Schedule I hereto; if to any other Lender, at its Domestic Lending Office specified in the Assignment and Acceptance pursuant to which it became a Lender; and if Citibank in its capacity as Paying Agent or Administrative Agent, at its address at 2 Penns Way, Suite 200, New Castle, Delaware 19720, ▇▇▇▇▇▇▇▇▇: ▇▇▇ ▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (; ▇▇, ▇) ▇ ▇▇ the Borrower, ▇▇-▇▇▇▇. (b) Notices and other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative he Paying Agent or such Administrative Agent, at such other address as shall be designated by such party in a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by written notice to the other parties heretoand, as to each other party, at such other address as shall be designated by such party in a written notice to the Borrower and the Paying Agent. All such notices and other communications given shall, (a) when mailed, be effective three Business Days after the same is deposited in the mails, (b) when mailed for next day delivery by a reputable freight company or reputable overnight courier service, be effective one Business Day thereafter, and (c) when sent by telegraph, telecopier or telex, be effective when the same is confirmed by telephone, telecopier confirmation or return telecopy or telex answerback, respectively, except that notices and communications to the Paying Agent pursuant to Article II, III or VII shall not be effective until received by the Paying Agent. Delivery by telecopier of an executed counterpart of any party hereto in accordance with the provisions amendment or waiver of any provision of this Agreement or the Notes or of any Exhibit hereto to be executed and delivered hereunder shall be deemed to have been given and effective, if sent by mail or courier on the date effective as delivery of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that placemanually executed counterpart thereof.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all All notices and other communications provided for herein hereunder shall, unless otherwise stated herein, be in writing (including facsimile communication) and shall be (1) personally delivered or sent by certified mail or overnight air courier, or postage prepaid, to the intended party at the address or facsimile number of such party set forth opposite its name on Schedule 12.02 or at such other address as shall be designated by such party in a written notice to the other parties hereto or (2) in the case of all notices and other communications other than Notices of Borrowing and notices under Section 7.03(a), posted to a data site with an email notification to the Administrative Agent on behalf of each Lender. All such notices and communications shall be effective, (i) if personally delivered, when received, (ii) if sent by overnight air courier, the next Business Day after delivery to the related air courier service, if delivery is guaranteed as of the next Business Day, (iii) if made available by the Borrower by uploading and posting to an agreed upon data site, once posted, and (iv) if sent by certified mail, three (3) Business Days after having been deposited in the mail, postage prepaid, if sent during business hours (if sent after business hours, then on the next Business Day) except that notices and communications pursuant to Article II shall not be effective until received. In addition to the available means of delivering notice above, all notices and other communication provided for hereunder shall, unless stated otherwise herein, be in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or effective when sent by telecopy, as follows: (i) if via email during business hours to the Company, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-.▇▇▇▇▇▇▇▇ (Telecopy No. (@▇▇▇) ▇▇▇-▇▇▇▇▇▇▇▇. (b) Notices ▇▇▇ with a copy to the general counsel of the Borrower at ▇▇▇▇.▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, to the Administrative Agent at ▇▇▇▇▇▇▇_▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ and other communications among ▇▇▇_▇▇▇_▇▇▇▇▇▇_▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ with copies to ▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ and to the Secured PartiesLenders at the email addresses set forth on Schedule 12.02, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished once receipt has been confirmed by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. means (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or via email after business hours in the place of receipthours, will be deemed to be received then on the next Business Day in that placeDay).

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein shall be in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the Company, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for All notices and other communications hereunder shall, unless otherwise stated herein, be given in writing or by any telecommunication device capable of creating a written record (including, with respect to Approved Electronic Communications and other notices and communications described below, electronic mail), (i) to each of the Seller, the Servicer, the Agent and the Initial Purchasers, at its address set forth under its name on the signature pages hereof, (ii) to each Purchaser other than the Initial Purchasers, at its address specified on the Assignment and Acceptance pursuant to which it became a Purchaser hereunder or (iii) to any party hereto at such other address as shall be designated by such party in a notice to the other parties heretohereto given as provided herein. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier made on the date of delivery thereof to receipt if delivered by hand or overnight courier service or sent by telecopy equipment of the address specified herein for such noticesender, or if by telecopier when the answerback is received or if by other means, on the date of receipt; five Business Days after dispatch by certified or registered mail if mailed, in each case delivered, sent or mailed (properly addressed) to such party as provided that a notice in this Section 11.3 or in accordance with the latest unrevoked direction from such party given by telecopier or electronic communication in accordance with this Section 9.04 but received on 11.3. Notices and other communications to the Purchasers hereunder not constituting Approved Electronic Communications may be delivered or furnished by electronic communications pursuant to procedures approved by the Agent; provided that the foregoing shall not apply to notices pursuant to Article II or III unless otherwise agreed by the Agent and the applicable Purchaser. Each of the Agent, the Seller and the Servicer may, in its discretion, agree to accept notices and other communications to it hereunder or under any day other than a Business Day Transaction Document that do not constitute Approved Electronic Communications, by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that placecommunications.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted Subject to be given by telephone (and subject to paragraph clauses (b) below)through (f) of this Section 8.02, all notices and other communications provided for herein hereunder shall be in writing CREDIT AGREEMENT (including telecopier communication) and shall be delivered by hand mailed, telecopied or overnight courier servicedelivered, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the CompanyBorrower, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇▇▇▇ ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, New Britain, Connecticut 06053, Attention: Secretary, telecopy no. ▇▇▇-▇▇▇-▇▇▇▇, with a copy to ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, Treasurer, at the same address and telecopy no. ▇▇▇-▇▇▇-▇▇▇▇; if to any Initial Lender, at its Domestic Lending Office specified opposite its name on Schedule I hereto; if to any other Lender, at its Domestic Lending Office specified in the Assignment and Acceptance or accession agreement pursuant to which it became a Lender; and if to the Administrative Agent, at its address at ▇ ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇, Attention of Attention: Bank Loans Syndication, telecopy no. ▇▇▇▇▇ ▇▇-▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and ; or, as to the Borrower or the Administrative Agent, at such other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may address as shall be delivered or furnished designated by electronic communications. The Administrative Agent or such party in a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by written notice to the other parties heretoBorrower and the Administrative Agent. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given . Delivery by telecopier of an executed counterpart of any amendment or electronic waiver of any provision of this Agreement or of any Exhibit hereto to be executed and delivered hereunder shall be effective as delivery of a manually executed counterpart thereof. (b) The Borrower hereby agrees that it will provide to the Administrative Agent all information, documents and other materials that it is obligated to furnish to the Administrative Agent pursuant to this Agreement, including, without limitation, all notices, requests, financial statements, financial and other reports, certificates and other information materials, but excluding any such communication in accordance with that (i) relates to a request for a new, or a conversion of an existing, Borrowing (including any election of an interest rate or Interest Period relating thereto), (ii) relates to the payment of any principal or other amount due under this Section 9.04 but received on Agreement prior to the scheduled date therefor, (iii) provides notice of any day other than Default or Event of Default under this Agreement, (iv) relates to a Business Day or after business hours request for an increase in the place Commitments, or to a reduction or termination of receiptthe Commitments, will be deemed or (v) is required to be received delivered to satisfy any condition precedent to the effectiveness of this Agreement and/or any Borrowing thereunder (all such non-excluded communications being referred to herein collectively as "Communications"), by transmitting the Communications in an electronic/soft medium in a format acceptable to the Administrative Agent to ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇. In addition, the Borrower agrees to continue to provide the Communications to the Administrative Agent in the manner specified in this Agreement but only to the extent requested by the Administrative Agent. (c) The Borrower further agrees that the Administrative Agent may make the Communications available to the Lenders by posting the Communications on Intralinks or a substantially similar electronic transmission system (the "Platform"). (d) THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE". THE AGENT PARTIES (AS DEFINED BELOW) DO NOT WARRANT THE ACCURACY OR COMPLETENESS OF THE COMMUNICATIONS, OR THE ADEQUACY OF THE PLATFORM AND EXPRESSLY DISCLAIM LIABILITY FOR ERRORS OR OMISSIONS IN THE COMMUNICATIONS. NO WARRANTY OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS OR FREEDOM FROM VIRUSES OR OTHER CODE DEFECTS, IS MADE BY THE AGENT PARTIES IN CONNECTION WITH THE COMMUNICATIONS OR THE PLATFORM. IN NO EVENT SHALL THE ADMINISTRATIVE AGENT OR ANY OF ITS AFFILIATES OR ANY OF THEIR CREDIT AGREEMENT RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, ADVISORS OR REPRESENTATIVES (COLLECTIVELY, "AGENT PARTIES") HAVE ANY LIABILITY TO THE BORROWER, ANY LENDER OR ANY OTHER PERSON OR ENTITY FOR DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, DIRECT OR INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, LOSSES OR EXPENSES (WHETHER IN TORT, CONTRACT OR OTHERWISE) ARISING OUT OF THE BORROWER'S OR THE ADMINISTRATIVE AGENT'S TRANSMISSION OF COMMUNICATIONS THROUGH THE INTERNET, EXCEPT TO THE EXTENT THE LIABILITY OF ANY AGENT PARTY IS FOUND IN A FINAL NON-APPEALABLE JUDGMENT BY A COURT OF COMPETENT JURISDICTION TO HAVE RESULTED PRIMARILY FROM SUCH AGENT PARTY'S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT. (e) The Administrative Agent agrees that the receipt of the Communications by the Administrative Agent at its e-mail address set forth above shall constitute effective delivery of the Communications to the Administrative Agent for purposes of this Agreement. Each Lender agrees that notice to it (as provided in the next Business Day sentence) specifying that the Communications have been posted to the Platform shall constitute effective delivery of the Communications to such Lender for purposes of this Agreement. Each Lender agrees (i) to notify the Administrative Agent in writing (including by electronic communication) from time to time of such Lender's e-mail address to which the foregoing notice may be sent by electronic transmission and (ii) that placethe foregoing notice may be sent to such e-mail address. (f) Nothing herein shall prejudice the right of the Administrative Agent or any Lender to give any notice or other communication pursuant to this Agreement in any other manner specified herein.

