Common use of Reaffirmation Clause in Contracts

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall continue to be in full force and effect and (ii) all guarantees, pledges, grants of security and other commitments thereunder shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunder.

Reaffirmation. (a) Each Reaffirming Loan Party reaffirms its guaranty of the Obligations pursuant to the Existing Credit Agreement as amended hereby. Each Loan Party hereby acknowledges its receipt that it has reviewed the terms and review provisions of a copy of the Designation Certificate and related Indenture, and hereby accepts this Amendment and consents to the Pari Passu Designation and amendment of the resulting grant of security and other benefits Existing Credit Agreement effected pursuant to the Pari Passu Debt Obligations referenced in the Designation Certificatethis Amendment. Each Reaffirming Loan Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect that each Loan Document to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall which it is a party or is otherwise bound will continue to be in full force and effect as amended by this Amendment and (ii) all guarantees, pledges, grants of security and other commitments its obligations thereunder shall continue not be impaired or limited by the execution or effectiveness of this Amendment. (b) It is the intention of each of the parties hereto that the Existing Credit Agreement be amended so as to preserve the perfection and priority of all Liens securing Indebtedness and Obligations under the Existing Credit Agreement and that all Indebtedness and Obligations of the Loan Parties thereunder shall be in full force secured by the Liens evidenced under the Security Documents and effect that neither this Amendment nor the transactions contemplated thereby constitute a novation or termination of the Indebtedness and shall accrue Obligations existing under the Existing Credit Agreement (or serve to terminate Sections 9.06, 10.02 or 10.03 of the Existing Credit Agreement or any of the Borrowers’ obligations thereunder with respect to the benefit Existing Lenders). The parties hereto further acknowledge and agree that this Amendment constitutes an amendment of the Secured Parties, including, for Existing Credit Agreement made under and in accordance with the avoidance terms of doubt, the holders Section 10.05 of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunderExisting Credit Agreement.

Reaffirmation. Subject to section 12 below: (a) Each Reaffirming Party hereby acknowledges its receipt that it has reviewed the terms and review of a copy provisions of the Designation Certificate Existing Credit Agreement and related Indenture, and hereby accepts the Amended Credit Agreement and consents to (i) the Pari Passu Designation amendment and restatement of the Existing Credit Agreement effected pursuant to this Amendment and the resulting grant of security Amended Credit Agreement and other benefits to (ii) the Pari Passu Debt Obligations referenced in transactions contemplated by this Amendment and the Designation CertificateAmended Credit Agreement. Each Reaffirming Party hereby further (ai) affirms reaffirms its obligations under the Loan Documents to which it is a party and confirms its (ii) reaffirms that, notwithstanding the effectiveness of this Amendment and the consummation of the transactions contemplated hereby (including the amendment of the Existing Credit Agreement), the guarantees, pledges, grants of security interests, Liens and other commitments agreements and obligations under of such Reaffirming Party and the terms of each of the Collateral Agreement (as amended hereby Documents and modified by the Pari Passu Designation), (b) affirms each other Loan Document to which such Reaffirming Party is a party are not impaired or affected in any manner whatsoever and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall continue to be in full force and effect and (ii) all guarantees, pledges, grants of security and other commitments thereunder shall continue to be in full force and effect and shall accrue to the benefit of the Secured PartiesParties under the Amended Credit Agreement. (b) Each Reaffirming Party hereby confirms and agrees that (i) the Repriced Initial Term Loans and the Repriced 2021 Incremental Term Loans shall, includingupon the funding thereof pursuant to Section 1 hereof, for the avoidance constitute, “Obligations” (or any word of doubt, the holders like import) under each of the Securities Amended Credit Agreement and Collateral Documents and each other Loan Document, and (ii) the Obligations under the Amended Credit Agreement have been and will continue to be guaranteed pursuant to Article IV of the Amended Credit Agreement and secured pursuant to the Collateral Documents by a legal, valid, binding and enforceable security interest in and a fully perfected continuing Lien on all of such Reaffirming Party’s right, title and interest in, to and under all “Collateral” as defined in the Collateral Documents and the Trustee. other Loan Documents. (c) Each of the Reaffirming Parties hereby confirms that the Agent is authorized to prepare and agrees thatfile all documents, after giving effect agreements and instruments and take all other actions necessary to satisfy the perfection requirements and to cause the Lien created by each applicable Collateral Document in respect of the Obligations to be duly perfected to the Pari Passu Designationextent required by such agreement in accordance with all applicable Laws, (i) including the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under filing of financing statements in such jurisdictions as may be reasonably determined by the Administrative Agent or the Collateral Agreement (Agent as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereundernecessary.

Reaffirmation. Each Reaffirming By signing this Amendment and Restatement, each Credit Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further confirms that (a) affirms notwithstanding the effectiveness of this Amendment and confirms its guaranteesRestatement and the transactions contemplated hereby, pledges, grants the obligations of security and other commitments and obligations such Credit Parties under the Collateral Amended and Restated Credit Agreement (including with respect to the Term B-3 Loans and 2023 Revolving Loans contemplated by this Agreement) and the other Credit Documents (i) are entitled to the benefits of the guarantees and the security interests set forth or created in the Amended and Restated Credit Agreement, the Security Agreement, the other Security Documents and the other Credit Documents, (ii) constitute “Guaranteed Obligations” and “Obligations” for purposes of the Amended and Restated Credit Agreement, the Security Agreement, the other Security Documents and all other Credit Documents, (iii) each Guarantor hereby confirms and ratifies its continuing unconditional obligations as Guarantor under the Credit Agreement as amended hereby and modified by with respect to all of the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) Guaranteed Obligations and (civ) agrees thateach Credit Document to which such Credit Party is a party is, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall continue to be be, in full force and effect and (ii) is hereby ratified and confirmed in all guarantees, pledges, grants of security respects and other commitments thereunder shall continue to be remain in full force and effect and shall accrue according to its terms (in the benefit case of the Secured PartiesExisting Credit Agreement, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (iib) each Converting Term B-3 Loan Consenting Lender, Revolving Lender and Additional Term B-3 Lender shall be a “Secured Creditor” and a “Lender” (including without limitation for purposes of the holders definition of any Securities “Required Lenders” contained in Section 1.01 of the Amended and Restated Credit Agreement) for all purposes of the Amended and Restated Credit Agreement and the Trustee shall be “Pari Passu Secured Parties” other Credit Documents. Each Credit Party ratifies and “Secured Parties” under confirms that all Liens granted, conveyed, or assigned to any Agent by such Person pursuant to any Credit Document to which it is a party remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Collateral Agreement (Obligations as amended increased hereby) and shall have all the rights and privileges of a Secured Party thereunder.

Reaffirmation. Each Reaffirming Credit Party hereby expressly acknowledges its receipt the terms of this Joinder and review of a copy Amendment Agreement and reaffirms, as of the Designation Certificate and related IndentureAmendment No. 2 Effective Date, and hereby accepts after giving effect to this Joinder and consents to Amendment Agreement, (i) the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its covenants, guarantees, pledges, grants of security Liens and agreements or other commitments contained in each Credit Document to which it is a party, including, in each case, such covenants, guarantees, pledges, grants of Liens and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and agreements or other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, in effect immediately after giving effect to the amendments contemplated hereby this Joinder and Amendment Agreement and the Pari Passu Designationtransactions contemplated hereby, (iii) its guarantee of the Obligations (including, without limitation, the Revolving Credit Commitments (including the Additional Revolving Credit Commitments)) under each Guarantee, as applicable, (iii) its grant and the validity of Liens granted by it on the Collateral to secure the Obligations (including, without limitation, the Obligations with respect to the Revolving Credit Commitments (including the Additional Revolving Credit Commitments)) pursuant to the Security Documents. Each Credit Party hereby agrees that after giving effect to this Joinder and Amendment Agreement (A) each Credit Document to which it is a party shall continue to be in full force and effect and (iiB) all guarantees, pledges, grants of security Liens, covenants, agreements and other commitments thereunder by such Credit Party under the Credit Documents shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all not be affected, impaired or discharged hereby or by the rights transactions contemplated in this Joinder and privileges of a Secured Party thereunderAmendment Agreement.

Reaffirmation. Each of the Reaffirming Parties: (i) (x) confirms to the Administrative Agent and the Lenders that such Reaffirming Party hereby acknowledges its receipt and review of has received a copy of the Designation Certificate Amendment, (y) expressly and related Indentureknowingly ratifies and reaffirms its respective liability under each of the Loan Documents (including the Guaranty) to which it is a party and (z) expressly agrees to be and remain liable under the terms of each such Loan Document to which it is a party, and hereby accepts and consents in each case, in accordance with the terms thereof; (ii) confirms that, as of the date hereof, it has no defense, offset, deduction or counterclaim whatsoever against any Lender or with respect to the Pari Passu Designation and the resulting grant obligations of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each such Reaffirming Party hereby further relating to any such Loan Document; (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (ciii) agrees that, after giving effect except as expressly contemplated by the Amendment or any other Loan Document executed in connection therewith, each Loan Document (including the Guaranty) to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement which it is a party shall continue to be remain in full force and effect and is hereby ratified and confirmed; (iiiv) agrees that the Amendment and all guarantees, pledges, grants of security and other commitments thereunder shall continue documents executed in connection therewith do not operate to be in full force and effect and shall accrue reduce or discharge such Reaffirming Party’s obligations under the Loan Documents (including the Guaranty) to which it is party; (v) agrees that each reference to the benefit “Loan Agreement” in the Loan Documents (including the Guaranty) to which it is a party shall be deemed to refer to the Amended Loan Agreement as defined herein; and (vi) agrees that the execution of this Reaffirmation is not required by the terms of the Secured Parties, including, Loan Documents or by applicable law for the avoidance continued validity and enforceability of doubt, any Loan Document (including the holders of Guaranty) to which it is a party in accordance with its respective terms but that this Reaffirmation is executed to induce the Securities Lenders and the Trustee. Each Administrative Agent to approve of and otherwise enter into the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunderAmendment.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement Each Security Reaffirming Party (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (ci) agrees that, after giving effect notwithstanding the effectiveness of the Incremental Assumption Agreement or consummation of the 2016 Incremental Term Loan Transactions, each of the Security Documents (as each may have been amended, restated, supplemented, modified and/or confirmed on or prior to the amendments contemplated hereby and the Pari Passu Designationdate hereof) set forth on Schedule B hereto to which it is a party (each, (ia “Reaffirmed Security Document”) the Collateral Agreement shall continue continues to be in full force and effect effect, subject to the Legal Reservations, and is hereby ratified and reaffirmed, (ii) all guarantees, pledges, confirms its respective pledges and grants of security interests in the Collateral to the extent provided in the Reaffirmed Security Documents and (iii) acknowledges that each such Reaffirmed Security Document to which it is a party and the First Lien Intercreditor Agreement continue in full force and effect subject to the Legal Reservations and extend, subject to the limitations contained therein, to any additional Bank Obligations arising as a result of the 2016 Incremental Term Loan Transactions, which shall, as of the date hereof, be considered “Credit Agreement Obligations” under the First Lien Intercreditor Agreement. (a) Each Reaffirming Party hereby (i) ratifies and affirms the Incremental Assumption Agreement and the 2016 Incremental Term Loan Transactions, (ii) agrees that, notwithstanding the effectiveness of the Incremental Assumption Agreement, its guarantee provided pursuant to Article X of the Credit Agreement continues to be in full force and effect, (iii) confirms its guarantee of the Bank Obligations (with respect to itself) as provided in the Loan Documents (including any limitations expressly set forth therein as may be amended and/or modified from time to time) and (iv) acknowledges that such guarantee (including any limitations thereto expressly set forth in the relevant Loan Document, including Schedule 10.03 of the Credit Agreement mutatis mutandis and in any Guarantor Joinder to the Credit Agreement) continues in full force and effect in respect of the Bank Obligations under the Credit Agreement and the other commitments thereunder Loan Documents, including any additional Bank Obligations arising as a result of the 2016 Incremental Term Loan Transactions. (b) Each of the Security Reaffirming Parties hereby confirms and agrees that, with respect to any Reaffirmed Security Document to which it is a party, all additional Bank Obligations arising as a result of the 2016 Incremental Term Loan Transactions constitute “Obligations”, “Secured Liabilities” and words of similar import as set forth across from and described under the applicable Reaffirmed Security Documents listed in Schedule B. (c) Each of the Security Reaffirming Parties hereby agrees that the Parallel Debt, if any, of such Security Reaffirming Party created under the First Lien Intercreditor Agreement or under any Guarantor Joinder in effect prior to the date hereof shall continue to be in full force and effect and shall accrue to the benefit of each Collateral Agent (for the benefit of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) defined in the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended herebyFirst Lien Intercreditor Agreement)) and shall have continue to apply, as applicable, in relation to all Obligations following the rights effectiveness of the Incremental Assumption Agreement and privileges the consummation of a Secured Party thereunderthe 2016 Incremental Term Loan Transactions.