Notices, Etc. (a) Except All such notices and communications hereunder shall be sent or delivered by mail, telegraph, telex, telecopy, cable or overnight courier service and all such notices and communications shall, when mailed, telegraphed, telexed, telecopied, or cabled or sent by overnight courier, be effective when deposited in the mails, delivered to the telegraph company, cable company or overnight courier, as the case of may be, or sent by telex or telecopier and when mailed shall be effective three Business Days following deposit in the mail with proper postage, except that notices and communications to the Pledgee or any Pledgor shall not be effective until received by the Pledgee or such Pledgor, as the case may be. All notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein shall be in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopy, addressed as follows: (i) if to the Company, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (iia) if to any GrantorPledgor, to it at: c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ IDT Corporation ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ Attention: Chief Financial Officer Telephone No.: (▇▇▇) ▇▇▇-▇▇▇▇ Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ (b) if to the Pledgee, at: Bankers Trust Company One Bankers Trust Plaza ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Attention: ▇, Attention of ▇▇▇▇▇▇▇ ▇▇▇▇▇ Telephone No.: (▇▇▇) ▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy Telecopier No. .: (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications.; (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice if to any Lender Creditor, either (x) to the other parties hereto. All notices and other communications given Administrative Agent, at the address of the Administrative Agent specified in the Credit Agreement or (y) at such address as such Lender Creditor shall have specified in the Credit Agreement; (d) if to any party hereto Other Creditor at such address as such Other Creditor shall have specified in accordance with writing to the provisions of this Agreement Pledgors and the Pledgee; or at such other address as shall be deemed to have been given and effective, if sent furnished in writing by mail or courier on the date of delivery thereof any Person described above to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a party required to give notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that placehereunder.

Notices, Etc. (a) Except in the case of notices and All notices, requests, demands or other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein shall be in writing and pursuant hereto shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopyfacsimile. Notices sent by hand or overnight courier service, as follows: or mailed by certified or registered mail, shall be deemed to have been given when received; notices sent by facsimile shall be deemed to have been given when sent (except that, if not given during normal business hours for the recipient, shall be deemed to have been given at the opening of business on the next business day for the recipient). All notices and other communications shall be in writing and addressed to such party, (i) if to in the Company, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 case of the Credit Agreement; (ii) if to any Grantor, to it such Grantor at c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Pacific Drilling Services, Inc., ▇▇▇▇ ▇▇▇▇ ▇▇▇ ▇▇▇▇., ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇Boots, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy Facsimile No. (▇▇▇) ▇▇▇-▇▇▇▇, and (ii) in the case of the Pari Passu Collateral Agent, as provided in the Intercreditor Agreement; or in any case at such other address as any of the Persons listed above may hereafter notify the others in writing. (b) Notices and other communications among Any Grantor or the Secured Parties, the Pari Passu Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices . Notices and other communications hereunder sent to an e-mail address shall be deemed received upon the sender’s receipt of an acknowledgement from the intended recipient (such as by the “return receipt requested” function, as available, return e-mail or other written acknowledgement); provided that, if such notice, email or other communication is not sent during the normal business hours of the recipient, such notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement or communication shall be deemed to have been given and effective, if sent by mail or courier on at the date opening of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that placebusiness day for the recipient.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein shall be in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the CompanyBorrower, any Pipeline Borrower Capital One, National Association, InvestmentCollateral Manager, Collateral Custodian, or the Collateral Agent▇▇▇▇▇▇▇ Bank, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreementas set forth on Annex A; (ii) if to any Grantorthe Administrative Agent, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository BankCapital One, to it at JPMorgan Chase Bank, N.A., Institutional Trust ServicesNational Association, ▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇ (Email: ▇▇▇▇.▇▇▇▇▇▇@▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) .▇▇▇-▇▇▇▇); (iii) if to any other Lender, to it at its address (or telecopy number) set forth in its Administrative Questionnaire. (b) Notices and other communications among to the Secured Parties, the Collateral Agent and/or the Depository Bank Lenders hereunder may be delivered or furnished by electronic communicationscommunication (including e-mail and internet or intranet websites) pursuant to procedures approved by the Administrative Agent; provided that, the foregoing shall not apply to notices to any Lender pursuant to Article II if such ▇▇▇▇▇▇ has notified the Administrative Agent that it is incapable of receiving notices under such Article by electronic communication. The Administrative Agent or a the Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that that, approval of such procedures may be limited to particular notices or communications. . Unless the Administrative Agent otherwise prescribes, (ci) Any party hereto may change its address or telecopy number for notices and other communications hereunder sent to an e-mail address shall be deemed received upon the sender’s receipt of an acknowledgement from the intended recipient (such as by the “return [Investcorp] Loan and Security Agreement receipt requested” function, as available, return e-mail or other written acknowledgement); provided that, if such notice to or other communication is not sent during the other parties hereto. All notices and other communications given to any party hereto in accordance with normal business hours of the provisions of this Agreement recipient, such notice or communication shall be deemed to have been given and effective, if sent by mail or courier at the opening of business on the date next business day for the recipient, and (ii) notices or communications posted to an internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its e-mail address as described in the foregoing clause (i) of delivery thereof notification that such notice or communication is available and identifying the website address therefor. (c) The Borrower agrees that the Administrative Agent may, but shall not be obligated to, make Syndicate Communications available to the address specified herein Lenders by posting such Syndicate Communications on the Platform. The Platform is provided by the Administrative Agent “as is” and “as available”. The Agent Parties (defined below) do not warrant the accuracy or completeness of the Syndicate Communications or the adequacy of the Platform and expressly disclaim liability for errors or omissions in the Syndicate Communications. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Syndicate Communications or the Platform. In no event shall the Administrative Agent or any of its Affiliates (collectively, the “Agent Parties”) have any liability to the Borrower, any Lenders or any other Person for losses, claims, damages, liabilities or expenses of any kind (whether in tort, contract or otherwise) arising out of the Borrower’s or any Agent Party’s transmission or posting of Obligor materials through the Platform or via email, except to the extent such noticelosses, claims, damages, liabilities or expenses are determined by a court of competent jurisdiction by a final and non-appealable judgment to have resulted from the gross negligence or willful misconduct of such Agent Party; provided, however, that in no event shall any Agent Party have any liability to Borrower, any Lender or any other Person for indirect, incidental, consequential or punitive damages (as opposed to direct or actual damages). (d) Notwithstanding the foregoing, the Borrower hereby acknowledges that certain of the Lenders (each, a “Public Lender”) may have personnel who do not wish to receive material non-public information with respect to the Borrower or its Affiliates, or if by telecopier when the answerback is received or if by respective securities of any of the foregoing, and who may be engaged in investment and other meansmarket-related activities with respect to such Person’s securities. The Borrower hereby agrees that (i) all Syndicate Communications that are to be made available to Public Lenders shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the date of receiptfirst page thereof; provided that a notice given (ii) by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in marking Syndicate Communications “PUBLIC”, the place of receipt, will Borrower shall be deemed to authorize the Administrative Agent and the Lenders to treat such Syndicate Communications as not containing any material non-public information with respect to the Borrower or any Affiliate thereof or their respective securities for purposes of United States Federal and state securities laws; (iii) all Syndicate Communications marked “PUBLIC” are permitted to be received made available through the Platform; and (iv) the Administrative Agent shall be entitled to treat any Syndicate Communications that are not marked “PUBLIC” as being suitable only for posting on a portion of the next Business Day in that place.Platform designated as “Non-Public Information”. [Investcorp] Loan and Security Agreement

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all All notices and other communications provided for herein hereunder shall be in writing (including telecopier, telegraphic or telex communication) and shall be delivered by hand mailed, telecopied, telegraphed, telexed or overnight courier servicedelivered, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the CompanyBorrower, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantorat 7 West Seventh Street, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇▇▇ Ci▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇: ▇▇▇▇▇ ▇▇▇▇▇cial Officer, with a copy to General Counsel; if to any Initial Lender, at its Domestic Lending Office specified opposite its name on Schedule I hereto; if to any other Lender, at its Domestic Lending Office specified in the Assignment and Acceptance pursuant to which it became a Lender; and if Citibank in its capacity as Paying Agent or Administrative Agent, at its address at 2 Penns Way, Suite 200, N▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇: ▇▇▇▇▇▇▇ ▇▇▇▇ona, Loan Syn▇▇▇▇▇▇▇▇▇, ▇▇▇▇ a copy to 399 Park Avenue, New York, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇, Attention of ▇▇▇▇▇▇▇▇: ▇▇▇▇▇ ▇▇▇▇▇-▇; or, as to t▇▇ ▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Paying Agent or such Administrative Agent, at such other address as shall be designated by such party in a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by written notice to the other parties heretoand, as to each other party, at such other address as shall be designated by such party in a written notice to the Borrower and the Paying Agent. All such notices and other communications given shall, (a) when mailed, be effective three Business Days after the same is deposited in the mails, (b) when mailed for next day delivery by a reputable freight company or reputable overnight courier service, be effective one Business Day thereafter, and (c) when sent by telegraph, telecopier or telex, be effective when the same is confirmed by telephone, telecopier confirmation or return telecopy or telex answerback, respectively, except that notices and communications to the Paying Agent pursuant to Article II, III or VII shall not be effective until received by the Paying Agent. Delivery by telecopier of an executed counterpart of any party hereto in accordance with the provisions amendment or waiver of any provision of this Agreement or the Notes or of any Exhibit hereto to be executed and delivered hereunder shall be deemed to have been given and effective, if sent by mail or courier on the date effective as delivery of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that placemanually executed counterpart thereof.

Notices, Etc. (a) Except in the case of notices All notices, consents, waivers, and other communications expressly which are required or permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein under this Agreement shall be in writing and shall will be deemed given to a party (a) upon receipt, when personally delivered; (b) one (1) Business Day after deposit with a nationally recognized overnight courier service with next day delivery specified, costs prepaid on the date of delivery, if delivered to the appropriate address by hand or by nationally recognized overnight courier serviceservice (costs prepaid); (c) the time of transmission if sent by facsimile or e-mail with confirmation of transmission by the transmitting equipment if such notice or communication is delivered prior to 5:00 P.M., mailed New York City time, on a Trading Day, or the next Trading Day after the date of transmission, if such notice or communication is delivered on a day that is not a Trading Day or later than 5:00 P.M., New York City time, on any Trading Day, provided confirmation of facsimile is mechanically or electronically generated and kept on file by the sending party and confirmation of email is kept on file, whether electronically or otherwise, by the sending party and the sending party does not receive an automatically generated message from the recipients email server that such e-mail could not be delivered to such recipient; (d) the date received or rejected by the addressee, if sent by certified mail, return receipt requested, postage prepaid; or registered (e) seven (7) days after the placement of the notice into the mails (first class postage prepaid), to the party at the address, facsimile number, or e-mail or sent address furnished by telecopythe such party, as follows: (i) if If to the Company, any Pipeline Borrower or the Collateral Agentto: Augmedix, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇▇▇ Inc. ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇, ▇▇▇▇▇ #▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and ▇ Attention: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Email: [*] with copy to: Fenwick & West LLP ▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Email: [*] if to a Holder, to: such Holder at the address set forth on the signature page hereto or in the Company’s records; or at such other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or address as any party shall have furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication writing in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that place10(f).

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all All notices and other communications provided for herein hereunder shall be in writing (including telecopier or telegraphic communication) and shall be delivered by hand mailed, telecopied, telegraphed or overnight courier servicedelivered, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the CompanyBorrower, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇, fax number ▇▇▇-▇▇▇-▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Treasury, Structured Finance; if to any Initial Lender, at its Domestic Lending Office specified in its Administrative Questionnaire; if to any other Lender, at its Domestic Lending Office specified in the Accession Agreement or Assignment and Acceptance, as applicable, pursuant to which it became a Lender; and if to the Agent, at its address at The Bank of Tokyo-Mitsubishi UFJ, Ltd., Syndicated Loan Capital Markets Group, ▇▇▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of Attention: ▇▇▇▇▇▇▇▇ ▇▇▇▇, email: ▇-▇▇▇▇@▇▇.▇▇▇▇.▇▇ and ▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) @▇▇.▇▇▇▇.▇▇, telephone number: ▇▇▇-▇▇▇-▇▇▇▇; or, as to the Borrower or the Agent, at such other address as shall be designated by such party in a written notice to the other parties and, as to each other party, at such other address as shall be designated by such party in a written notice to the Borrower and the Agent. Notices sent by hand or overnight courier service, or mailed by certified or registered mail, shall be deemed to have been given when received; notices sent by facsimile shall be deemed to have been given when sent (except that, if not given during normal business hours for the recipient, shall be deemed to have been given at the opening of business on the next Business Day for the recipient). Notices delivered through electronic communications, to the extent provided in paragraph (b) below, shall be effective as provided in said paragraph (b). Delivery by telecopier or other electronic communication of an executed counterpart of any amendment or waiver of any provision of this Agreement or the Notes or of any Exhibit hereto to be executed and delivered hereunder shall be effective as delivery of a manually executed counterpart thereof. (b) Notices and other communications among to the Secured Parties, the Collateral Agent and/or the Depository Bank Lenders hereunder may be delivered or furnished by electronic communicationscommunication (including e-mail and Internet or intranet websites) pursuant to procedures approved by the Agent, provided that the foregoing shall not apply to notices to any Lender pursuant to Article II if such Lender has notified the Agent that it is incapable of receiving notices under such Article by electronic communication. The Administrative Agent or a the Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; , provided that approval of such procedures may be limited to particular notices or communications. . Unless the Agent otherwise prescribes, (ci) Any party hereto may change its address or telecopy number for notices and other communications hereunder sent to an e-mail address shall be deemed received upon the sender’s receipt of an acknowledgement from the intended recipient (such as by the “return receipt requested” function, as available, return e-mail or their written acknowledgment), provided that if such notice to or other communication is not sent during the other parties hereto. All notices and other communications given to any party hereto in accordance with normal business hours of the provisions of this Agreement recipient, such notice or communication shall be deemed to have been given and effective, if sent by mail or courier on at the date opening of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day for the recipient, and (ii) notices or communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its e-mail address as described in the foregoing clause (i) of notification that placesuch notice or communication is available and identifying the website address therefor.

Notices, Etc. (a) On and after the Assumption Date, Credit Acceptance and the Trust Collateral Agent hereby agree to provide to the Backup Servicer all notices required to be provided to the Servicer pursuant to the Sale and Servicing Agreement and the other Basic Documents, as well as a hard copy sent by a nationally recognized courier service with item tracking capability. (b) Except in the case of where telephonic instructions or notices are authorized herein to be given, all notices, demands, instructions and other communications expressly required or permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein or made upon any party hereto shall be in writing and shall be sent electronically or by facsimile transmission with a confirmation of the receipt thereof and shall be deemed to be given for purposes of this Agreement on the day that the receipt of such facsimile transmission is confirmed in accordance with the provisions of this Section 5.1. Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section, notices, demands, instructions (including payment instructions) and other communications in writing shall be given to or made upon the respective parties hereto at their respective addresses and accounts indicated below, and, in the case of telephonic instructions or notices, by hand calling the telephone number or overnight courier service, mailed by certified or registered mail or sent by telecopy, as follows: (i) if numbers indicated for such party below: If to the Company, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Issuer: Credit Agreement; (ii) if to any Grantor, to it Acceptance Auto Loan Trust 2020-1 c/o the Company at the address specified in or pursuant to clause U.S. Bank Trust National Association ▇▇▇ ▇. ▇▇▇▇▇▇▇ Street, 7th Floor MK-IL-SL 7 Chicago, Illinois 60603 Attention: Global Structure Finance Telephone: (i▇▇▇) above; (iii) if ▇▇▇-▇▇▇▇ with a copy to the Depository Bank, Administrator If to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ the Servicer: Credit Acceptance Corporation Silver Triangle Building ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, Attention of ▇▇▇▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇ Attention: ▇▇▇▇ ▇▇▇▇ Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ (ext. 4432) Telecopy: (▇▇▇) ▇▇▇-▇▇▇▇ If to the Trust Collateral Agent: ▇▇▇▇▇ Fargo Bank, National Association MAC N9300-▇▇▇ ▇▇▇ ▇. ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: Corporate Trust Services – Asset-Backed Administration Telephone: (Telecopy No▇▇▇) ▇▇▇-▇▇▇▇ Telecopy: (▇▇▇) ▇▇▇-▇▇▇▇ If to the Backup Servicer: ▇▇▇▇▇ Fargo Bank, National Association MAC N9300-061 ▇▇▇ ▇. ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: Corporate Trust Services – Asset-Backed Administration Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ Telecopy: (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that place.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all All notices and other communications provided for herein hereunder shall be in writing (including fax communication and shall be delivered any other method of communication authorized by hand the Lender) and mailed, faxed, or overnight courier serviceotherwise sent or delivered, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the Company, any Pipeline Borrower or either of the Collateral AgentGuarantors, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it at c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ The S▇▇▇▇ ▇& Wollensky Restaurant Group, Inc., 1▇▇▇ ▇▇▇▇▇ ▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. or fax number (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and other communications among , Attention: A▇▇▇ ▇. ▇▇▇▇▇▇, CFO; if to the Secured PartiesLender, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change at its address at 8▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, or telecopy fax number for notices and (▇▇▇) ▇▇▇-▇▇▇▇, Attention: Director of Credit; or, as to the Borrower, either of the Guarantors or the Lender at such other communications hereunder address or fax number as shall be designated by such party in a written notice to the other parties heretoparty. All such notices and other communications given shall, when mailed, faxed, or otherwise sent or delivered, be effective when deposited in the mails, faxed, or otherwise sent or delivered, respectively, except that notices and communications to the Lender pursuant to Article II shall not be effective until received by the Lender. Delivery by fax of an executed counterpart of any party hereto in accordance with the provisions amendment or waiver of any provision of this Agreement or of any schedule or exhibit hereto to be executed and delivered hereunder shall be deemed effective as delivery of an original executed counterpart thereof. Purchase of Fee at Las Vegas Property If the Borrower, S&W Restaurant Group or any Affiliate acquires fee ownership of the Las Vegas Property during the term of this Agreement, the Lender shall, simultaneously with such acquisition, receive (in substitution of the Lender’s leasehold deed of trust) a fee deed of trust (the “Las Vegas Fee Deed of Trust”) encumbering the Las Vegas Property and securing, among other things, the Loan, which Las Vegas Fee Deed of Trust shall be in form and substance satisfactory to the Lender. The Las Vegas Fee Deed of Trust shall have been given and effective, if sent by mail or courier such priority with respect to the Lender’s other fee deed(s) of trust on the date Las Vegas Property as the Lender shall determine; or, at the Lender’s option, the Lender may consolidate the Las Vegas Fee Deed of delivery thereof Trust with one or more of the Lender’s other fee deed(s) of trust. In addition, upon the making of the Las Vegas Fee Deed of Trust, the Lender shall receive a reaffirmation from the Borrower and the Guarantors of their respective obligations under the Loan Documents, in form and substance satisfactory to the address specified herein for such notice, or if by telecopier when Lender. To the answerback is received or if by other means, extent the Lender determines that the acquisition of the fee interest in the Las Vegas Property has any bearing on the date Lender’s security with respect to the Loan, the Lender shall be entitled to a new (or amended) title insurance policy, a new survey and such other documents or due diligence items with respect to the Loan as are parallel with those being delivered in connection with the balance advance to be made under the Other Loan Agreement. The foregoing Basic Loan Terms are incorporated into and made a part of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 Term Loan Agreement. All capitalized terms used, but received on any day other than a Business Day or after business hours not defined in the place foregoing Basic Loan Terms shall have the meanings given to such terms in Schedule I annexed to this Agreement. TERM LOAN AGREEMENT, dated as of receiptDecember 17th, will be deemed to be received on 2002 between S&W OF LAS VEGAS, L.L.C., a Delaware limited liability company (the next Business Day in that place“Borrower”), THE S▇▇▇▇ & WOLLENSKY RESTAURANT GROUP, INC., a Delaware corporation (the “S&W Restaurant Group”), DALLAS S&W, L.P., a Texas limited partnership (“S&W Dallas”; and together with S&W Restaurant Group, the “Guarantors”), and M▇▇▇▇▇ S▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ COMMERCIAL FINANCIAL SERVICES, INC., a Delaware corporation (the “Lender”).