Reaffirmation. Each Reaffirming Credit Party hereby acknowledges its receipt and review of a copy of this Amendment and confirms its review of the Designation Certificate terms and related Indenture, conditions hereof and hereby accepts of the Amended Credit Agreement and consents to the Pari Passu Designation terms and conditions of this Amendment, the Amended Credit Agreement and the resulting grant of security transactions contemplated hereby and other benefits to by the Pari Passu Debt Obligations referenced in the Designation CertificateAmended Credit Agreement. Each Reaffirming Credit Party hereby further (a) affirms reaffirms and confirms its guaranteesguarantees (including, without limitation, the Guaranteed Obligations and the Secured Obligations in each case referred to and defined in the Guaranty and Security Agreement), pledges, grants of Liens and security interests, agreements and other commitments and obligations undertakings under the Collateral Agreement (Loan Documents, including, without limitation, in each case, such agreements and undertakings as amended in effect immediately after giving effect to this Amendment and the transactions contemplated hereby and modified by the Pari Passu Designation)Amended Credit Agreement, (b) affirms acknowledges and confirms its indemnification obligations and agrees that nothing in this Amendment, the Amended Credit Agreement, any other commitments and obligations under Loan Document or any other document or instrument executed, delivered or furnished in connection herewith or therewith shall constitute (or be deemed to constitute) a novation, discharge, reduction, compromise, release or termination of the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) Obligations or of such Guaranteed Obligations or Secured Obligations and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, that (i) the Collateral Agreement each Loan Document to which it is a party or otherwise bound (as amended by this Amendment) shall continue to be in full force and effect effect, and each such Loan Document and its obligations thereunder are hereby ratified, confirmed and reaffirmed in all respects, and (ii) all guarantees, pledges, grants of Liens and security interests, payment obligations, agreements and other commitments thereunder obligations and undertakings by the Credit Parties shall continue to be in full force and effect effect, shall be valid and enforceable and shall accrue to the benefit of the Secured PartiesParties and shall not be affected, includingimpaired, for limited or discharged hereby or by the avoidance transactions contemplated in this Amendment or the Amended Credit Agreement. Nothing herein shall be deemed to entitle any Credit Party to a consent to, or a waiver, amendment, modification or other change of, any of doubtthe Obligations, the holders Guaranteed Obligations, the Secured Obligations or any of the Securities terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances, and neither the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of Agent nor any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a other Secured Party thereunderhas any obligation to inform any Guarantor of such matters in the future or to seek any Guarantor’s acknowledgment or agreement to future amendments, waivers or consents, and nothing herein shall create such a duty.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms To induce the Lenders and confirms the Administrative Agent to enter into this Amendment No. 4, each of the Loan Parties hereby acknowledges and reaffirms its guarantees, pledges, grants of security and other commitments and obligations under each Loan Document to which it is a party, including, without limitation, any grant, pledge or collateral assignment of a lien or security interest, as applicable, contained therein, in each case as amended, restated, amended and restated, supplemented or otherwise modified prior to or as of the Collateral Agreement date hereof (including as amended hereby pursuant to this Amendment No. 4) (collectively, the “Reaffirmed Documents”). Each Borrower acknowledges and modified by agrees that each of the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect Loan Documents to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement which it is a party or otherwise bound shall continue to be in full force and effect and (ii) that all guarantees, pledges, grants of security and other commitments its obligations thereunder shall not be impaired or limited by the execution or effectiveness of this Amendment No. 4. (b) In furtherance of the foregoing Section 7(a), each Loan Party, in its capacity as a Guarantor under any Guaranties to which it is a party (in such capacity, each a “Reaffirming Loan Guarantor”), reaffirms its guarantee of the Obligations under the terms and conditions of such Guaranties and agrees that such Guaranties remain in full force and effect to the extent set forth in such Guaranties and after giving effect to this Amendment No. 4, and is hereby ratified, reaffirmed and confirmed. Each Reaffirming Loan Guarantor hereby confirms that it consents to the terms of this Amendment No. 4 and the Amended Credit Agreement. Each Reaffirming Loan Guarantor hereby (i) acknowledges and agrees that its Guaranties and each of the Loan Documents to which it is a party or otherwise bound shall continue to be in full force and effect and that all of its obligations thereunder shall accrue not be impaired or limited by the execution or effectiveness of this Amendment No. 4, (ii) acknowledges and agrees that it will continue to guarantee to the fullest extent possible in accordance with the Loan Documents the payment and performance of all Obligations under each of the Loan Documents to which it is a party (including all such Obligations as amended and/or reaffirmed pursuant to this Amendment No. 4) and (iii) acknowledges, agrees and warrants for the benefit of the Administrative Agent and each other Secured Party that there are no rights of set-off or counterclaim, nor any defenses of any kind, whether legal, equitable or otherwise, that would enable such Reaffirming Loan Guarantor to avoid or delay timely performance of its obligations under the Loan Documents. (c) In furtherance of the foregoing Section 7(b), each of the Loan Parties that is party to any Collateral Document, in its capacity as a “grantor”, “pledgor” or other similar capacity under such Collateral Document (in such capacity, each a “Reaffirming Grantor”), hereby acknowledges that it has reviewed and consents to the terms and conditions of this Amendment No. 4 and the transactions contemplated hereby. In addition, each Reaffirming Grantor reaffirms the security interests granted by such Reaffirming Grantor under the terms and conditions of the Collateral Documents (in each case, to the extent a party thereto) to secure the Obligations (including all such Obligations as amended and/or reaffirmed pursuant to this Amendment No. 4) and agrees that such security interests remain in full force and effect and are hereby ratified, reaffirmed and confirmed. Each Reaffirming Grantor hereby (i) confirms that each Collateral Document to which it is a party or is otherwise bound and all Collateral encumbered thereby will continue to secure, to the fullest extent possible in accordance with the Collateral Documents, the payment and performance of the Obligations and the Secured Obligations (as defined in the Collateral Documents) (including all such Obligations and Secured Obligations (as defined in the Collateral Documents) as amended and/or reaffirmed pursuant to this Amendment No. 4, as the case may be, including without limitation the payment and performance of all such applicable Obligations and Secured Obligations (as defined in the Collateral Documents) that are joint and several obligations of each Guarantor and each Reaffirming Grantor now or hereafter existing, (ii) confirms its respective grant to the Collateral Agent for the benefit of the Secured PartiesParties of the security interest in and continuing Lien on all of such Reaffirming Grantor’s right, includingtitle and interest in, to and under all Collateral, in each case whether now owned or existing or hereafter acquired or arising and wherever located, as collateral security for the avoidance prompt and complete payment and performance in full when due, whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise, of doubtall applicable Obligations and Secured Obligations (as defined in the Collateral Documents) (including all such Obligations and Secured Obligations (as defined in the Collateral Documents) as amended and/or reaffirmed pursuant to this Amendment No. 4, subject to the holders terms contained in the applicable Loan Documents, (iii) confirms its respective pledges, grants of security interests and other obligations, as applicable, under and subject to the terms of each of the Securities and Collateral Documents to which it is a party. (d) Each Guarantor (other than the Trustee. Each of the Reaffirming Parties hereby confirms Initial Borrower) acknowledges and agrees that, after giving effect to the Pari Passu Designation, that (i) such Guarantor is not required by the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under terms of the Collateral Credit Agreement (as amended hereby) or any other Loan Document to consent to this Amendment No. 4 and (ii) nothing in the holders of Credit Agreement, this Amendment No. 4 or any Securities and the Trustee other Loan Document shall be “Pari Passu Secured Parties” and “Secured Parties” under deemed to require the Collateral Agreement (as amended hereby) and shall have all consent of such Guarantor to any future amendment, consent or waiver of the rights and privileges terms of a Secured Party thereunderthe Credit Agreement.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt In connection with the execution and review delivery of a copy this Amendment, (i) each of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further Subsidiary Guarantors (a) affirms hereby consents to this Amendment and confirms its guarantees, pledges, grants of security the transactions and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation)modifications contemplated thereby, (b) affirms hereby ratifies and confirms reaffirms all of its indemnification obligations payment and other commitments and obligations performance obligations, contingent or otherwise, if any, under each of the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and Loan Documents to which it is a party, (c) without limiting the generality of clause (b), hereby ratifies and reaffirms the Guaranty and Collateral Agreements and the other Security Documents to which it is a party, (d) acknowledges and agrees that, after giving as of the date hereof, any of the Loan Documents to which it is a party or otherwise bound continue in full force and effect and that all of its obligations thereunder continue to be valid and enforceable, shall not be impaired or limited by the execution or effectiveness of this Amendment and are hereby reaffirmed and confirmed in all respects, and (e) represents and warrants that all representations and warranties contained in the Guaranty and Collateral Agreements, the other Security Documents and each other Loan Document to which it is a party are true and correct in all material respects on and as of the date hereof to the amendments contemplated hereby same extent as though made on and as of the Pari Passu Designationdate hereof, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true and correct in all material respects on and as of such earlier date, and (iii) each of the undersigned Loan Parties reaffirms each Lien, if any, it granted pursuant to the Guaranty and Collateral Agreement shall continue Agreements or the other Security Documents to which it is a party, which Liens continue, as of the date hereof, to be in full force and effect and (ii) all guarantees, pledges, grants of security and other commitments thereunder shall continue to be secure the Obligations, on and subject to the terms and conditions set forth in the Credit Agreement, the Guaranty and Collateral Agreements, the other Security Documents and the other Loan Documents. Without limiting the foregoing each undersigned Loan Party hereby confirms that the Guaranty and Collateral Agreements and all other Security Documents to which it is a party, and all Collateral encumbered thereby or pursuant thereto continue to guarantee or secure, as the case may be, to the fullest extent possible in accordance with the applicable Guaranty and Collateral Agreements and Security Documents, the payment and performance of all Obligations, subject, however, in each case, to the limitations set forth herein and therein, as applicable. Each undersigned Loan Party acknowledges and agrees that any of the Loan Documents to which it is a party or otherwise bound continue in full force and effect and that all of its obligations thereunder continue to be valid and enforceable, shall accrue to not be impaired or limited by the benefit execution or effectiveness of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunderthis Amendment.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms To induce the Refinancing Revolving Credit Lenders and confirms the Administrative Agent to enter into this Amendment, each of the Loan Parties hereby acknowledges and reaffirms its guarantees, pledges, grants of security and other commitments and obligations under each Loan Document to which it is a party, including, without limitation, any grant, pledge or collateral assignment of a lien or security interest, as applicable, contained therein, in each case as amended, restated, amended and restated, supplemented or otherwise modified prior to or as of the Collateral Agreement (as amended hereby date hereof . Each Borrower acknowledges and modified by agrees that each of the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect Loan Documents to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement which it is a party or otherwise bound shall continue to be in full force and effect and (ii) that all guarantees, pledges, grants of security and other commitments its obligations thereunder shall continue not be impaired or limited by the execution or effectiveness of this Amendment. (b) In furtherance of the foregoing clause (a), each of the Loan Parties that is party to be any Security Document, in its capacity as a “grantor”, “pledgor” or other similar capacity under such Security Document (in such capacity, each a “Reaffirming Party”), hereby acknowledges that it has reviewed and consents to the terms and conditions of this Amendment and the transactions contemplated hereby. In addition, each Reaffirming Party reaffirms the security interests granted by such Reaffirming Party under the terms and conditions of the Security Documents (in each case, to the extent a party thereto) to secure the Obligations and agrees that such security interests remain in full force and effect and shall accrue are hereby ratified, reaffirmed and confirmed. Each Reaffirming Party hereby (i) confirms that each Security Document to which it is a party or is otherwise bound and all Collateral encumbered thereby secures and will continue to secure, to the fullest extent possible in accordance with the Security Documents, the payment and performance of the Obligations, including without limitation the payment and performance of all such applicable Obligations that are joint and several obligations of each Guarantor and each Reaffirming Party now or hereafter existing, in each case pursuant to the terms of the Security Documents such Reaffirming Party is a party to, (ii) confirms its respective grant to the Administrative Agent for the benefit of the Secured PartiesParties of the security interest in and continuing Lien on all of such Reaffirming Party’s right, includingtitle and interest in, to and under all Collateral to which such Reaffirming Party granted a security interest in and a continuing Lien on pursuant to the terms of the Security Documents to which such Reaffirming Party is party to, in each case whether now owned or existing or hereafter acquired or arising and wherever located, as collateral security for the avoidance prompt and complete payment and performance in full when due, whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise, of doubtall applicable Obligations, subject to the holders terms contained in the applicable Loan Documents and (iii) confirms its respective pledges, grants of security interests and other obligations, as applicable, under and subject to the terms of each of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect Security Documents to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of which it is a Secured Party thereunderparty.