Notices, Etc. (a) Except in the case of where telephonic instructions or notices and other communications expressly permitted are authorized herein to be given by telephone (and subject to except as provided in paragraph (b) below), all notices notices, demands, instructions and other communications provided for herein required or permitted to be given to or made upon any party hereto or any other Person shall be in writing and shall be personally delivered by hand or overnight courier service, mailed by certified or registered mail or sent by registered or certified mail, postage prepaid, return receipt requested, or by a reputable overnight or courier delivery service, or by telecopier, and shall be deemed to be given for purposes of this Agreement when received or in the case of notice delivered by telecopy, upon completion of transmission with a copy of such notice also being delivered under any of the methods provided above, all in accordance with the provisions of this Section 12.3. Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section 12.3, notices, demands, instructions and other communications in writing shall be given to or made upon the respective parties hereto at their respective addresses (or to their respective telecopier numbers) and, in the case of telephonic instructions or notices, by calling the telephone number or numbers indicated for such party as follows: (i) if to the Company, any Pipeline Borrower or the Collateral Borrowers’ Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇O▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇ Way, Perrysburg, OH 43551, attention: A▇▇▇▇ ▇▇▇▇▇ and Corporate Treasury, e-mail: a▇▇▇▇.▇▇▇▇▇@▇-▇.▇▇▇ (Telecopy No. (and c▇▇▇) .▇▇@▇-▇.▇▇▇-▇▇▇▇; (ii) if to Administrative Agent, to it at the Notice Address; and (iii) if to a Lender or any other Issuing Lender, to it at its address (or telecopy number) set forth on its most recent administrative questionnaire delivered to Administrative Agent or in the Assignment and Assumption Agreement pursuant to which such Lender shall have become a party hereto. (b) Notices and other communications among the Secured Partiesto or by any Agent, the Collateral Agent and/or Lenders and the Depository Bank Issuing Lender hereunder may be delivered or furnished by electronic communications. The communication (including e-mail and Internet or intranet websites) pursuant to procedures approved by Administrative Agent, provided that the foregoing shall not apply to notices pursuant to Article II unless otherwise agreed by Administrative Agent and the applicable Lender and, to the extent applicable, the Issuing Lender. Any Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; , provided that approval of such procedures may be limited to particular notices or communications. . Unless Administrative Agent otherwise prescribes, (ci) Any party hereto may change its address or telecopy number for notices and other communications hereunder sent to an e- mail address or by facsimile transmission shall be deemed received upon the sender’s receipt of an acknowledgement from the intended recipient (such as by the “return receipt requested” function, as available, return e-mail or other written acknowledgement), provided that if such notice to the or other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement communication is sent after 5:00 p.m. (New York City time), such notice or communication shall be deemed to have been given and effective, if sent by mail or courier on at the date opening of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day for the recipient, and (ii) notices or communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its e- mail address as described in the foregoing clause (i) of notification that placesuch notice or communication is available and identifying the website address therefor. Each Loan Party and Lender hereunder agrees to notify Administrative Agent in writing promptly of any change to the notice information provided above.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all All notices and other communications provided for herein hereunder shall be in writing or confirmed in writing (including telecopier communication) and shall be delivered by hand mailed, telecopied or overnight courier servicedelivered, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the CompanyBorrower, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇▇▇▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, Attention: Treasurer; if to any Initial Lender, at its Domestic Lending Office specified opposite its name on Schedule I hereto; if to any other Lender, at its Domestic Lending Office specified in the Assignment and Acceptance pursuant to which it became a Lender; and if to the Agent, at its address at One Bank One Plaza, Mail Code IL1-0874, ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, ▇▇▇ Attention: ▇▇▇▇ ▇▇▇▇▇▇ with a copy to One Bank One Plaza, Attention of Mail-Code IL 1-0010, ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-, Attention: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and ; or, as to the Borrower or the Agent, at such other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may address as shall be delivered or furnished designated by electronic communications. The Administrative Agent or such party in a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by written notice to the other parties heretoand, as to each other party, at such other address as shall be designated by such party in a written notice to the Borrower and the Agent. All such notices and other communications given shall, when mailed or telecopied, be effective when deposited in the mails or telecopied, respectively, except that notices and communications to the Agent pursuant to Article II, III or VII shall not be effective until received by the Agent. Delivery by telecopier of an executed counterpart of any party hereto in accordance with the provisions amendment or waiver of any provision of this Agreement or the Notes or of any Exhibit hereto to be executed and delivered hereunder shall be effective as delivery of a manually executed counterpart thereof. (i) Except as otherwise provided in Section 5.01(h), the Borrower shall provide to the Agent all information, documents and other materials that such Person is obligated to furnish to the Agent pursuant to this Agreement and the other Loan Documents, including, without limitation, all notices, requests, financial statements, financial and other reports, certificates and other information materials, but excluding any such communication that (i) relates to a Notice of Borrowing or other request for a new, or a conversion of an existing, Borrowing or other extension of credit (including any election of an interest rate or Interest Period relating thereto), (ii) relates to the payment of any principal or other amount due hereunder prior to the scheduled date therefor, (iii) provides notice of any Default or Event of Default hereunder or (iv) is required to be delivered to satisfy any condition precedent to the effectiveness of this Agreement and/or any Borrowing or other extension of credit hereunder (all such non-excluded communications being referred to herein collectively as "Communications"), by transmitting the Communications in an electronic/soft medium in a format acceptable to the Agent to such electronic mail address as the Agent shall identify to the Borrower. In addition, the Borrower shall continue to provide the Communications to the Agent in the manner specified in this Agreement but only to the extent requested by the Agent. The Borrower further agrees that the Agent may make the Communications available to the Lenders by posting the Communications on Intralinks, or a substantially similar electronic transmission system mutually agreeable to the Agent and the Borrower (the "Platform"). Nothing in this Section 8.02(b) shall prejudice the right of the Agent to give any notice or other communication pursuant hereto or to any other Loan Document in any other manner specified herein or therein. (ii) The Agent agrees that the receipt of the Communications by the Agent at its e-mail address set forth in clause (i) above shall constitute effective delivery of the Communications to the Agent for purposes of each Loan Document. The Borrower agrees that e-mail notice to it (at the address provided pursuant to the next sentence and deemed delivered as provided in subclause (iii) below) specifying that Communications have been posted to the Platform shall constitute effective delivery of such Communications to such Person under the Loan Documents. The Borrower agrees (A) to notify the Agent in writing (including by electronic communication) from time to time to ensure that the Agent has on record an effective e-mail address for such Person to which the foregoing notices may be sent by electronic transmission and (B) that the foregoing notices may be sent to such e-mail address. (iii) Each party hereto agrees that any electronic communication referred to in this clause (b) shall be deemed to have been given and effectivedelivered upon the posting of a record of such Communication as "sent" in the e-mail system of the sending party or, if sent by mail or courier on in the date case of delivery thereof any such Communication to the address specified herein for Agent, upon the posting of a record of such noticeCommunication as "received" in the e-mail system of the Agent; provided, or however, that if by telecopier when the answerback such Communication is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or Agent after the normal business hours in of the place of receiptAgent, will such Communication shall be deemed to be received delivered at the opening of business on the next Business Day for the Agent; provided, further, that in the event that placethe Agent's e-mail system shall be unavailable for receipt of any Communication, Borrower may deliver such Communication to the Agent in a manner mutually agreeable to the Agent and the Borrower. (iv) The Borrower acknowledges and agrees that the distribution of the Communications and other material through an electronic medium is not necessarily secure and that there are confidentiality and other risks associated with such distribution. THE BORROWER FURTHER ACKNOWLEDGES AND AGREES AS FOLLOWS: (A) THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE"; (B) BANK ONE DOES NOT WARRANT THE ACCURACY OR COMPLETENESS OF THE COMMUNICATIONS, OR THE ADEQUACY OF THE PLATFORM AND EXPRESSLY DISCLAIM LIABILITY FOR ERRORS OR OMISSIONS IN THE COMMUNICATIONS; AND (C) NO WARRANTY OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS OR FREEDOM FROM VIRUSES OR OTHER CODE DEFECTS, IS MADE BY BANK ONE IN CONNECTION WITH THE COMMUNICATIONS OR THE PLATFORM. (v) This clause (b) shall terminate on the date that neither Bank One or any of its affiliates is the Agent under this Agreement.