Reaffirmation. Subject to Section 12 hereof: (a) Each Reaffirming Party hereby acknowledges its receipt that it has reviewed the terms and review of a copy provisions of the Designation Certificate Existing Credit Agreement and related Indenture, and hereby accepts the Amended Credit Agreement and consents to (i) the Pari Passu Designation amendment and restatement of the Existing Credit Agreement effected pursuant to this Amendment and the resulting grant of security Amended Credit Agreement and other benefits to (ii) the Pari Passu Debt Obligations referenced in transactions contemplated by this Amendment and the Designation CertificateAmended Credit Agreement. Each Reaffirming Party hereby further (ai) affirms reaffirms its obligations under the Loan Documents to which it is a party and confirms its (ii) reaffirms that, notwithstanding the effectiveness of this Amendment and the consummation of the transactions contemplated hereby (including the amendment of the Existing Credit Agreement), the guarantees, pledges, grants of security interests, Liens and other commitments agreements and obligations under of such Reaffirming Party and the terms of each of the Collateral Agreement (as amended hereby Documents and modified by the Pari Passu Designation), (b) affirms each other Loan Document to which such Reaffirming Party is a party are not impaired or affected in any manner whatsoever and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall continue to be in full force and effect and (ii) all guarantees, pledges, grants of security and other commitments thereunder shall continue to be in full force and effect and shall accrue to the benefit of the Secured PartiesParties under the Amended Credit Agreement. (b) Each Reaffirming Party hereby confirms and agrees that (i) the Repriced 2021 Incremental Term Loans shall, includingupon the funding thereof pursuant to Section 1 hereof, for the avoidance constitute, “Obligations” (or any word of doubt, the holders like import) under each of the Securities Amended Credit Agreement and Collateral Documents and each other Loan Document, and (ii) the Obligations under the Amended Credit Agreement have been and will continue to be guaranteed pursuant to Article IV of the Amended Credit Agreement and secured pursuant to the Collateral Documents by a legal, valid, binding and enforceable security interest in and a fully perfected continuing Lien on all of such Reaffirming Party’s right, title and interest in, to and under all “Collateral” as defined in the Collateral Documents and the Trustee. other Loan Documents. (c) Each of the Reaffirming Parties hereby confirms that the Agent is authorized to prepare and agrees thatfile all documents, after giving effect agreements and instruments and take all other actions necessary to satisfy the perfection requirements and to cause the Lien created by each applicable Collateral Document in respect of the Obligations to be duly perfected to the Pari Passu Designationextent required by such agreement in accordance with all applicable Laws, (i) including the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under filing of financing statements in such jurisdictions as may be reasonably determined by the Administrative Agent or the Collateral Agreement (Agent as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereundernecessary.

Reaffirmation. Each Reaffirming By executing and delivering a counterpart hereof, (i) each Credit Party hereby acknowledges its receipt and review of a copy agrees that, as of the Designation Certificate Sixteenth Amendment Effective Date and related Indentureafter giving effect to this Sixteenth Amendment and the transactions contemplated hereby, and hereby accepts and consents all Obligations of the Borrower (including, without limitation, the Revolving Credit Exposure with respect to the Pari Passu Designation and the resulting grant of security and other benefits 2024 New Revolving Credit Commitments) shall be guaranteed pursuant to the Pari Passu Debt Obligations referenced Guarantee in accordance with the Designation Certificate. Each Reaffirming terms and provisions thereof and shall be secured pursuant to the Security Documents in accordance with the terms and provisions thereof; (ii) each Credit Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (cA) agrees that, notwithstanding the effectiveness of this Sixteenth Amendment, as of the Sixteenth Amendment Effective Date and after giving effect to thereto, the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall Security Documents continue to be in full force and effect, (B) agrees that, as of the Sixteenth Amendment Effective Date and after giving effect to this Sixteenth Amendment and (ii) the transactions contemplated hereby, all guarantees, pledges, grants of the Liens and security interests created and other commitments thereunder shall continue arising under each Security Document to be which it is a party remain in full force and effect on a continuous basis, and shall accrue the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its Obligations under the Credit Documents (as modified hereby) to which it is a party, in each case, to the benefit extent provided in, and subject to the limitations and qualifications set forth in, such Credit Documents (as modified hereby) and (C) affirms and confirms all of its obligations and liabilities under the Credit Agreement and each other Credit Document (as modified hereby) to which it is a party, in each case after giving effect to this Sixteenth Amendment and the transactions contemplated hereby, including its guarantee of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities Obligations and the Trustee. Each pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Reaffirming Parties hereby confirms Security Documents (as modified hereby) to which it is a party to secure such Obligations, all as provided in the Security Documents (as modified hereby), and acknowledges and agrees that, as of the Sixteenth Amendment Effective Date, such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Obligations under the Credit Agreement and the other Credit Documents, in each case after giving effect to this Sixteenth Amendment, the Pari Passu Designationincurrence of the 2024 Revolving Commitment Increase effected hereby and the other transactions contemplated hereby; and (iii) each Guarantor agrees that nothing in the Credit Agreement, (i) this Sixteenth Amendment or any other Credit Document shall be deemed to require the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under consent of such Guarantor to any future amendment to the Collateral Credit Agreement (as amended modified hereby) and (ii) ). This Sixteenth Amendment shall not extinguish the holders obligations of the parties outstanding under the Security Documents or discharge, release or otherwise change the priority of any Securities and Lien on any Collateral pursuant to any of the Trustee Security Documents. Nothing herein contained shall be “Pari Passu Secured Parties” construed as a substitution or novation of the obligations, guarantees and “Secured Parties” liabilities outstanding under the Collateral Agreement (as amended hereby) Security Documents, and it is the intent of the parties hereto to confirm that all of the respective obligations of each of the Borrower and each other Credit Party under the Security Documents to which it is a party shall have all the rights continue in full force and privileges of a Secured Party thereundereffect.

Reaffirmation. Each Reaffirming Party Loan Party, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, hereby acknowledges (i) ratifies and reaffirms all of its receipt payment and review of a copy of the Designation Certificate and related Indentureperformance obligations, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guaranteescontingent or otherwise, pledges, grants of security and other commitments and obligations under the Collateral Amended Credit Agreement and each other Loan Document to which it is a party (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to this Amendment and all transactions effected or contemplated hereby), (ii) to the extent such Person granted liens on or security interests in any of its property pursuant to any Security Documents as security for or otherwise guaranteed the Obligations or Guaranteed Obligations, as applicable, under or with respect to the Loan Documents (except, in each case, to the extent heretofore expressly released and not subsequently re-encumbered pursuant to any Security Document), ratifies and reaffirms such guarantee and grant of security interests and liens and confirms and agrees that such security interests and liens hereafter secure all of the Obligations or Guaranteed Obligations, as applicable, as amended hereby, and (iii) consents to the amendments to the Third Amendment effected by this Amendment. Each Loan Party hereby consents to this Amendment and the transactions contemplated hereby and acknowledges that the Pari Passu DesignationAmended Credit Agreement, the Third Amendment and each other Loan Document (iin each case after giving effect to this Amendment and all transactions effected or contemplated hereby) the Collateral Agreement shall continue to be remain in full force and effect and (ii) all guarantees, pledges, grants of security is hereby ratified and other commitments thereunder shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunderreaffirmed.

Reaffirmation. Each Reaffirming By executing and delivering a counterpart hereof, (i) each Credit Party hereby acknowledges its receipt and review of a copy agrees that, as of the Designation Certificate Eleventh Amendment Effective Date and related Indentureafter giving effect to this Eleventh Amendment and the transactions contemplated hereby, and hereby accepts and consents all Obligations of the Borrower (including, without limitation, the Revolving Credit Exposure with respect to the Pari Passu Designation and the resulting grant of security and other benefits 2022 New Revolving Credit Commitments) shall be guaranteed pursuant to the Pari Passu Debt Obligations referenced Guarantee in accordance with the Designation Certificate. Each Reaffirming terms and provisions thereof and shall be secured pursuant to the Security Documents in accordance with the terms and provisions thereof; (ii) each Credit Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (cA) agrees that, notwithstanding the effectiveness of this Eleventh Amendment, as of the Eleventh Amendment Effective Date and after giving effect to thereto, the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall Security Documents continue to be in full force and effect, (B) agrees that, as of the Eleventh Amendment Effective Date and after giving effect to this Eleventh Amendment and (ii) the transactions contemplated hereby, all guarantees, pledges, grants of the Liens and security interests created and other commitments thereunder shall continue arising under each Security Document to be which it is a party remain in full force and effect on a continuous basis, and shall accrue the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its Obligations under the Credit Documents (as modified hereby) to which it is a party, in each case, to the benefit extent provided in, and subject to the limitations and qualifications set forth in, such Credit Documents (as modified hereby) and (C) affirms and confirms all of its obligations and liabilities under the Credit Agreement and each other Credit Document (as modified hereby) to which it is a party, in each case after giving effect to this Eleventh Amendment and the transactions contemplated hereby, including its guarantee of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities Obligations and the Trustee. Each pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Reaffirming Parties hereby confirms Security Documents (as modified hereby) to which it is a party to secure such Obligations, all as provided in the Security Documents (as modified hereby), and acknowledges and agrees that, as of the Eleventh Amendment Effective Date, such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Obligations under the Credit Agreement and the other Credit Documents, in each case after giving effect to this Eleventh Amendment and the Pari Passu Designationincurrence of the 2022 Revolving Commitment Increase effected hereby and the other transactions contemplated hereby; and (iii) each Guarantor agrees that nothing in the Credit Agreement, (i) this Eleventh Amendment or any other Credit Document shall be deemed to require the Securities consent of such Guarantor to any future amendment to the Credit Agreement. This Eleventh Amendment shall constitute “Pari Passu Debt Obligations” and “Obligations” not extinguish the obligations of the parties outstanding under the Collateral Agreement (as amended hereby) and (ii) Security Documents or discharge, release or otherwise change the holders priority of any Securities and Lien on any Collateral pursuant to any of the Trustee Security Documents. Nothing herein contained shall be “Pari Passu Secured Parties” construed as a substitution or novation of the obligations, guarantees and “Secured Parties” liabilities outstanding under the Collateral Agreement (as amended hereby) Security Documents, and it is the intent of the parties hereto to confirm that all of the respective obligations of each of the Borrower and each other Credit Party under the Security Documents to which it is a party shall have all the rights continue in full force and privileges of a Secured Party thereundereffect.