Notices, Etc. (a) Except Unless specifically provided otherwise in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below)this Agreement, all notices and other communications provided for herein hereunder shall be in writing (including facsimile) and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopyfacsimile, as follows: (i) if to the Company, any Pipeline Borrower or the Collateral AgentBorrower, to it in care of FE at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇Attention: Treasurer, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices ; if to any Bank, at its Domestic Lending Office specified opposite its name on Schedule I hereto; if to any other Lender, at its Domestic Lending Office specified in the Assignment and other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications Assumption pursuant to procedures approved by itwhich it became a Lender; provided that approval of such procedures may be limited if to particular notices or communications. (c) Any party hereto may change the Administrative Agent, at its address or telecopy number for notices and at, PNC Bank, National Association, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇, Attention: Agency Services; if to any Fronting Bank identified on Schedule II hereto, at the address specified opposite its name on Schedule II hereto; if to any other communications hereunder Fronting Bank, at such address as shall be designated by such Fronting Bank in a written notice to the other parties heretoparties; or, as to each party, at such other address as shall be designated by such party in a written notice to the other parties. All Subject to the other notice requirements of this Agreement, all notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof receipt if delivered by hand or overnight courier service, mailed or sent by facsimile to such party and received during the address specified herein for normal business hours of such notice, party as provided in this Section 8.02 or if by telecopier when in accordance with the answerback is received or if by other means, on the date of receipt; provided that a notice latest unrevoked direction from such party given by telecopier or electronic communication in accordance with this Section 9.04 but 8.02. If such notices and communications are received on any day other than a Business Day or after the normal business hours in the place of receiptsuch party, will receipt shall be deemed to be received on have been given upon the opening of the recipient’s next Business Day in that placeDay.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted where telephonic instructions are authorized herein to be given by telephone (and subject to paragraph (b) below), all notices notices, demands, instructions and other communications provided for herein required or permitted to be given to or made upon any party hereto shall be in writing and shall be personally delivered or sent by hand registered, certified or overnight express mail, postage prepaid, or by facsimile transmission, or by prepaid courier service, mailed or by certified or registered electronic mail or sent (if the recipient has provided an email address in Schedule 5), and shall be deemed to be given for purposes of this Agreement on the day that such writing is received by telecopy, as follows: (i) if to the Company, any Pipeline Borrower or intended recipient thereof in accordance with the Collateral Agent, to it at its address provisions of this Section 15.02. Unless otherwise specified in a notice sent or pursuant delivered in accordance with the foregoing provisions of this Section 15.02, notices, demands, instructions and other communications in writing shall be given to Section 10.01 or made upon the respective parties hereto at their respective addresses (or to their respective facsimile numbers or email addresses) indicated in Schedule 5, and, in the case of telephonic instructions or notices, by calling the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified telephone number or numbers indicated for such party in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇Schedule 5. (b) Notices and other communications among to the Secured Parties, the Collateral Agent and/or the Depository Bank Lenders hereunder may be delivered or furnished by electronic communicationscommunication (including e-mail and internet or intranet websites) pursuant to procedures approved by the Administrative Agent; provided that, the foregoing shall not apply to notices to any Lender pursuant to Article II if such Lender has notified the Administrative Agent that it is incapable of receiving notices under such Article by electronic communication. The Administrative Agent or a the Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that that, approval of such procedures may be limited to particular notices or communications. Unless the Administrative Agent otherwise prescribes, (i) notices and other communications sent to an e-mail address shall be deemed received upon the sender’s receipt of an acknowledgement from the intended recipient (such as by the “return receipt requested” function, as available, return e-mail or other written acknowledgement); provided that, if such notice or other communication is not sent during the normal business hours of the recipient, such notice or communication shall be deemed to have been sent at the opening of business on the next business day for the recipient, and (ii) notices or communications posted to an internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its e-mail address as described in the foregoing clause (i) of notification that such notice or communication is available and identifying the website address therefore. (c) The Platform. THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE.” THE AGENT PARTIES (AS DEFINED BELOW) DO NOT WARRANT THE ACCURACY OR COMPLETENESS OF ANY MATERIALS OR INFORMATION PROVIDED BY OR ON BEHALF OF THE BORROWER OR THE ADEQUACY OF THE PLATFORM, AND EXPRESSLY DISCLAIM LIABILITY FOR ERRORS IN OR OMISSIONS FROM ANY MATERIALS OR INFORMATION PROVIDED BY OR ON BEHALF OF THE BORROWER. NO WARRANTY OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS OR FREEDOM FROM VIRUSES OR OTHER CODE DEFECTS, IS MADE BY ANY AGENT PARTY IN CONNECTION WITH ANY MATERIALS OR INFORMATION PROVIDED BY OR ON BEHALF OF THE BORROWER OR THE PLATFORM. In no event shall the Administrative Agent or any of its Related Parties (collectively, the “Agent Parties”) have any liability to the Borrower, any Lender or any other Person for losses, claims, damages, liabilities or expenses of any kind (whether in tort, contract or otherwise) arising out of the Borrower’s or the Administrative Agent’s transmission of any materials or information provided by or on behalf of the Borrower through the internet, except to the extent that such losses, claims, damages, liabilities or expenses are determined by a court of competent jurisdiction by a final and nonappealable judgment to have resulted from the gross negligence or willful misconduct of such Agent Party; provided, however, that in no event shall any Agent Party have any liability to the Borrower, any Lender or any other Person for indirect, special, incidental, consequential or punitive damages (as opposed to direct or actual damages). (d) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that place.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein shall be in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the CompanyBorrower, any Pipeline Borrower Capital One, National Association, Investment Manager, Collateral Custodian, or the Collateral Agent▇▇▇▇▇▇▇ Bank, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreementas set forth on Annex A; (ii) if to any Grantorthe Administrative Agent, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository BankCapital One, to it at JPMorgan Chase Bank, N.A., Institutional Trust ServicesNational Association, ▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-Email: ▇▇▇▇.▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇); (iii) if to any other Lender, to it at its address (or telecopy number) set forth in its Administrative Questionnaire. (b) Notices and other communications among to the Secured Parties, the Collateral Agent and/or the Depository Bank Lenders hereunder may be delivered or furnished by electronic communicationscommunication (including e-mail and internet or intranet websites) pursuant to procedures approved by the Administrative Agent; provided that, the foregoing shall not apply to notices to any Lender pursuant to Article II if such ▇▇▇▇▇▇ has notified the Administrative Agent that it is incapable of receiving notices under such Article by electronic communication. The Administrative Agent or a the Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that that, approval of such procedures may be limited to particular notices or communications. . Unless the Administrative Agent otherwise prescribes, (ci) Any party hereto may change its address or telecopy number for notices and other communications hereunder sent to an e-mail address shall be deemed received upon [Investcorp] Loan and Security Agreement the sender’s receipt of an acknowledgement from the intended recipient (such as by the “return receipt requested” function, as available, return e-mail or other written acknowledgement); provided that, if such notice to or other communication is not sent during the other parties hereto. All notices and other communications given to any party hereto in accordance with normal business hours of the provisions of this Agreement recipient, such notice or communication shall be deemed to have been given and effective, if sent by mail or courier at the opening of business on the date next business day for the recipient, and (ii) notices or communications posted to an internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its e-mail address as described in the foregoing clause (i) of delivery thereof notification that such notice or communication is available and identifying the website address therefor. (c) The Borrower agrees that the Administrative Agent may, but shall not be obligated to, make Syndicate Communications available to the address specified herein Lenders by posting such Syndicate Communications on the Platform. The Platform is provided by the Administrative Agent “as is” and “as available”. The Agent Parties (defined below) do not warrant the accuracy or completeness of the Syndicate Communications or the adequacy of the Platform and expressly disclaim liability for errors or omissions in the Syndicate Communications. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Syndicate Communications or the Platform. In no event shall the Administrative Agent or any of its Affiliates (collectively, the “Agent Parties”) have any liability to the Borrower, any Lenders or any other Person for losses, claims, damages, liabilities or expenses of any kind (whether in tort, contract or otherwise) arising out of the Borrower’s or any Agent Party’s transmission or posting of Obligor materials through the Platform or via email, except to the extent such noticelosses, claims, damages, liabilities or expenses are determined by a court of competent jurisdiction by a final and non-appealable judgment to have resulted from the gross negligence or willful misconduct of such Agent Party; provided, however, that in no event shall any Agent Party have any liability to Borrower, any Lender or any other Person for indirect, incidental, consequential or punitive damages (as opposed to direct or actual damages). (d) Notwithstanding the foregoing, the Borrower hereby acknowledges that certain of the Lenders (each, a “Public Lender”) may have personnel who do not wish to receive material non-public information with respect to the Borrower or its Affiliates, or if by telecopier when the answerback is received or if by respective securities of any of the foregoing, and who may be engaged in investment and other meansmarket-related activities with respect to such Person’s securities. The Borrower hereby agrees that (i) all Syndicate Communications that are to be made available to Public Lenders shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the date of receiptfirst page thereof; provided that a notice given (ii) by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in marking Syndicate Communications “PUBLIC”, the place of receipt, will Borrower shall be deemed to authorize the Administrative Agent and the Lenders to treat such Syndicate Communications as not containing any material non-public information with respect to the Borrower or any Affiliate thereof or their respective securities for purposes of United States Federal and state securities laws; (iii) all Syndicate Communications marked “PUBLIC” are permitted to be received made available through the Platform; and (iv) the Administrative Agent shall be entitled to treat any Syndicate Communications that are not marked “PUBLIC” as being suitable only for posting on a portion of the next Business Day in that place.Platform designated as “Non-Public Information”. [Investcorp] Loan and Security Agreement

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all All notices and other communications provided for herein hereunder shall be in writing (including telecopier or telegraphic communication) and shall be delivered mailed, telecopied, telegraphed or delivered, if to the Borrower, at the address, telecopier number, electronic mail address or telephone number specified for such Person on Schedule 1.01; and if to the Lender, at the address, telecopier number, electronic mail address or telephone number specified for such Person on Schedule 1.01. Notices sent by hand or overnight courier service, or mailed by certified or registered mail or mail, shall be deemed to have been given when received; notices sent by telecopyfacsimile shall be deemed to have been given when sent (except that, as follows: (i) if not given during normal business hours for the recipient, shall be deemed to have been given at the opening of business on the next Business Day for the recipient). Notices delivered through electronic communications, to the Companyextent provided in paragraph (b) below, shall be effective as provided in said paragraph (b). Delivery by telecopier or other electronic communication of an executed counterpart of any Pipeline Borrower amendment or waiver of any provision of this Agreement or the Collateral Agent, Notes or of any Exhibit hereto to it at its address specified in or pursuant to Section 10.01 be executed and delivered hereunder shall be effective as delivery of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇a manually executed counterpart thereof. (b) Notices and other communications among The Lender or the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; , provided that approval of such procedures may be limited to particular notices or communications. . Unless the Lender otherwise prescribes, (ci) Any party hereto may change its address or telecopy number for notices and other communications hereunder sent to an e-mail address shall be deemed received upon the sender’s receipt of an acknowledgement from the intended recipient (such as by the “return receipt requested” function, as available, return e-mail or their written acknowledgment), provided that if such notice to or other communication is not sent during the other parties hereto. All notices and other communications given to any party hereto in accordance with normal business hours of the provisions of this Agreement recipient, such notice or communication shall be deemed to have been given and effective, if sent by mail or courier on at the date opening of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day for the recipient, and (ii) notices or communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its e-mail address as described in the foregoing clause (i) of notification that placesuch notice or communication is available and identifying the website address therefor.

Notices, Etc. (a) On and after the Assumption Date, Credit Acceptance and the Trust Collateral Agent hereby agree to provide to the Backup Servicer all notices required to be provided to the Servicer pursuant to the Sale and Servicing Agreement and the other Basic Documents, as well as a hard copy sent by a nationally recognized courier service with item tracking capability. (b) Except in the case of where telephonic instructions or notices are authorized herein to be given, all notices, demands, instructions and other communications expressly required or permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein or made upon any party hereto shall be in writing and shall be sent electronically or by facsimile transmission with a confirmation of the receipt thereof and shall be deemed to be given for purposes of this Agreement on the day that the receipt of such facsimile transmission is confirmed in accordance with the provisions of this Section 5.1. Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section, notices, demands, instructions (including payment instructions) and other communications in writing shall be given to or made upon the respective parties hereto at their respective addresses and accounts indicated below, and, in the case of telephonic instructions or notices, by hand calling the telephone number or overnight courier service, mailed by certified or registered mail or sent by telecopy, as follows: (i) if numbers indicated for such party below: If to the Company, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Issuer: Credit Agreement; (ii) if to any Grantor, to it Acceptance Auto Loan Trust 2025-2 c/o the Computershare Delaware Trust Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: Credit Acceptance Auto Loan Trust 2025-2 Telephone: (▇, ▇▇) ▇▇▇-▇▇▇▇ with a copy to the Administrator If to the Servicer: Credit Acceptance Corporation Silver Triangle Building ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, Attention of ▇▇▇▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇ Attention: ▇▇▇ ▇▇▇▇▇▇▇▇ Telephone: (Telecopy No. ▇▇▇) ▇▇▇-▇▇▇▇ Email: ▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Trust Collateral Agent: Computershare Trust Company, N.A. ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ St. ▇▇▇▇, Minnesota 55108 Attention: Computershare Corporate Trust – Asset-Backed Administration Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ If to the Backup Servicer: Computershare Trust Company, N.A. ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ St. ▇▇▇▇, Minnesota 55108 Attention: Computershare Corporate Trust – Asset-Backed Administration Telephone: (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that place.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all All notices and other communications provided for herein hereunder shall be either (x) in writing (including telecopier or telegraphic communication) and shall be mailed, telecopied, telegraphed or delivered by hand or overnight courier service(y) as and to the extent set forth in Section 9.02(b) and in the proviso to this Section 9.02(a), mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the CompanyCompany or any other Borrower, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the Company's address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇, Middlebury, Connecticut 06749, Attention: Treasurer, with a copy to General Counsel; if to any Initial Lender, at its Domestic Lending Office specified opposite its name on Schedule I hereto; if to any other Lender, at its Domestic Lending Office specified in the Assumption Agreement or the Assignment and Acceptance pursuant to which it became a Lender; and if to the Agent, at its address at Two Penns Way, New Castle, 19720, Attention: Bank Loan Syndications Department; or, as to the Company or the Agent, at such other address as shall be designated by such party in a written notice to the other parties and, as to each other party, at such other address as shall be designated by such party in a written notice to the Company and the Agent, provided that materials required to be delivered pursuant to Section 5.01(i)(i), (ii) or (v) shall be delivered to the Agent as specified in Section 9.02(b) or as otherwise specified to the Company by the Agent. All such notices and communications shall, when mailed, telecopied, telegraphed or e-mailed, be effective when deposited in the mails, telecopied, delivered to the telegraph company or confirmed by e-mail, respectively, except that notices and communications to the Agent pursuant to Article II, III or VIII shall not be effective until received by the Agent. Delivery by telecopier of an executed counterpart of any amendment or waiver of any provision of this Agreement or the Notes or of any Exhibit hereto to be executed and delivered hereunder shall be effective as delivery of a manually executed counterpart thereof. (b) So long as Citibank or any of its Affiliates is the Agent, materials required to be delivered pursuant to Section 5.01(i)(i), (ii) and (v) shall be delivered to the Agent in an electronic medium in a format acceptable to the Agent and the Lenders by e-mail at ▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇@▇▇▇▇▇▇▇▇▇. (b) Notices ▇▇▇. The Company agrees that the Agent may make such materials, as well as any other written information, documents, instruments and other communications among material relating to the Secured PartiesCompany, any of its Subsidiaries or any other materials or matters relating to this Agreement, the Collateral Agent and/or Notes or any of the Depository Bank hereunder may be delivered transactions contemplated hereby (collectively, the “Communications”) available to the Lenders by posting such notices on Intralinks or furnished by a substantially similar electronic communicationssystem (the “Platform”). The Administrative Company acknowledges that (i) the distribution of material through an electronic medium is not necessarily secure and that there are confidentiality and other risks associated with such distribution, (ii) the Platform is provided “as is” and “as available” and (iii) neither the Agent nor any of its Affiliates warrants the accuracy, adequacy or completeness of the Communications or the Platform and each expressly disclaims liability for errors or omissions in the Communications or the Platform. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third party rights or freedom from viruses or other code defects, is made by the Agent or a Borrower may, any of its Affiliates in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communicationsconnection with the Platform. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by Each Lender agrees that notice to it (as provided in the next sentence) (a “Notice”) specifying that any Communications have been posted to the Platform shall constitute effective delivery of such information, documents or other parties hereto. All notices and other communications given materials to any party hereto in accordance with the provisions such Lender for purposes of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receiptAgreement; provided that if requested by any Lender the Agent shall deliver a notice given copy of the Communications to such Lender by telecopier email or telecopier. Each Lender agrees (i) to notify the Agent in writing of such Lender's e-mail address to which a Notice may be sent by electronic communication in accordance with transmission (including by electronic communication) on or before the date such Lender becomes a party to this Section 9.04 but received Agreement (and from time to time thereafter to ensure that the Agent has on record an effective e-mail address for such Lender) and (ii) that any day other than a Business Day or after business hours in the place of receipt, will Notice may be deemed sent to be received on the next Business Day in that placesuch e-mail address.

Notices, Etc. (a) Except in The Administrative Agent, any Bank, or the case holder of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below)any Note, all notices and other communications giving consent or notice or making any request of any Borrower provided for herein shall be in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopy, as follows:hereunder, (i) if If to the Company, any Pipeline Borrower or the Collateral AgentBorrower, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it it: c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, Brow▇▇▇▇-▇▇▇▇▇▇ ▇▇▇ ▇ustries, Inc. 757 ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, Texas 77079 Telex Number: 794-592 (Answerback BFI HOU) Telecopy Number: (281) ▇▇▇-▇▇▇▇ Attention: Treasurer (ii) If to the Administrative Agent, to it at: Credit Suis▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ Telephone Number: (Telecopy No. (▇▇▇212) ▇▇▇-▇▇▇▇ Telecopy Number: (212) ▇.▇▇-▇▇▇▇ Attention: Juli▇ ▇▇▇▇▇▇▇▇▇ (b) Notices and other communications among If to any Bank, as specified on the Secured Parties, the Collateral Agent and/or the Depository signature page for such Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower mayhereto or, in its discretionthe case of any Person who becomes a Bank after the date hereof, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval as specified in the Administrative Questionnaire of such procedures Person, on the signature page of the Assignment and Acceptance executed by such Bank or, in the case of any party, such other address, telecopy or telex number as such party may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number hereafter specify for notices and other communications hereunder such purpose by notice to the other parties heretoparties. All notices and other communications given Communications shall, when mailed, telecopied, telegraphed, telexed, cabled or delivered, be effective when deposited in the mails, sent by telecopier to any party hereto in accordance with to the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail telecopier number as set forth herein or courier on the date signature page hereof or on the signature page of delivery thereof the Assignment and Acceptances (or other telecopy number designated by such party in a Communication to the address specified other parties hereto) and receipt thereof is acknowledged by such party, delivered to the telegraph company, telexed to any party to the telex number set forth herein for or on the signature page hereof or on the signature page of the Assignment and Acceptances (or other telex number designated by such noticeparty in a Communication to the other parties hereto), confirmed by telex answerback, or if delivered to the cable company, respectively; provided, however, Communications to the Administrative Agent pursuant to Article II or Article VII shall not be effective until received by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that placeAdministrative Agent.

Notices, Etc. (a) On and after the Assumption Date, Credit Acceptance and the Trust Collateral Agent hereby agree to provide to the Backup Servicer all notices required to be provided to the Servicer pursuant to the Sale and Servicing Agreement and the other Basic Documents, as well as a hard copy sent by a nationally recognized courier service with item tracking capability. (b) Except in the case of where telephonic instructions or notices are authorized herein to be given, all notices, demands, instructions and other communications expressly required or permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein or made upon any party hereto shall be in writing and shall be sent electronically or by facsimile transmission with a confirmation of the receipt thereof and shall be deemed to be given for purposes of this Agreement on the day that the receipt of such facsimile transmission is confirmed in accordance with the provisions of this Section 5.1. Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section, notices, demands, instructions (including payment instructions) and other communications in writing shall be given to or made upon the respective parties hereto at their respective addresses and accounts indicated below, and, in the case of telephonic instructions or notices, by hand calling the telephone number or overnight courier service, mailed by certified or registered mail or sent by telecopy, as follows: (i) if numbers indicated for such party below: If to the Company, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Issuer: Credit Agreement; (ii) if to any Grantor, to it Acceptance Auto Loan Trust 2025-1 c/o the Computershare Delaware Trust Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: Credit Acceptance Auto Loan Trust 2025-1 Telephone: (▇, ▇▇) ▇▇▇-▇▇▇▇ with a copy to the Administrator If to the Servicer: Credit Acceptance Corporation Silver Triangle Building ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, Attention of ▇▇▇▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇ Attention: ▇▇▇ ▇▇▇▇▇▇▇▇ Telephone: (Telecopy No. ▇▇▇) ▇▇▇-▇▇▇▇ Email: ▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Trust Collateral Agent: Computershare Trust Company, N.A. ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ St. ▇▇▇▇, Minnesota 55108 Attention: Computershare Corporate Trust – Asset-Backed Administration Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ If to the Backup Servicer: Computershare Trust Company, N.A. ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ St. ▇▇▇▇, Minnesota 55108 Attention: Computershare Corporate Trust – Asset-Backed Administration Telephone: (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that place.