Reaffirmation. Each Reaffirming By executing and delivering a counterpart hereof, (i) each Credit Party hereby acknowledges its receipt and review of a copy agrees that, as of the Designation Certificate Fifth Amendment Effective Date and related Indentureafter giving effect to this Fifth Amendment and the transactions contemplated hereby, and hereby accepts and consents all Obligations of the Borrower (including, without limitation, the Revolving Credit Exposure with respect to the Pari Passu Designation and the resulting grant of security and other benefits 2022-E New Revolving Credit Commitments) shall be guaranteed pursuant to the Pari Passu Debt Obligations referenced Guarantee in accordance with the Designation Certificate. Each Reaffirming terms and provisions thereof and shall be secured pursuant to the Security Documents in accordance with the terms and provisions thereof; (ii) each Credit Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (cA) agrees that, notwithstanding the effectiveness of this Fifth Amendment, as of the Fifth Amendment Effective Date and after giving effect to thereto, the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall Security Documents continue to be in full force and effect, (B) agrees that, as of the Fifth Amendment Effective Date and after giving effect to this Fifth Amendment and (ii) the transactions contemplated hereby, all guarantees, pledges, grants of the Liens and security interests created and other commitments thereunder shall continue arising under each Security Document to be which it is a party remain in full force and effect on a continuous basis, and shall accrue the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its Obligations under the Credit Documents (as modified hereby) to which it is a party, in each case, to the benefit extent provided in, and subject to the limitations and qualifications set forth in, such Credit Documents (as modified hereby) and (C) affirms and confirms all of its obligations and liabilities under the Credit Agreement and each other Credit Document (as modified hereby) to which it is a party, in each case after giving effect to this Fifth Amendment and the transactions contemplated hereby, including its guarantee of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities Obligations and the Trustee. Each pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Reaffirming Parties hereby confirms Security Documents (as modified hereby) to which it is a party to secure such Obligations, all as provided in the Security Documents (as modified hereby), and acknowledges and agrees that, as of the Fifth Amendment Effective Date, such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Obligations under the Credit Agreement and the other Credit Documents, in each case after giving effect to this Fifth Amendment and the Pari Passu Designationincurrence of the 2022-E Revolving Commitment Increase effected hereby and the other transactions contemplated hereby; and (iii) each Guarantor agrees that nothing in the Credit Agreement, (i) this Fifth Amendment or any other Credit Document shall be deemed to require the Securities consent of such Guarantor to any future amendment to the Credit Agreement. This Fifth Amendment shall constitute “Pari Passu Debt Obligations” and “Obligations” not extinguish the obligations of the parties outstanding under the Collateral Agreement (as amended hereby) and (ii) Security Documents or discharge, release or otherwise change the holders priority of any Securities and Lien on any Collateral pursuant to any of the Trustee Security Documents. Nothing herein contained shall be “Pari Passu Secured Parties” construed as a substitution or novation of the obligations, guarantees and “Secured Parties” liabilities outstanding under the Collateral Agreement (as amended hereby) Security Documents, and it is the intent of the parties hereto to confirm that all of the respective obligations of each of the Borrower and each other Credit Party under the Security Documents to which it is a party shall have all the rights continue in full force and privileges of a Secured Party thereundereffect.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and Each of the Reaffirming Parties confirms its guarantees, pledges, grants of that (i) the security and other commitments and obligations interests granted by it under the Security Documents and in existence immediately prior to the Restatement Date shall continue in full force and effect on the terms of the respective Security Documents and (ii) on the Restatement Date the Obligations under the Restated Credit Agreement shall constitute "Obligations" under the Guarantee and Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), paragraph (b) affirms below (as so amended, the "Amended GCA") and confirms its indemnification obligations and other commitments and obligations "secured obligations" (however defined) under the other Security Documents (subject to any limitations set forth in the Amended GCA or such other Security Documents). Each party hereto confirms that the intention of the parties is that each of the Guarantee and Collateral Agreement (and each other Security Document shall not terminate on the Restatement Date and shall continue in full force and effect as amended hereby or amended and modified restated by the Pari Passu DesignationRestated Credit Agreement, this Agreement or otherwise. (b) The references to Section "6.06(e)" and "6.06(f)" of the Credit Agreement in Section 12.13(d) of the Guarantee and Collateral Agreement are hereby replaced with references to Section "6.04(d)". (c) agrees that, after giving effect to On the amendments contemplated hereby and the Pari Passu DesignationRestatement Date, (i) the Collateral term "Credit Agreement", as used in the Security Documents, shall mean the Restated Credit Agreement shall continue to be in full force and effect and (ii) all guarantees, pledges, grants of security and other commitments thereunder shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders terms "Agreement", "this Agreement", "herein", "hereinafter", "hereto", "hereof" and words of any Securities similar import, as used in the Amended GCA, shall, unless the context otherwise requires, refer to the Guarantee and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunder.

Reaffirmation. Each Reaffirming By signing this Amendment, each Credit Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further confirms that (a) affirms notwithstanding the effectiveness of this Amendment and confirms its guaranteesthe transactions contemplated hereby, pledges, grants the obligations of security and other commitments and obligations such Credit Parties under the Collateral Amended Credit Agreement (including with respect to the 2024-1 Additional Term Loans contemplated by this Agreement) and the other Credit Documents (i) are entitled to the benefits of the guarantees and the security interests set forth or created in the Amended Credit Agreement, the Security Agreement, the other Security Documents and the other Credit Documents, (ii) constitute “Guaranteed Obligations” and “Obligations” for purposes of the Amended Credit Agreement, the Security Agreement, the other Security Documents and all other Credit Documents, (iii) each Guarantor hereby confirms and ratifies its continuing unconditional obligations as Guarantor under the Credit Agreement as amended hereby and modified by with respect to all of the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) Guaranteed Obligations and (civ) agrees thateach Credit Document to which such Credit Party is a party is, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall continue to be be, in full force and effect and (ii) is hereby ratified and confirmed in all guarantees, pledges, grants of security respects and other commitments thereunder shall continue to be remain in full force and effect and shall accrue according to its terms (in the benefit case of the Secured PartiesCredit Agreement, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (iib) each 2024-1 Additional Term Loan Lender shall be a “Secured Creditor” and a “Lender” (including without limitation for purposes of the holders definition of any Securities “Required Lenders” contained in Section 1.01 of the Amended Credit Agreement) for all purposes of the Amended Credit Agreement and the Trustee shall be “Pari Passu Secured Parties” other Credit Documents. Each Credit Party ratifies and “Secured Parties” under confirms that all Liens granted, conveyed, or assigned to any Agent by such Person pursuant to any Credit Document to which it is a party remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Collateral Agreement (Obligations as amended increased hereby) and shall have all the rights and privileges of a Secured Party thereunder.

Reaffirmation. (a) Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and Reaffirming Parties (i) hereby accepts and consents to the Pari Passu Designation Amendment Agreement and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party transactions contemplated thereby, (ii) hereby further (a) affirms and confirms its guarantees, pledges, grants of security interests and other commitments agreements, as applicable, under each of the Security Documents to which it is party and obligations under (iii) agrees that notwithstanding the Collateral effectiveness of the Amendment Agreement (as amended hereby and modified by the Pari Passu Designation)consummation of the transactions contemplated thereby, (b) affirms and confirms its indemnification obligations such guarantees, pledges, grants of security interests and other commitments agreements shall remain continuous and obligations under unaffected in accordance with the Collateral Agreement (as amended hereby and modified by provisions of the Pari Passu Designation) and (c) agrees thatSecurity Documents, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall continue to be in full force and effect and, other than in respect of the Security Documents governed by Dutch law and Japanese law (ii) all guarantees, pledges, grants of security and other commitments thereunder shall continue to be in full force and effect and which shall accrue to the benefit of the Secured PartiesAdministrative Agent), including, for shall accrue to the avoidance of doubt, the holders benefit of the Securities Lenders under the Amended Credit Agreement and the Trusteeobligations secured thereunder will be the obligations defined as such in the Security Documents as those obligations have been amended pursuant to the Amendment Agreement. Each of the Reaffirming Parties further agrees to take any action that may be required or that is reasonably requested by the Administrative Agent to ensure compliance by Holdings, Intermediate Holdings and the Borrowers with Section 5.10 of the Amended Credit Agreement and hereby reaffirms its obligations under each similar provision of each Security Document to which it is party. (b) Each of the Reaffirming Parties party to each of the Security Documents securing the Obligations of the Borrowers hereby confirms and agrees thatthat the outstanding Term Loans, after giving effect Revolving Facility Loans and Credit-Linked Deposits have constituted and continue to constitute Loan Document Obligations (as defined in the Guarantee Agreement). (c) Notwithstanding anything herein to the Pari Passu Designationcontrary, (i) in relation to any Reaffirming Party which is incorporated in Singapore, the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” obligations of such Reaffirming Party under or in connection with this Agreement do not extend to, guarantee or secure any liability which would be unlawful or prohibited by Section 76 of the Collateral Agreement (as amended hereby) and (ii) the holders Companies Act, Chapter 50 of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunderSingapore.

Reaffirmation. Each Reaffirming By signing this Agreement, each Loan Party party hereto hereby acknowledges its receipt and review of a copy confirms that, as of the Designation Certificate and related IndentureSecond Amendment Effective Date, and hereby accepts and consents to the Pari Passu Designation obligations of the Loan Parties under the Amended Credit Agreement and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, Loan Documents (i) are entitled to the benefits of the guarantees and Liens set forth or created in the Existing Credit Agreement, the Collateral Agreement Documents and each other Loan Documents, (ii) constitute “Obligations” or other similar term for purposes of (and as defined in, as applicable) the Existing Credit Agreement, the Collateral Documents and all other Loan Documents, and (iii) except as expressly set forth herein, the Collateral Documents and the other Loan Documents are, and shall continue to be be, in full force and effect and (ii) are hereby ratified and confirmed in all guaranteesrespects. Each Loan Party party hereto hereby ratifies and confirms that, pledgesas of the Second Amendment Effective Date, grants of security and other commitments thereunder shall continue all Liens granted, conveyed or assigned to be the Administrative Agent or Collateral Agent, as applicable, by such Person pursuant to any Loan Document to which it is a party remain in full force and effect effect, are not released or reduced, and shall accrue continue to the benefit secure full payment and performance of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the TrusteeObligations. Each of Loan Party other than the Reaffirming Parties hereby confirms Company acknowledges and agrees that, after giving effect to the Pari Passu Designation, that (i) notwithstanding the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under conditions to effectiveness set forth in this Agreement, such Loan Party is not required by the Collateral terms of the Existing Credit Agreement (as amended hereby) or any other Loan Document to consent to this Agreement and (ii) nothing in the holders of Existing Credit Agreement, the Amended Credit Agreement, this Agreement or any Securities and the Trustee other Loan Document shall be “Pari Passu Secured Parties” and “Secured Parties” under deemed to require the Collateral Agreement (as amended hereby) and shall have all consent of such Loan Party to any future amendment, consent or waiver of the rights and privileges terms of a Secured Party thereunderthe Amended Credit Agreement.

Reaffirmation. Each Reaffirming By executing and delivering a copy hereof, (i) each Borrower and each other Loan Party hereby acknowledges (A) agrees that all Secured Obligations (including, without limitation, the 2023 Term Loans) are (or shall be) guaranteed pursuant to the Guarantee Agreement in accordance with the terms and provisions thereof and are (or shall be) secured pursuant to the Security Documents in accordance with the terms and provisions thereof and (ii) each Borrower and each other Loan Party hereby (A) reaffirms its receipt prior grant and review of a copy the validity of the Designation Certificate and related Indenture, and hereby accepts and consents Liens granted by it pursuant to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation)Security Documents, (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (cB) agrees that, after giving effect to the amendments contemplated hereby this Amendment and the Pari Passu Designationtaking of the actions set forth on Exhibit B, the Guarantee Agreement and the Liens created pursuant to the Security Documents for the benefit of the Secured Parties (iincluding, without limitation, the 2023 Term Lenders) the Collateral Agreement shall continue to be in full force and effect effect, subject to the Perfection Requirements and permitted non-perfection, and (iiC) affirms, acknowledges and confirms all guaranteesof its obligations and liabilities under the Amended Credit Agreement and each other Loan Document to which it is a party, pledgesall as provided in such Loan Documents, grants of security and other commitments thereunder shall acknowledges and agrees that such obligations and liabilities continue to be in full force and effect in respect of, and shall accrue in the case of Liens arising under the Loan Documents to secure, the Secured Obligations under the Credit Agreement and the other Loan Documents (including, without limitation, the Secured Obligations with respect to the benefit of the Secured Parties2023 Term Loans), including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, in each case after giving effect to this Amendment and the Pari Passu Designationtaking of the actions set forth on Exhibit B and subject to the Perfection Requirements and permitted non-perfection. Furthermore, (i) each Loan Party incorporated in the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” Netherlands hereby confirms that any Lien created by it under the Collateral Agreement (Security Documents has always been intended to extend to the obligations of the Secured Parties under the Loan Documents as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (restated from time to time, including as amended hereby) by this Amendment, and shall have all so extend thereto in accordance with the rights and privileges terms of a Secured Party thereunderthe Loan Documents.

Reaffirmation. Each Reaffirming By signing this Agreement, each Loan Party party hereto hereby acknowledges its receipt and review of a copy confirms that, as of the Designation Certificate and related IndentureFifth Amendment Effective Date, and hereby accepts and consents to the Pari Passu Designation obligations of the Loan Parties under the Amended Credit Agreement and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, Loan Documents (i) are entitled to the benefits of the guarantees and Liens set forth or created in the Existing Credit Agreement, the Collateral Agreement Documents and each other Loan Documents, (ii) constitute “Obligations” or other similar term for purposes of (and as defined in, as applicable) the Existing Credit Agreement, the Collateral Documents and all other Loan Documents, and (iii) except as expressly set forth herein, the Collateral Documents and the other Loan Documents are, and shall continue to be be, in full force and effect and (ii) are hereby ratified and confirmed in all guaranteesrespects. Each Loan Party party hereto hereby ratifies and confirms that, pledgesas of the Fifth Amendment Effective Date, grants of security and other commitments thereunder shall continue all Liens granted, conveyed or assigned to be the Administrative Agent or Collateral Agent, as applicable, by such Person pursuant to any Loan Document to which it is a party remain in full force and effect effect, are not released or reduced, and shall accrue continue to the benefit secure full payment and performance of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the TrusteeObligations. Each of Loan Party other than the Reaffirming Parties hereby confirms Company acknowledges and agrees that, after giving effect to the Pari Passu Designation, that (i) notwithstanding the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under conditions to effectiveness set forth in this Agreement, such Loan Party is not required by the Collateral terms of the Existing Credit Agreement (as amended hereby) or any other Loan Document to consent to this Agreement and (ii) nothing in the holders of Existing Credit Agreement, the Amended Credit Agreement, this Agreement or any Securities and the Trustee other Loan Document shall be “Pari Passu Secured Parties” and “Secured Parties” under deemed to require the Collateral Agreement (as amended hereby) and shall have all consent of such Loan Party to any future amendment, consent or waiver of the rights and privileges terms of a Secured Party thereunderthe Amended Credit Agreement.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms To induce the Lenders and confirms the Administrative Agent to enter into this Amendment No. 1, each of the Loan Parties hereby acknowledges and reaffirms its guarantees, pledges, grants of security and other commitments and obligations under each Loan Document to which it is a party, including, without limitation, any grant, pledge or collateral assignment of a lien or security interest, as applicable, contained therein, in each case as amended, restated, amended and restated, supplemented or otherwise modified prior to or as of the Collateral Agreement date hereof (including as amended hereby pursuant to this Amendment No. 1) (collectively, the “Reaffirmed Documents”). Each Loan Party acknowledges and modified by agrees that each of the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect Loan Documents to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement which it is a party or otherwise bound shall continue to be in full force and effect and (ii) that all guarantees, pledges, grants of security and other commitments its obligations thereunder shall not be impaired or limited by the execution or effectiveness of this Amendment No. 1. (b) In furtherance of the foregoing Section 6(a), each Guarantor, in its capacity as a Guarantor under the Guaranty (in such capacity, each a “Reaffirming Loan Guarantor”), reaffirms its guarantee of the Obligations under the terms and conditions of the Guaranty and agrees that the Guaranty remains in full force and effect to the extent set forth in the Guaranty and after giving effect to this Amendment No. 1, and is hereby ratified, reaffirmed and confirmed. Each Reaffirming Loan Guarantor hereby confirms that it consents to the terms of this Amendment No. 1 and the Amended Credit Agreement. Each Reaffirming Loan Guarantor hereby (i) acknowledges and agrees that its guarantee of the Obligations and each of the Loan Documents to which it is a party or otherwise bound shall continue to be in full force and effect and that all of its obligations thereunder shall accrue not be impaired or limited by the execution or effectiveness of this Amendment No. 1, (ii) acknowledges and agrees that it will continue to guarantee to the fullest extent possible in accordance with the Loan Documents the payment and performance of all Obligations under each of the Loan Documents to which it is a party (including all such Obligations as amended and reaffirmed pursuant to this Amendment No. 1) and (iii) acknowledges, agrees and warrants for the benefit of the Administrative Agent, the Collateral Agent and each other Secured Party that there are no rights of set-off or counterclaim, nor any defenses of any kind, whether legal, equitable or otherwise, that would enable such Reaffirming Loan Guarantor to avoid or delay timely performance of its obligations under the Loan Documents. (c) In furtherance of the foregoing Section 6(a), each of the Loan Parties that is party to any Collateral Document, in its capacity as a “grantor”, “pledgor” or other similar capacity under such Collateral Document (in such capacity, each a “Reaffirming Grantor”), hereby acknowledges that it has reviewed and consents to the terms and conditions of this Amendment No. 1 and the transactions contemplated hereby. In addition, each Reaffirming Grantor reaffirms the security interests granted by such Reaffirming Grantor under the terms and conditions of the Collateral Documents (in each case, to the extent a party thereto) to secure the Obligations (including all such Obligations as amended and reaffirmed pursuant to this Amendment No. 1) and agrees that such security interests remain in full force and effect and are hereby ratified, reaffirmed and confirmed. Each Reaffirming Grantor hereby (i) confirms that each Collateral Document to which it is a party or is otherwise bound and all Collateral encumbered thereby will continue to secure, to the fullest extent possible in accordance with the Collateral Documents, the payment and performance of the Obligations (including all such Obligations as amended and reaffirmed pursuant to this Amendment No. 1), as the case may be, including without limitation the payment and performance of all such applicable Obligations that are joint and several obligations of each Guarantor and each Reaffirming Grantor now or hereafter existing, (ii) confirms its respective grant to the Collateral Agent for the benefit of the Secured PartiesParties of the security interest in and continuing Lien on all of such Reaffirming Grantor’s right, includingtitle and interest in, to and under all Collateral, in each case whether now owned or existing or hereafter acquired or arising and wherever located, as collateral security for the avoidance prompt and complete payment and performance in full when due, whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise, of doubtall applicable Obligations (including all such Obligations as amended and reaffirmed pursuant to this Amendment No. 1), subject to the holders terms contained in the applicable Loan Documents, and (iii) confirms its respective pledges, grants of security interests and other obligations, as applicable, under and subject to the terms of each of the Securities and Collateral Documents to which it is a party. (d) Each Guarantor (other than the Trustee. Each of the Reaffirming Parties hereby confirms Borrower) acknowledges and agrees that, after giving effect to the Pari Passu Designation, that (i) such Guarantor is not required by the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under terms of the Collateral Credit Agreement (as amended hereby) or any other Loan Document to consent to this Amendment No. 1 and (ii) nothing in the holders of Credit Agreement, this Amendment No. 1 or any Securities and the Trustee other Loan Document shall be “Pari Passu Secured Parties” and “Secured Parties” under deemed to require the Collateral Agreement (as amended hereby) and shall have all consent of such Guarantor to any future amendment, consent or waiver of the rights and privileges terms of a Secured Party thereunderthe Credit Agreement.

Reaffirmation. Each Reaffirming By executing and delivering a counterpart hereof, (i) each Credit Party hereby acknowledges its receipt and review of a copy agrees that, as of the Designation Certificate Eighth Amendment Effective Date and related Indentureafter giving effect to this Eighth Amendment and the transactions contemplated hereby, and hereby accepts and consents all Obligations of the Borrower (including, without limitation, the Revolving Credit Exposure with respect to the Pari Passu Designation and the resulting grant of security and other benefits 2019 New Revolving Credit Commitments) shall be guaranteed pursuant to the Pari Passu Debt Obligations referenced Guarantee in accordance with the Designation Certificate. Each Reaffirming terms and provisions thereof and shall be secured pursuant to the Security Documents in accordance with the terms and provisions thereof; (ii) each Credit Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (cA) agrees that, notwithstanding the effectiveness of this Eighth Amendment, as of the Eighth Amendment Effective Date and after giving effect to thereto, the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall Security Documents continue to be in full force and effect, (B) agrees that, as of the Eighth Amendment Effective Date and after giving effect to this Eighth Amendment and (ii) the transactions contemplated hereby, all guarantees, pledges, grants of the Liens and security interests created and other commitments thereunder shall continue to be arising under each Security Document remain in full force and effect on a continuous basis, and shall accrue the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its Obligations under the Credit Documents (as modified hereby) to which it is a party, in each case, to the benefit extent provided in, and subject to the limitations and qualifications set forth in, such Credit Documents (as modified hereby) and (C) affirms and confirms all of its obligations and liabilities under the Credit Agreement and each other Credit Document (as modified hereby), in each case after giving effect to this Eighth Amendment and the transactions contemplated hereby, including its guarantee of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities Obligations and the Trustee. Each pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Reaffirming Parties hereby confirms Security Documents (as modified hereby) to secure such Obligations, all as provided in the Security Documents (as modified hereby), and acknowledges and agrees that, as of the Eighth Amendment Effective Date, such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Obligations under the Credit Agreement and the other Credit Documents, in each case after giving effect to this Eighth Amendment and the Pari Passu Designation, (i) 2019 Revolving Commitment Increase effected hereby and the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended other transactions contemplated hereby) ; and (iiiii) each Guarantor agrees that nothing in the holders of Credit Agreement, this Eighth Amendment or any Securities and the Trustee other Credit Document shall be “Pari Passu Secured Parties” and “Secured Parties” under deemed to require the Collateral Agreement (as amended hereby) and shall have all consent of such Guarantor to any future amendment to the rights and privileges of a Secured Party thereunderCredit Agreement.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and Each of the Reaffirming Parties confirms its guarantees, pledges, grants of that (i) the security and other commitments and obligations interests granted by it under the Security Documents and in existence immediately prior to the Restatement Date shall continue in full force and effect on the terms of the respective Security Documents and (ii) on the Restatement Date the Obligations under the Restated Credit Agreement shall constitute "Obligations" under the Guarantee and Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), paragraph (b) affirms below (as so amended, the "Amended GCA") and confirms its indemnification obligations and other commitments and obligations "secured obligations" (however defined) under the other Security Documents (subject to any limitations set forth in the Amended GCA or such other Security Documents). Each party hereto confirms that the intention of the parties is that each of the Guarantee and Collateral Agreement (and each other Security Document shall not terminate on the Restatement Date and shall continue in full force and effect as amended hereby or amended and modified restated by the Pari Passu DesignationRestated Credit Agreement, this Agreement or otherwise. (b) The references to Section "6.06(e)" of the Credit Agreement in Section 12.13(d) of the Guarantee and Collateral Agreement are hereby replaced with references to Section "6.04(c)". (c) agrees that, after giving effect to On the amendments contemplated hereby and the Pari Passu DesignationRestatement Date, (i) the Collateral term "Credit Agreement", as used in the Security Documents, shall mean the Restated Credit Agreement shall continue to be in full force and effect and (ii) all guarantees, pledges, grants of security and other commitments thereunder shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders terms "Agreement", "this Agreement", "herein", "hereinafter", "hereto", "hereof" and words of any Securities similar import, as used in the Amended GCA, shall, unless the context otherwise requires, refer to the Guarantee and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunder.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms Each Loan Party, Topco and confirms EG Group Holdings Europe Limited expressly acknowledges the terms of this Amendment and reaffirms, as of the Second Amendment Effective Date, that its guarantees, pledges, grants guarantee of security and other commitments and obligations the Obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms applicable Guaranty and/or its indemnification obligations and other commitments and obligations under grant of Liens on the Collateral Agreement (as amended hereby and modified by to secure the Pari Passu Designation) and (c) agrees thatObligations pursuant to each Collateral Document to which it is a party, after giving effect to the amendments contemplated hereby and the Pari Passu Designationin each case, (i) the Collateral Agreement shall continue to be continues in full force and effect and extends to its obligations under the Loan Documents (including the Amended Credit Agreement and including its obligations in respect of the 2026-2 Term Commitment Increase) subject to any limitations set out in the Amended Credit Agreement and any other Loan Document applicable to it. Neither the execution, delivery, performance or effectiveness of this Amendment nor the modification of the Credit Agreement effected pursuant hereto: (i) impairs the validity, effectiveness or priority of the Liens granted pursuant to any Loan Document, and such Liens continue unimpaired with the same priority to secure repayment of all Obligations, whether heretofore or hereafter incurred; or (ii) all guaranteesis intended to or will require that any new filings be made or other action be taken to perfect or to maintain the perfection of such Liens. Each Loan Party, pledgesTopco and EG Group Holdings Europe Limited confirms that at the time of the execution and delivery of any Collateral Document to which it is a party, grants it was expressly agreed that the Liens created thereunder were intended to secure the Obligations, as amended, novated, supplemented or restated from time to time, including by way of security and other commitments thereunder shall continue the incurrence of incremental loans to be effectuated by way of this Amendment. The security under the Collateral Documents as security for the Obligations as amended by the Amendment is thus hereby confirmed. (b) For the avoidance of doubt, such reaffirmation, ratification, confirmation and acknowledgment in paragraph (a) above shall not constitute the creation of new Liens in respect of any Collateral and shall merely constitute a confirmation that such Collateral remains in full force and effect and shall accrue extends to the benefit of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (Obligations as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunderpursuant to this Amendment.