Notices, Etc. (a) Except in the case of All notices and other communications expressly required or permitted to under this Agreement shall be given sent by telephone registered or certified mail, postage prepaid (and subject to paragraph (b) belowif within the United States of America), all notices and overnight courier, confirmed facsimile or other communications provided for herein shall be in writing and shall be electronic transmission or otherwise delivered by hand or overnight courier serviceby messenger, mailed by certified addressed (a) if to the Securityholder, at such Securityholder’s address set forth on the signature page hereto or registered mail or sent by telecopyat such other address as such Securityholder shall have furnished to the Company in writing, as follows: (ib) if to the Company, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantoroffices at: NANOSENSORS, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇INC., ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ , Attention to the attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and “President” or at such other communications among address as the Secured PartiesCompany shall have furnished to the Securityholders in writing, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its if any transferee or assignee of a Securityholder pursuant to Section 10.1, at such address as such transferee or telecopy number for notices and other communications hereunder by notice assignee shall have furnished to the Company in writing. Each such notice or other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions communication shall for all purposes of this Agreement shall be deemed to have treated as effective or having been given and effectivereceived or given, as applicable, (i) when delivered if delivered personally, (ii) if sent by mail mail, at the earlier of its receipt or three Business Days after the registration or certification thereof, (iii) if sent by overnight courier, one Business Day (two Business Days if notice is sent from one country to another) after the same has been deposited with a nationally recognized courier on the date of delivery thereof to the address specified herein for such noticeservice, or if (iv) when sent by telecopier when the answerback is received confirmed facsimile or if by other meanselectronic transmission, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than sent (if a Business Day or after Day) if sent during normal business hours in of the place of receiptrecipient, will be deemed to be received and if not, then on the next Business Day in (provided, that placesuch facsimile or other electronic transmission is followed by delivery via another method permitted by this Section 10.2) and the receipt of the facsimile or other electronic transmission can be verified.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all All notices and other communications provided for herein hereunder shall be either (x) in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered (including e-mail or sent by telecopytelecopier communication) and mailed, e-mailed, telecopied or delivered or (y) as follows: (iand to the extent set forth in Section 8.02(b) and in the proviso to this Section 8.02(a), if to the Company, any Pipeline Borrower or the Collateral AgentBorrower, to it the Company at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇7▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇▇ Road, Purchase, New York 10577, Attention: Assistant Treasurer, E-Mail: P▇▇▇▇▇▇▇▇ (Telecopy ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇, with a copy to General Counsel, Telecopier No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices ; if to any Initial Lender, at its Domestic Lending Office set forth in its Administrative Questionnaire; if to any other Lender, at its Domestic Lending Office specified in the Assignment and other communications among Assumption pursuant to which it became a Lender; if to the Secured PartiesAgent, at the Agent’s Address; and if to the Sub-Agent, at the Sub-Agent’s Address; or, as to the Company, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or the Sub-Agent, at such other address as shall be designated by such party in a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by written notice to the other parties heretoand, as to each other party, at such other address as shall be designated by such party in a written notice to the Company and the Agent, provided that materials required to be delivered pursuant to Section 5.01(d) shall be delivered to the Agent as specified in the last sentence of Section 5.01(d). All such notices and other communications given to any party hereto in accordance with the provisions of this Agreement mailed or sent by hand or overnight courier service shall be deemed to have been given when received; notices and effectivecommunications sent by e-mail or telecopier shall be deemed to have been given when sent (except that, if sent by mail or courier not received during normal business hours for the recipient, shall be deemed to have been received at the opening of business on the date of delivery thereof next business day for the recipient). The Company and the Agent may agree to accept notice and other communications by electronic means pursuant to procedures approved by both parties. (b) The Company agrees that the Agent may make any written information, documents, instruments and other written materials that have been provided to the address specified herein Agent pursuant to the terms hereof (collectively, the “Communications”) available to the Lenders by posting such notices on Intralinks or a substantially similar electronic system (the “Platform”). The Company acknowledges that (i) the distribution of material through an electronic medium is not necessarily secure and that there are confidentiality and other risks associated with such distribution, (ii) the Platform is provided “as is” and “as available” and (iii) neither the Agent nor any of its Affiliates warrants the accuracy, adequacy or completeness of the Communications or the Platform and each expressly disclaims liability for errors or omissions in the Communications or the Platform. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third party rights or freedom from viruses or other code defects, is made by the Agent or any of its Affiliates in connection with the Platform. (c) Each Lender agrees that notice to it (as provided in the next sentence) (a “Notice”) received by it during its normal business hours specifying that any Communications have been posted to the Platform shall constitute effective delivery of such noticeinformation, documents or if by telecopier when the answerback is received or if by other means, on the date materials to such Lender for purposes of receiptthis Agreement; provided that if requested by any Lender the Agent shall deliver a notice given copy of the Communications to such Lender by telecopier e-mail or telecopier. Each Lender agrees (i) to notify the Agent in writing of such L▇▇▇▇▇’s e-mail address to which a Notice may be sent by electronic communication in accordance with transmission (including by electronic communication) on or before the date such Lender becomes a party to this Section 9.04 but received Agreement (and from time to time thereafter to ensure that the Agent has on record an effective e-mail address for such Lender) and (ii) that any day other than a Business Day or after business hours in the place of receipt, will Notice may be deemed sent to be received on the next Business Day in that placesuch e-mail address.

Notices, Etc. (a) Except in the case of notices All notices, requests, demands, consents and other communications expressly permitted (“Notices”) required or contemplated by the provisions hereof shall refer on their face to be given by telephone this Trust Agreement (and subject although failure to paragraph (b) belowdo so shall not make such Notice ineffective), all notices and other communications provided for herein shall shall, unless otherwise stated herein, be in writing and shall be delivered (i) personally delivered, (ii) sent by hand or reputable overnight courier service, mailed (iii) sent by certified or registered mail mail, postage prepaid and return receipt requested, or sent (iv) transmitted by telecopytelephone facsimile with electronic confirmation of receipt, in each case, as follows: (i) : if to the CompanyDelaware Trustee: So▇▇▇▇▇▇ ▇ntity Services LLC 12▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ if to the Signatory Trustee: Apex Soutl1 Creek ST, LLC 20 ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ ▇ttn: Legal Department if to the Initial Beneficiary: Apex South Creek IB, LLC 20 ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇ ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy Nottn: Legal Department if to the Investors: at the address and/or fax set forth in Exhibit A attached hereto and made a part hereof. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices or at such other address and other communications among telephone facsimile number as shall be designated, respectively, by the Secured PartiesTrustees, the Collateral Agent and/or Initial Beneficiary or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or Investors in a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by written notice to the other parties heretoPersons receiving Notices pursuant to this Section. All notices and other communications Notices given pursuant to any party hereto in accordance with the provisions of this Agreement Section shall be deemed received upon the earliest of the following to have been given and effectiveoccur: (i) upon personal delivery, (ii) on the fifth day following the day sent, if sent by mail registered or courier certified mail, (iii) on the date of delivery thereof to next business day following the address specified herein for such noticeday sent, or if sent by telecopier when the answerback is received or reputable overnight courier, and (iv) if transmitted by other meanstelephone facsimile, on the date day sent if such day is a business day of receipt; provided that a notice given the addressee and the telephone facsimile is received by telecopier or electronic communication in accordance with this Section 9.04 but received the addressee by 5:00 p.m. local time of the addressee on any such day other than a Business Day or after business hours in the place of receipt, will be deemed to be received and otherwise on the next Business Day in first business day of the addressee after the day that placethe telephone facsimile is sent.

Notices, Etc. (a) Except in the case of All notices and other communications expressly required or permitted to hereunder shall be given by telephone (and subject to paragraph (b) below)effective upon receipt, all notices and other communications provided for herein shall be in writing and shall be mailed by registered or certified mail, postage prepaid, or otherwise delivered by facsimile transmission, by hand or overnight courier serviceby messenger, mailed by certified or registered mail or sent by telecopy, as followsaddressed: (ia) if to a Debt Holder, to the address or fax number listed after such Debt Holder’s name on the Schedule of Investors attached hereto as Exhibit A or at such other address as such Debt Holder shall have furnished to the Company, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement;. (iib) if If to any GrantorLoJack, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bankto: LoJack Corporation Westwood Executive Center ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ Suite 1000 Westwood, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, MA 02090 Attn: Chief Executive Officer and General Counsel Preferred Stock Purchase Agreement 22 with a copy to: ▇▇▇▇▇▇▇▇ & Worcester LLP ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attn.: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, Esq. (c) If to the Company, to: SCIN, Inc. ▇▇▇▇ ▇▇▇▇▇ ▇▇. ▇▇, ▇▇▇. #▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attn: Chief Executive Officer or at such other address as the Company shall have furnished to the Series A Investors, with a copy to: Cairncross & Hempelmann, P.S. ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇ Attn: ▇▇▇▇▇▇ (Telecopy No▇▇▇▇▇▇▇ ▇▇, Esq. Fax: (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and ▇ Each such notice or other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number communication shall for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions all purposes of this Agreement shall be deemed to have treated as effective or having been given and effectivewhen received if delivered personally or by messenger, if sent by mail or courier on facsimile, the first business day after the date of delivery thereof confirmation that the facsimile has been successfully transmitted to the address specified herein facsimile number for such noticethe party notified, or, if sent by mail, at the earlier of its receipt or if by telecopier when seventy-two (72) hours after the answerback is received or if by other meanssame has been deposited in a regularly maintained receptacle for deposit of United States mail, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that placeaddressed and mailed as aforesaid.

Notices, Etc. (a) Except in the case of notices Any and other communications expressly all notices, elections or demands permitted or required to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein under this Agreement shall be in writing writing, signed by or on behalf of the party giving such notice, election or demand, and shall be delivered by hand deemed to have been properly given and shall be effective upon being personally delivered, or upon being deposited in the United States mail, postage prepaid, certified with return receipt required, and shall be deemed to have been received on the earlier of the date shown on the receipt or three (3) business days after the postmarked date thereof, or upon being deposited with an overnight courier servicedelivery service requiring proof of delivery, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the Company, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company other party at the address specified of such other party set forth below or such other address within the continental United States as such other party may designate by notice specifically designated as a notice of change of address and given in accordance herewith; provided, however, that the time period in which a response to any such notice, election, demand or pursuant request must be given shall commence on the date of receipt thereof; and provided further that no notice of change of address shall be effective until the date of receipt thereof. Personal delivery to clause (i) above; (iii) if a partner or any officer, partnership, agent or employee of such party at said address shall constitute receipt. Rejection or other refusal to the Depository Bankaccept or inability to deliver because of changed address of which no notice has been given shall also constitute receipt. Any such notice, election, demand, request or response shall be addressed as follows: If given to it at JPMorgan Chase BankLender, N.A., Institutional Trust Services, shall be addressed as follows: Economic Development Corporation of ▇▇▇▇▇▇ County ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ with a copy to: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, LLC ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇ and, if given to Borrower, shall be addressed as follows: CP Property Holdings, LLC ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ and, if given to Operating Company, shall be addressed as follows: CP Nursing, LLC ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇, ▇-▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇, ▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier on the date of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that place.▇