Reaffirmation. Each Reaffirming By executing and delivering a counterpart hereof, (i) each Credit Party hereby acknowledges its receipt and review of a copy agrees that, as of the Designation Certificate First Amendment Effective Date and related Indentureafter giving effect to this First Amendment and the transactions contemplated hereby, and hereby accepts and consents all Obligations of the Borrower (including, without limitation, the Revolving Credit Exposure with respect to the Pari Passu Designation and the resulting grant of security and other benefits 2022-A New Revolving Credit Commitments) shall be guaranteed pursuant to the Pari Passu Debt Obligations referenced Guarantee in accordance with the Designation Certificate. Each Reaffirming terms and provisions thereof and shall be secured pursuant to the Security Documents in accordance with the terms and provisions thereof; (ii) each Credit Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (cA) agrees that, notwithstanding the effectiveness of this First Amendment, as of the First Amendment Effective Date and after giving effect to thereto, the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall Security Documents continue to be in full force and effect, (B) agrees that, as of the First Amendment Effective Date and after giving effect to this First Amendment and (ii) the transactions contemplated hereby, all guarantees, pledges, grants of the Liens and security interests created and other commitments thereunder shall continue arising under each Security Document to be which it is a party remain in full force and effect on a continuous basis, and shall accrue the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its Obligations under the Credit Documents (as modified hereby) to which it is a party, in each case, to the benefit extent provided in, and subject to the limitations and qualifications set forth in, such Credit Documents (as modified hereby) and (C) affirms and confirms all of its obligations and liabilities under the Credit Agreement and each other Credit Document (as modified hereby) to which it is a party, in each case after giving effect to this First Amendment and the transactions contemplated hereby, including its guarantee of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities Obligations and the Trustee. Each pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Reaffirming Parties hereby confirms Security Documents (as modified hereby) to which it is a party to secure such Obligations, all as provided in the Security Documents (as modified hereby), and acknowledges and agrees that, as of the First Amendment Effective Date, such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Obligations under the Credit Agreement and the other Credit Documents, in each case after giving effect to this First Amendment and the Pari Passu Designationincurrence of the 2022-A Revolving Commitment Increase effected hereby and the other transactions contemplated hereby; and (iii) each Guarantor agrees that nothing in the Credit Agreement, (i) this First Amendment or any other Credit Document shall be deemed to require the Securities consent of such Guarantor to any future amendment to the Credit Agreement. This First Amendment shall constitute “Pari Passu Debt Obligations” and “Obligations” not extinguish the obligations of the parties outstanding under the Collateral Agreement (as amended hereby) and (ii) Security Documents or discharge, release or otherwise change the holders priority of any Securities and Lien on any Collateral pursuant to any of the Trustee Security Documents. Nothing herein contained shall be “Pari Passu Secured Parties” construed as a substitution or novation of the obligations, guarantees and “Secured Parties” liabilities outstanding under the Collateral Agreement (as amended hereby) Security Documents, and it is the intent of the parties hereto to confirm that all of the respective obligations of each of the Borrower and each other Credit Party under the Security Documents to which it is a party shall have all the rights continue in full force and privileges of a Secured Party thereundereffect.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guaranteesAfter giving effect to the First Amendment, (i) the Borrower reaffirms the covenants, pledges, grants of security Liens and agreements or other commitments contained in each Loan Document to which it is a party, including, in each case, such covenants, pledges, grants of Liens and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and agreements or other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, in effect immediately after giving effect to the amendments contemplated hereby this First Amendment and the Pari Passu Designationtransactions contemplated hereby, (iii) each Loan Guarantor reaffirms its guarantee of the Secured Obligations (including the Secured Obligations arising out of the incurrence of the 2019 Incremental Term Loans) and (iii) each of the Borrower and each Loan Guarantor reaffirms each Lien granted by it to the Collateral Agent for the benefit of the Secured Parties under each of the Loan Documents to which it is a party, which Liens shall continue in full force and effect during the term of the Credit Agreement as amended by the First Amendment, and shall continue to secure the Secured Obligations (including the Secured Obligations arising out of the incurrence of the 2019 Incremental Term Loans), in each case, on and subject to the terms and conditions set forth in the Credit Agreement, as amended by the First Amendment, and the other Loan Documents. (b) Each of the Borrower and each Loan Guarantor hereby acknowledges and agrees that neither the modification of the Credit Agreement effected pursuant to this First Amendment nor the execution, delivery, performance or effectiveness of this First Amendment impairs the validity, effectiveness or priority of the Liens granted pursuant to any Loan Document and such Liens continue unimpaired with the same priority to secure repayment of all Secured Obligations, whether heretofore or hereafter incurred. (c) Each of the Borrower and each Loan Guarantor hereby acknowledges and agrees that (A) each Loan Document to which it is a party shall continue to be in full force and effect and (iiB) all guarantees, pledges, grants of security Liens, covenants, agreements and other commitments thereunder by such Loan Party under the Loan Documents shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all not be affected, impaired or discharged hereby or by the rights and privileges of a Secured Party thereundertransactions contemplated in the First Amendment.

Reaffirmation. In order to induce the Administrative Agent, the Swingline Lender, the Issuing Lender and the Lenders to enter into this Amendment and to induce the Lenders to continue to make their respective Extensions of Credit to the Borrowers, it is a condition precedent to the effectiveness of this Amendment that the Reaffirming Guarantors execute and deliver this Amendment and reaffirm each Reaffirming Guarantor’s obligations as follows: (a) Each Reaffirming Party Guarantor hereby (a) acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation each of this Amendment and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation)Loan Documents, (b) affirms to the extent any consent of such Reaffirming Guarantor thereto may be required, consents to the execution and confirms its indemnification obligations delivery by the Borrowers of, and the incurrence by the Borrowers of the Obligations under and evidenced by, this Amendment and the other commitments Loan Documents. (b) Each Reaffirming Guarantor reaffirms, individually, as a Guarantor and Grantor all of the terms and provisions of the Guaranty and Security Agreement (“Security Agreement”), dated as of June 30, 2021, and the agreements and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and applicable to it contained therein. (c) Without in any way limiting any provision of the Security Agreement, each Reaffirming Guarantor acknowledges, understands and agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement that each Reaffirming Guarantor shall continue to be bound by, and liable for any and all of its obligations under, the Security Agreement, and the Security Agreement shall remain a valid obligation of such Reaffirming Guarantor, in full force any case, without further action, notice or otherwise by or to any Credit Party, any Lender, the Administrative Agent or any other Person. (d) Each Reaffirming Guarantor further acknowledges and effect agrees that the Security Agreement is such Reaffirming Guarantor’s valid obligation, enforceable in accordance with its terms, without any defense or setoff. (e) To secure the payment and (ii) all guaranteesperformance of the Secured Obligations, pledgesand ratifying, confirming and supplementing each Reaffirming Guarantor’s prior pledges of and grants of security interests in and Liens on the Collateral heretofore pledged and granted pursuant to the Security Agreement, each Reaffirming Guarantor hereby pledges to and grants to the Administrative Agent, for its benefit and the ratable benefit of each other commitments thereunder Secured Party, a security interest in and Lien on, and acknowledges and agrees that the Administrative Agent, for its benefit and the ratable benefit of each other Secured Party, has and shall continue to be have a pledge of and a continuing security interest in full force and effect Lien on, any and shall accrue all right, title and interest of such Reaffirming Guarantor, whether now existing or hereafter acquired or arising, in and to the benefit all of the Secured PartiesCollateral of such Grantor, including, as security for the avoidance prompt payment and performance of doubt, the holders all Secured Obligations. (f) The terms of the Securities Security Agreement with respect to governing law, submission to jurisdiction, venue and waiver of jury trial are incorporated herein by reference, mutatis mutandis, and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect parties hereto agree to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereundersuch terms.

Reaffirmation. Each Reaffirming Loan Party signatory hereto, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, hereby acknowledges (i) ratifies and reaffirms all of its receipt payment and review of a copy performance obligations, contingent or otherwise, under each of the Designation Certificate and related IndentureNote Documents to which it is a party (after giving effect to this Amendment), (ii) confirms that, as of February 28, 2023, and hereby accepts and consents to assuming no further repayment of any such Notes prior thereto, the Pari Passu Designation principal amount of the Notes outstanding under the Note Purchase Agreement shall be $4,098,382.00, and the resulting grant principal amount of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations Delayed Draw Term Notes outstanding under the Collateral Note Purchase Agreement (as amended hereby and modified by this Amendment) shall be $0.00 (which amount is exclusive of the Pari Passu DesignationDelayed Draw Note Commitment Fee), and (biii) affirms to the extent such Person granted liens on or security interests in any of its property pursuant to any such Note Document as security for or otherwise guaranteed all or any portion of the Obligations under or with respect to the Note Documents, ratifies and reaffirms such guarantee and grant of security interests and liens and confirms its indemnification obligations and other commitments agrees that such security interests and obligations under liens hereafter secure all of the Collateral Agreement (Obligations purported to be secured by such Note Documents, as amended hereby. Each Loan Party hereby consents to this Amendment and modified by acknowledges that each of the Pari Passu Designation) and (c) agrees thatNote Documents, after giving effect to the amendments contemplated hereby and the Pari Passu Designationas amended hereby, (i) the Collateral Agreement shall continue to be remains in full force and effect and (ii) all guarantees, pledges, grants of security is hereby ratified and other commitments thereunder shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunderreaffirmed.

Reaffirmation. Each Reaffirming As of the Second Restatement Effective Date, each Credit Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further confirms that (a) affirms and confirms its guarantees, pledges, grants notwithstanding the effectiveness of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby this Restatement and the Pari Passu Designationtransactions contemplated hereby, (i) the Collateral obligations of such Credit Parties under the Second Amended and Restated Credit Agreement (including, from and after the Second Restatement Effective Date, with respect to the Initial Term Loans contemplated by this Agreement) and the other Credit Documents are entitled to the benefits of the guarantees and the security interests set forth or created in the Second Amended and Restated Credit Agreement, the Existing Security Agreement (as amended and restated pursuant to the Restatement), the other Security Documents and the other Credit Documents and constitute “Guaranteed Obligations” and “Obligations” for purposes of the Second Amended and Restated Credit Agreement, the Existing Security MACROBUTTON DocID Agreement (as amended and restated by this Restatement), the other Security Documents and all other Credit Documents, (ii) each Guarantor hereby confirms and ratifies its continuing unconditional obligations as Guarantor under the Existing Credit Agreement as amended hereby with respect to all of the Guaranteed Obligations and (iii) each Credit Document to which such Credit Party is a party is, and shall continue to be be, in full force and effect and (ii) is hereby ratified and confirmed in all guarantees, pledges, grants of security respects and other commitments thereunder shall continue to be remain in full force and effect and shall accrue according to its terms (in the benefit case of the Secured PartiesExisting Credit Agreement, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (iib) each Additional Refinancing Term Loan Lender shall be a “Secured Creditor” and a “Lender” for all purposes of the holders of any Securities Second Amended and Restated Credit Agreement and the Trustee shall be “Pari Passu Secured Parties” other Credit Documents. Each Credit Party ratifies and “Secured Parties” under confirms its prior grant and the Collateral Agreement (validity of all Liens granted pursuant to the Credit Documents and that all Liens granted, conveyed, or assigned to any Agent by such Person pursuant to any Credit Document to which it is a party remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Obligations as amended increased hereby) and shall have all the rights and privileges of a Secured Party thereunder.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement Each Security Reaffirming Party (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (ci) agrees that, after giving effect notwithstanding the effectiveness of Amendment No. 10 or consummation of the 2016 Restatement Transactions, each of the Security Documents (as each may have been amended, modified and/or confirmed on or prior to the amendments contemplated hereby and the Pari Passu Designationdate hereof) set forth on Schedule B hereto to which it is a party (each, (ia “Reaffirmed Security Document”) the Collateral Agreement shall continue continues to be in full force and effect effect, subject to the Legal Reservations, and is hereby ratified and reaffirmed, (ii) all guarantees, pledges, confirms its respective pledges and grants of security interests in the Collateral to the extent provided in the Reaffirmed Security Documents and (iii) acknowledges that each such Reaffirmed Security Document to which it is a party and the First Lien Intercreditor Agreement continue in full force and effect subject to the Legal Reservations and extend, subject to the limitations contained therein, to any additional Bank Obligations arising as a result of the 2016 Restatement Transactions, which shall, as of the date hereof, be considered “Credit Agreement Obligations” under the First Lien Intercreditor Agreement. (a) Each Reaffirming Party hereby (i) ratifies and affirms Amendment No. 10 and the 2016 Restatement Transactions, (ii) agrees that, notwithstanding the effectiveness of Amendment No. 10, its guarantee provided pursuant to Article X of the Credit Agreement continues to be in full force and effect, (iii) confirms its guarantee of the Bank Obligations (with respect to itself) as provided in the Loan Documents (including any limitations expressly set forth therein as may be amended and/or modified from time to time) and (iv) acknowledges that such guarantee (including any limitations thereto expressly set forth in the relevant Loan Document, including Schedule 10.03 of the Credit Agreement mutatis mutandis and in any Guarantor Joinder to the Credit Agreement) continues in full force and effect in respect of the Bank Obligations under the Credit Agreement and the other commitments thereunder Loan Documents, including any additional Bank Obligations arising as a result of the 2016 Restatement Transactions. (b) Each of the Security Reaffirming Parties hereby confirms and agrees that, with respect to any Reaffirmed Security Document to which it is a party, all additional Bank Obligations arising as a result of the 2016 Restatement Transactions constitute “Obligations”, “Secured Liabilities” and words of similar import as set forth across from and described under the applicable Reaffirmed Security Documents listed in Schedule B. (c) Each of the Security Reaffirming Parties hereby agrees that the Parallel Debt, if any, of such Security Reaffirming Party created under the First Lien Intercreditor Agreement or under any Guarantor Joinder in effect prior to the date hereof shall continue to be in full force and effect and shall accrue to the benefit of each Collateral Agent (for the benefit of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) defined in the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended herebyFirst Lien Intercreditor Agreement)) and shall have continue to apply, as applicable, in relation to all Obligations following the rights effectiveness of Amendment No. 10 and privileges the consummation of a Secured Party thereunderthe 2016 Restatement Transactions.

Reaffirmation. Each Reaffirming Loan Party signatory hereto, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, hereby acknowledges (i) ratifies and reaffirms all of its receipt payment and review of a copy performance obligations, contingent or otherwise, under each of the Designation Certificate and related IndentureNote Documents to which it is a party (after giving effect to this Amendment), (ii) confirms that, as of the First Amendment Effective Date, and hereby accepts and consents to assuming no further repayment of any such Notes prior thereto, the Pari Passu Designation and principal amount of the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations Initial Notes outstanding under the Collateral Note Purchase Agreement (as amended hereby by this Amendment) shall be $3,150,000 and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations principal amount of the Delayed Draw Notes outstanding under the Collateral Note Purchase Agreement (as amended hereby and modified by this Amendment) shall be $500,000.00 (which amount is exclusive of the Pari Passu Designation) Delayed Draw Origination Fee), and (ciii) agrees that, after giving effect to the amendments contemplated hereby extent such Person granted liens on or security interests in any of its property pursuant to any such Note Document as security for or otherwise guaranteed all or any portion of the Obligations under or with respect to the Note Documents, such Person ratifies and reaffirms such guarantee and grant of security interests and liens and confirms and agrees that such security interests and liens hereafter secure all of the Pari Passu Designation, (i) the Collateral Agreement shall continue Obligations purported to be secured by such Note Documents, as amended hereby. Each Loan Party hereby consents to this Amendment and acknowledges that each of the Note Documents, as amended hereby, remains in full force and effect and (ii) all guarantees, pledges, grants of security is hereby ratified and other commitments thereunder shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunderreaffirmed.

Reaffirmation. Each Reaffirming Party Credit Party, as guarantors, debtors, grantors, pledgors (including in connection with any negative pledges), assignors, or in other similar capacities in which such parties guarantee the liabilities and obligations of Borrower, grant liens or security interests in their properties or otherwise act as accommodation parties, as the case may be, in any case under the Loan Documents, each ratifies and reaffirms (by signing a counterpart of this Amendment or a separate Acknowledgement hereof) all of its payment and performance obligations, contingent or otherwise, affirmative or negative, under each of such existing Loan Documents to which it is a party and, to the extent such party granted liens on or security interests in any of its properties pursuant to any such existing Loan Documents as security for the Borrower’s obligations under or with respect to the Credit Agreement, each hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests continue to secure all of the liabilities and obligations of Borrower owing to Lender. Each of the foregoing hereby acknowledges its receipt and review of a copy that each of the Designation Certificate Loan Documents remains in fall force and related Indentureeffect and is hereby ratified and confirmed. The execution of this Amendment shall not operate as a waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. The Borrower and each Credit Party confirms and agrees that the Credit Agreement, the Security Agreement and each Loan Document and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provision set forth therein are, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall continue to be be, in full force and effect and (ii) are hereby confirmed, reaffirmed and ratified in all guarantees, pledges, grants of security and other commitments thereunder shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunderrespects.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants Each Loan Party hereby (i) expressly acknowledges the terms of security and other commitments and obligations under the Collateral Credit Agreement (as amended hereby and modified by the Pari Passu Designationthis Amendment), (bii) ratifies and affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement Loan Documents (as amended hereby including guarantees and modified security agreements) executed by the Pari Passu Designationundersigned, (iii) acknowledges, renews and extends its continued liability under all such Loan Documents and agrees such Loan Documents remain in full force and effect, (iv) agrees that each Security Document secures all Obligations of the Loan Parties in accordance with the terms thereof and (v) confirms this Amendment does not represent a novation of any Loan Document. Each Loan Party ratifies and confirms that all Liens granted, conveyed, or assigned to the Administrative Agent by such Person pursuant to each Loan Document to which it is a party remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Obligations (in each case other than as any such Liens have been released or reduced from time to time in accordance with the Loan Documents prior to the date hereof). (b) Each Loan Party hereby reaffirms, as of the Tenth Amendment Effective Date, (i) the covenants and agreements contained in each Loan Document to which it is a party, including, in each case, such covenants and agreements as in effect immediately after giving effect to this Amendment and the transactions contemplated thereby, and (ii) as applicable with respect to Domestic Loan Parties, its guarantee of payment of the Obligations pursuant to Article IX of the Credit Agreement and its grant of Liens on the Collateral to secure the Obligations. (c) agrees Each Loan Party hereby certifies that, as of the date hereof (immediately after giving effect to the amendments contemplated hereby occurrence of the Tenth Amendment Effective Date and the Pari Passu Designationeffectiveness of the Amendment), (i) the Collateral Agreement shall continue representations and warranties made by it contained in the Loan Documents to be which it is a party are true and correct in full force and all material respects with the same effect and (ii) all guaranteesas if made on the date hereof, pledges, grants of security and other commitments thereunder shall continue to be in full force and effect and shall accrue except to the benefit extent any such representation or warranty refers or pertains solely to a date prior to the date hereof (in which case such representation and warranty was true and correct in all material respects as of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. such earlier date). (d) Each of the Reaffirming Parties Loan Party hereby confirms acknowledges and agrees thatthat the acceptance by the Administrative Agent and each applicable Lender of this document shall not be construed in any manner to establish any course of dealing on such Person’s part, after giving effect to including the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders providing of any Securities and notice or the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges requesting of a Secured Party thereunderany acknowledgment not otherwise expressly provided for in any Loan Document with respect to any future amendment, waiver, supplement or other modification to any Loan Document or any arrangement contemplated by any Loan Document.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and Loan Parties hereby accepts and consents to the Pari Passu Designation amendment of the Credit Agreement described in Section 1 of this Amendment and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its prior respective guarantees, pledges, grants of security interests, subordinations and other commitments obligations, as applicable, under and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect subject to the amendments contemplated hereby terms of each of the Loan Documents to which it is party, and confirms, agrees and acknowledges that this Amendment shall not constitute a novation of the Pari Passu DesignationCredit Agreement or any of the other Loan Document and, (i) notwithstanding the Collateral Agreement shall continue to be in full force and effect and (ii) all consummation of this Amendment, such guarantees, pledges, grants of security interests, subordinations and other commitments thereunder obligations, and the terms of each of the Loan Documents to which it is a party, except as expressly modified by this Amendment, are not affected or impaired in any manner whatsoever and shall continue to be in full force and effect and shall accrue also guarantee and secure all obligations as amended and reaffirmed pursuant to the benefit Credit Agreement and this Amendment. Each of the Loan Parties confirms, acknowledges and agrees that the Incremental Term Lender providing the Term B-5 Loans is a “Lender” and “Secured Parties, including, Party” for all purposes under the Loan Documents. For the avoidance of doubt, each Loan Party hereby restates the holders provisions of Section 3.1 of the Securities Guarantee and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as the same may be amended herebyas of the Amendment No. 5 Effective Date in accordance with Section 1(g) of this Amendment) and (ii) agrees that all references in the holders Guarantee and Collateral Agreement to the “Obligations” shall include the Term B-5 Loans and all obligations of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” Netherlands Borrower under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunderLoan Documents.