Notices, Etc. ​ (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below)telephone, all notices and other communications provided for herein shall be in writing and hereunder shall be delivered by hand or overnight courier serviceservice (including international courier), mailed by certified or registered mail or sent by telecopy, facsimile or electronic communications (such as follows:e-mail): (i) if to the CompanyBorrower, any Pipeline Borrower or the Collateral Agent, to it at its address specified in address: [***], attention: [***] or pursuant to Section 10.01 email address: [***] or any of the Credit Agreement;other contacts listed in Schedule 1 hereto (which Schedule 1 may be amended from time to time by the Borrower and the Lender); or (ii) if to the Lender, the Collateral Agent or the Administrative Agent, at its Lending Office specified opposite its name on the signature pages below; if to any Grantorother Lender, to it c/o the Company at the address its Lending Office specified in or the Assignment and Acceptance pursuant to clause (i) above; (iii) if to the Depository Bank, to which it at JPMorgan Chase Bank, N.A., Institutional Trust Services, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇became a Lender. (b) Delivery by facsimile or other electronic communication of an executed counterpart of any amendment or waiver of any provision of this Agreement or the Promissory Note or of any Exhibit ​ hereto to be executed and delivered hereunder shall be effective as delivery of a manually executed counterpart thereof. Notices sent by hand or overnight courier service, or mailed by certified or registered mail, shall be deemed to have been given when received; notices sent by facsimile or other electronic communication shall be deemed to have been given when sent (provided that, except as provided in Sections 2.03(f) and 2.03(g), any notice not given during normal business hours for the recipient, shall be deemed to have been given at the opening of business on the next Business Day for the recipient). Notices delivered through electronic communications, to the extent provided in paragraph (c) below, shall be effective as provided in said paragraph (c). (c) Notices and other communications among to the Secured Parties, the Collateral Agent and/or the Depository Bank Lender hereunder may be delivered or furnished by electronic communicationscommunication (including e-mail and Internet or intranet websites) pursuant to procedures approved by the Lender, provided that the foregoing shall not apply to notices to the Lender pursuant to Article II if the Lender has notified the Borrower that it is incapable of receiving notices under such Article by electronic communication. The Administrative Agent Lender or a the Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (cd) Any party hereto may change its address or telecopy number for Unless the Lender otherwise prescribes, (i) notices and other communications hereunder sent to an e-mail address shall be deemed received upon the sender's receipt of an acknowledgement from the intended recipient (such as by the "return receipt requested" function, as available, return e-mail or other written acknowledgement), and (ii) notices or communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient, at its email address as described in the foregoing clause (i), of notification that such notice to or communication is available and identifying the website address therefore; provided that, for both clauses (i) and (ii) above, if such notice, email or other parties hereto. All notices and other communications given to any party hereto in accordance with communication is not sent during the provisions normal business hours of this Agreement the recipient, such notice or communication shall be deemed to have been given and effective, if sent by mail or courier on at the date opening of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day in that placefor the recipient.

Notices, Etc. (a) Except in the case of All notices and other communications expressly required or permitted to be given by telephone (and subject to paragraph (b) below), all notices and other communications provided for herein hereunder shall be in writing and shall may be delivered given by hand or overnight courier servicehand, mailed by certified or registered messenger, courier, electronic mail or sent by telecopyfacsimile addressed (i) if to an Investor, at the Investor’s address, as follows: shown on Exhibit A hereto, or at such other address as the Investors shall have furnished to the Company in writing, or (iii) if to any other holder of any shares subject to this Agreement, at such address as such holder shall have furnished the Company in writing, or, until any such holder so furnishes an address to the Company, then to and at the address of the last holder of such shares who has so furnished an address to the Company, or (iii) if to the Company, any Pipeline Borrower at ▇▇. ▇▇▇▇, ▇▇ ▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇ ZiZhu Science-based Industrial Park, 200241, P.R.C. (attention: Chief Executive Officer), Fax No. (8621) ▇▇▇▇-▇▇▇▇ or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o such other contact details as the Company at the address specified shall have furnished to Investor in or pursuant writing, with a copy to clause (i) above; (iii) if to the Depository Bank▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ & ▇▇▇▇▇▇, to it at JPMorgan Chase BankP.C., N.A., Institutional Trust Services, ▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇ (attention: ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy ), Fax No. (+▇-▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and other communications among . Where a notice is delivered by hand or by messenger, service of the Secured Partiesnotice shall be deemed to be effected upon delivery. Where a notice is sent by courier, service of the Collateral Agent and/or notice shall be deemed to be effected by delivery of the Depository Bank hereunder may be delivered or furnished by electronic communications. The Administrative Agent or a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by notice to the other parties hereto. All notices a courier company, and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given and effective, if sent by mail or courier received on the date of delivery thereof 3rd day following the day on which the notice was delivered to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that courier. Where a notice is given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will mail service shall be deemed to be effected by transmitting the electronic mail to the electronic mail address provided by the intended recipient and shall be deemed to have been received on the next Business Day in same day that placeit was sent, and it shall not necessary for the receipt of the electronic mail to be acknowledged by the recipient. Where a notice is sent by facsimile, service of the notice shall be deemed to be effected by properly addressing and sending such notice and shall be deemed to have been received on the same day that it was transmitted with confirmation of receipt.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all All notices and other communications provided for herein hereunder shall be in writing (including telecopier communication) and shall be delivered by hand mailed, telecopied or overnight courier servicedelivered, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the CompanyBorrower, any Pipeline Borrower or the Collateral Agent, to it at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, at: ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Attention: Senior Vice President and Chief Financial Officer if to any Initial Lender, at its Domestic Lending Office specified in its Administrative Questionnaire; if to any other Lender, at its Domestic Lending Office specified in its Administrative Questionnaire or the Assignment and Acceptance pursuant to which it became a Lender; and if to the Agent, at its address at: ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Mail Code: IL4-135-09-61 Attention: ▇▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) ▇▇▇ or, as to the Borrower or the Agent, at such other address as shall be designated by such party in a written notice to the other parties and, as to each other party, at such other address as shall be designated by such party in a written notice to the Borrower and the Agent. All such notices and communications shall, when mailed, telecopied or delivered, be effective when deposited in the mails, telecopied or delivered, respectively, except that notices and communications to the Agent pursuant to Article II, Article III or Article VII shall not be effective until received by the Agent. Delivery by telecopier of an executed counterpart of any amendment or waiver of any provision of this Agreement or any other Loan Document or of any Exhibit hereto to be executed and delivered hereunder shall be effective as delivery of a manually executed counterpart thereof. Notices and other communications among to the Secured Parties, the Collateral Agent and/or the Depository Bank Lenders hereunder may be delivered or furnished by electronic communicationscommunications (including e-mail and internet or intranet websites) pursuant to procedures approved by the Agent; provided that the foregoing shall not apply to notices to any Lender or the Issuing Lender pursuant to Article II if such Lender or the Issuing Lender, as applicable, has notified the Agent that it is incapable of receiving notices under such Article by electronic communication. The Administrative Agent Agent, the Issuing Lender or a the Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for . All such notices and other communications hereunder (i) sent to an e-mail address shall be deemed received upon the sender’s receipt of an acknowledgement from the intended recipient (such as by the “return receipt requested” function, as available, return e-mail or other written acknowledgement), provided that if not given during the normal business hours of the recipient, such notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement or communication shall be deemed to have been given and effective, if sent by mail or courier on at the date opening of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date of receipt; provided that a notice given by telecopier or electronic communication in accordance with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receipt, will be deemed to be received on the next Business Day for the recipient, and (ii) posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its e-mail address as described in the foregoing clause (b)(i) of notification that placesuch notice or communication is available and identifying the website address therefor.

Notices, Etc. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) below), all All notices and other communications provided for herein hereunder shall be in writing (including telegraphic, telecopy or telex communication) and shall be delivered by hand mailed, telegraphed, telecopied, telexed or overnight courier servicedelivered, mailed by certified or registered mail or sent by telecopy, as follows: (i) if to the CompanyBorrowers, any Pipeline Borrower or the Collateral Agent, to it addressed both c/o Crompton Corp. at its address specified in or pursuant to Section 10.01 of the Credit Agreement; (ii) if to any Grantor, to it c/o the Company at the address specified in or pursuant to clause (i) above; (iii) if to the Depository Bank, to it at JPMorgan Chase Bank, N.A., Institutional Trust Services, O▇▇ ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, Attention: Chief Financial Officer and c/o Uniroyal Corp. at its address at World Headquarters, B▇▇▇▇▇ Road, Middlebury, CT 06749, Attention: Chief Financial Officer; if to any Initial Lender or any Initial Issuing Bank, at its Domestic Lending Office specified opposite its name on Schedule I hereto; if to any other Lender Party, at its Domestic Lending Office specified in the Assignment and Acceptance pursuant to which it became a Lender Party; and if to the Agent, at its address at 3▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention of Attention: C▇▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇▇▇▇ (Telecopy No. (▇▇▇) ▇▇▇-▇▇▇▇. (b) Notices and ; or, as to the Borrowers or the Agent, at such other communications among the Secured Parties, the Collateral Agent and/or the Depository Bank hereunder may address as shall be delivered or furnished designated by electronic communications. The Administrative Agent or such party in a Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. (c) Any party hereto may change its address or telecopy number for notices and other communications hereunder by written notice to the other parties heretoand, as to each other party, at such other address as shall be designated by such party in a written notice to the Borrowers and the Agent. All such notices and other communications given shall (a) when mailed, be effective three Business Days after the same is deposited in the mails, (b) when mailed for next day delivery by a reputable freight company or reputable overnight courier service, be effective one Business Day thereafter, and (c) when sent by telegraph, telecopier or telex, be effective when the same is confirmed by telephone, telecopier confirmation or return telecopy or telex answerback, respectively, except that notices and communications to the Agent pursuant to Article II, III or VII shall not be effective until received by the Agent. Delivery by telecopier of an executed counterpart of any party hereto in accordance with the provisions amendment or waiver of any provision of this Agreement or the Notes or of any Exhibit hereto to be executed and delivered hereunder shall be deemed to have been given and effective, if sent by mail or courier on the date effective as delivery of delivery thereof to the address specified herein for such notice, or if by telecopier when the answerback is received or if by other means, on the date a manually executed counterpart thereof. Delivery of receipt; provided that a notice given by telecopier or electronic communication in accordance from any Borrower pursuant to Section 5.03(a) shall be deemed, solely with this Section 9.04 but received on any day other than a Business Day or after business hours in the place of receiptrespect to such Section, will be deemed to be received on the next Business Day in that placenotice from all Borrowers.