Reaffirmation. Each Reaffirming Loan Party signatory hereto, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, hereby acknowledges (i) ratifies and reaffirms all of its receipt payment and review of a copy performance obligations, contingent or otherwise, under each of the Designation Certificate and related Indenture, and hereby accepts and consents Note Documents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further which it is a party (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designationthis Amendment), (i) the Collateral Agreement shall continue to be in full force and effect and (ii) all guaranteesconfirms that, pledgesas of August 31, grants 2023, and assuming no further repayment of security and other commitments thereunder shall continue to be in full force and effect and shall accrue to any such Notes prior thereto, the benefit principal amount of the Secured Parties, includingNotes outstanding under the Note Purchase Agreement shall be $2,304,111 (which, for the avoidance of doubt, excludes the holders Exit Fee and Collateral Agent’s and Purchasers’ accrued legal fees and expenses), and the principal amount of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” Delayed Draw Term Notes outstanding under the Collateral Note Purchase Agreement (as amended herebyby this Amendment) shall be $0.00 (which amount is exclusive of the Delayed Draw Note Commitment Fee), and (iiiii) to the holders extent such Person granted liens on or security interests in any of its property pursuant to any Securities such Note Document as security for or otherwise guaranteed all or any portion of the Obligations under or with respect to the Note Documents, ratifies and reaffirms such guarantee and grant of security interests and liens and confirms and agrees that such security interests and liens hereafter secure all of the Trustee shall Obligations purported to be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (secured by such Note Documents, as amended hereby) . Each Loan Party hereby consents to this Amendment and shall have all acknowledges that each of the rights Note Documents, as amended hereby, remains in full force and privileges of a Secured Party thereunder.effect and is hereby ratified and reaffirmed. ​

Reaffirmation. Each Reaffirming Loan Party hereby acknowledges its receipt confirms and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving notwithstanding the effectiveness of this Amendment, each Loan Document to which such Loan Party is a party is, and the obligations of such Loan Party contained in this Amendment, in the Credit Agreement as in effect immediately prior to the amendments contemplated hereby effectiveness of this Amendment or in any other Loan Document to which it is a party are, and the Pari Passu Designation, (i) the Collateral Agreement shall continue to be be, in full force and effect and (ii) are hereby ratified and confirmed in all guaranteesrespects, pledgesin each case as modified by this Amendment. For greater certainty and without limiting the foregoing, grants each Loan Party hereby confirms that the existing security interests granted by such Loan Party in favor of security and other commitments thereunder the Administrative Agent for the benefit of, among others, the Lenders pursuant to the Loan Documents in the Collateral described therein shall continue to be in full force secure the obligations of the Loan Parties under the Credit Agreement and effect the other Loan Documents as and shall accrue to the benefit extent provided in the Loan Documents. This Amendment shall not constitute a course of dealing with the Administrative Agent, the Lenders or the Issuing Lender at variance with the Credit Agreement or the other Loan Documents such as to require further notice by such Person to require strict compliance with the terms of the Secured Parties, including, for Credit Agreement and the avoidance other Loan Documents in the future. The Borrower and the Guarantors acknowledge and expressly agree that each of doubtthe Administrative Agent, the holders Lenders and the Issuing Lender reserves the right to, and does in fact, require strict compliance with all terms and provisions of the Securities Credit Agreement and the Trusteeother Loan Documents. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, Loan Party hereby: (i) affirms that it is indebted to the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” Lenders under the Collateral terms and conditions of the Credit Agreement and the other Loan Documents, each of which constitutes the valid and binding obligation of such Loan Party, enforceable in accordance with their respective terms (except as amended hereby) enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforcement of creditors’ rights generally and by general equitable principles and principles of good faith and fair dealing (whether enforcement is sought by proceedings in equity or at law)), and that no offsets, expenses or counterclaims to its obligations thereunder exist; and (ii) affirmatively waives any right to challenge the holders liens and security interests granted in favor of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” Administrative Agent under the Collateral Agreement (as amended hereby) and shall have all Credit Agreement, the rights and privileges of a Secured Party thereunderother Loan Documents or hereunder.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) Each Loan Party hereby (i) expressly acknowledges the terms of the Credit Agreement, (ii) ratifies and affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement Loan Documents (as amended hereby including guarantees and modified security agreements) executed by the Pari Passu Designation)undersigned, (iii) acknowledges, renews and extends its continued liability under all such Loan Documents and agrees such Loan Documents remain in full force and effect, (iv) agrees that each Security Document secures all Obligations of the Loan Parties in accordance with the terms thereof and (v) confirms this Amendment does not represent a novation of any Loan Document. Each Loan Party ratifies and confirms that all Liens granted, conveyed, or assigned to the Administrative Agent by such Person pursuant to each Loan Document to which it is a party remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Obligations. (b) affirms Each Loan Party hereby reaffirms, as of the Seventh Amendment Effective Date, (i) the covenants and confirms agreements contained in each Loan Document to which it is a party, including, in each case, such covenants and agreements as in effect immediately after giving effect to this Amendment and the transactions contemplated thereby, and (ii) as applicable with respect to Domestic Loan Parties, its indemnification obligations guarantee of payment of the Obligations pursuant to Article IX of the Credit Agreement and other commitments and obligations under its grant of Liens on the Collateral Agreement (as amended hereby and modified by to secure the Pari Passu Designation) and Obligations. (c) agrees Each Loan Party hereby certifies that, as of the date hereof (immediately after giving effect to the amendments contemplated hereby occurrence of the Seventh Amendment Effective Date and the Pari Passu Designationeffectiveness of the Amendment), the representations and warranties made by it contained in the Loan Documents to which it is a party are true and correct in all material respects with the same effect as if made on the date hereof, except to the extent any such representation or warranty refers or pertains solely to a date prior to the date hereof (iin which case such representation and warranty was true and correct in all material respects as of such earlier date). (d) the Collateral Agreement Each Loan Party further confirms that each Loan Document to which it is a party is and shall continue to be in full force and effect and the same are hereby ratified and confirmed in all respects (ii) all guarantees, pledges, grants of security and other commitments thereunder shall continue to be in full force and effect and shall accrue to the benefit case of the Secured PartiesCredit Agreement, including, for the avoidance of doubt, the holders of the Securities and the Trustee. in each case as modified hereby). (e) Each of the Reaffirming Parties Loan Party hereby confirms acknowledges and agrees thatthat the acceptance by the Administrative Agent and each applicable Lender of this document shall not be construed in any manner to establish any course of dealing on such Person’s part, after giving effect to including the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders providing of any Securities and notice or the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges requesting of a Secured Party thereunderany acknowledgment not otherwise expressly provided for in any Loan Document with respect to any future amendment, waiver, supplement or other modification to any Loan Document or any arrangement contemplated by any Loan Document.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms To induce the Revolving Lenders and confirms the Administrative Agent to enter into this Amendment, each of the Loan Parties and Gibraltar Holdings hereby acknowledges and reaffirms its guarantees, pledges, grants of security and other commitments and obligations under each Loan Document to which it is a party, including, without limitation, any grant, pledge or collateral assignment of a lien or security interest, as applicable, contained therein, in each case as amended, restated, amended and restated, supplemented or otherwise modified prior to or as of the Collateral Agreement (as amended hereby date hereof. The Borrower acknowledges and modified by agrees that each of the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect Loan Documents to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement which it is a party or otherwise bound shall continue to be in full force and effect and (ii) that all guarantees, pledges, grants of security and other commitments its obligations thereunder shall continue not be impaired or limited by the execution or effectiveness of this Amendment. (b) In furtherance of the foregoing clause (a), Gibraltar Holdings and each of the Loan Parties that is party to be any Security Document, in its capacity as a “grantor”, “pledgor” or other similar capacity under such Security Document (in such capacity, each a “Reaffirming Party”), hereby acknowledges that it has reviewed and consents to the terms and conditions of this Amendment and the transactions contemplated hereby. In addition, each Reaffirming Party reaffirms the security interests granted by such Reaffirming Party under the terms and conditions of the Security Documents (in each case, to the extent a party thereto) to secure the Secured Obligations and agrees that such security interests remain in full force and effect and shall accrue are hereby ratified, reaffirmed and confirmed. Each Reaffirming Party hereby (i) confirms that each Security Document to which it is a party or is otherwise bound and all Collateral encumbered thereby will continue to secure, to the fullest extent possible in accordance with the Security Documents, the payment and performance of the Secured Obligations, including without limitation the payment and performance of all such applicable Secured Obligations that are joint and several obligations of each Guarantor and each Reaffirming Party now or hereafter existing, in each case pursuant to the terms of the Security Documents such Reaffirming Party is a party to, (ii) confirms its respective grant to the Collateral Trustee for the benefit of the Secured PartiesParties of the security interest in and continuing Lien on all of such Reaffirming Party’s right, includingtitle and interest in, to and under all Collateral to which such Reaffirming Party granted a security interest in and a continuing Lien on pursuant to the terms of the Security Documents to which such Reaffirming Party is party to, in each case whether now owned or existing or hereafter acquired or arising and wherever located, as collateral security for the avoidance prompt and complete payment and performance in full when due, whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise, of doubtall applicable Secured Obligations, subject to the holders terms contained in the applicable Loan Documents and (iii) confirms its respective pledges, grants of security interests and other obligations, as applicable, under and subject to the terms of each of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect Security Documents to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of which it is a Secured Party thereunderparty.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy Except as modified hereby, all of the Designation Certificate terms and related Indenture, and hereby accepts and consents to provisions of the Pari Passu Designation First Lien ISDA Master Agreement and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall continue to be Transaction Documents remain in full force and effect effect. Party B hereby agrees that the amendments and modifications herein contained shall in no manner affect (iiother than expressly provided herein) or impair the Obligations or the Liens securing the payment and performance thereof. On and after the date hereof, each reference in the First Lien ISDA Master Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the First Lien ISDA Master Agreement, and each reference in each of the other Transaction Documents to “the Intermediation Agreement”, “the First Lien ISDA Master Agreement”, “thereunder”, “thereof” or words of like import referring to the First Lien ISDA Master Agreement, shall mean and be a reference to the First Lien ISDA Master Agreement, as amended by this Amendment. Except as expressly provided herein, this Amendment shall not, by implication or otherwise, limit, impair, constitute a waiver of or otherwise affect any rights or remedies of Party A under the First Lien ISDA Master Agreement or the other Transaction Documents, nor alter, modify, amend or in any way affect any of the obligations or covenants contained in the First Lien ISDA Master Agreement or the other Transaction Documents, all guarantees, pledges, grants of security which are ratified and other commitments thereunder confirmed in all respects and shall continue to be in full force and effect and shall accrue to the benefit effect. For all purposes of the Secured Parties, including, for the avoidance of doubtthis Amendment, the holders of the Securities First Lien ISDA Master Agreement and the Trusteeother Transaction Documents, this Amendment shall constitute a “Transaction Document” and a “Transaction Document”. Each of the Reaffirming Parties Party B, Par LLC and McChord Pipeline Co. hereby ratifies and confirms all of its obligations and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” liabilities under the Collateral Agreement (Transaction Documents to which it is a party, as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunderexpressly modified herein.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms To induce the parties hereto to enter into this Third Amendment, each of the Credit Parties hereby acknowledges and confirms reaffirms its guarantees, pledges, grants of security and other commitments and obligations under each Credit Document to which it is a party, including, without limitation, any grant, pledge or collateral assignment of a lien or security interest, as applicable, contained therein, in each case, as amended, restated, amended and restated, supplemented or otherwise modified prior to or as of the Collateral Agreement date hereof. Each Borrower acknowledges and agrees that each of the Credit Documents to which it is a party or otherwise bound shall continue in full force and effect, that all of its obligations thereunder shall be valid and enforceable (except as amended hereby may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws relating to or limiting creditors’ rights generally or by equitable principles relating to enforceability) and modified shall not be impaired or limited by the Pari Passu Designation), execution or effectiveness of this Third Amendment. (b) affirms and confirms In furtherance of the foregoing Section 8(a), each Credit Party, in its indemnification obligations and other commitments and obligations capacity as a Guarantor under any Guaranty to which it is a party (in such capacity, each a “Reaffirming Loan Guarantor”), reaffirms its guarantee of the Guaranteed Obligations under the Collateral Agreement (as amended hereby terms and modified by conditions of such Guaranty and agrees that such Guaranty remains in full force and effect to the Pari Passu Designation) extent set forth in such Guaranty and (c) agrees that, after giving effect to this Third Amendment. Each Reaffirming Loan Guarantor hereby confirms that it consents to the amendments contemplated hereby terms of this Third Amendment and the Pari Passu Designation, Amended Credit Agreement. Each Reaffirming Loan Guarantor hereby (i) confirms that each Credit Document to which it is a party or is otherwise bound will continue to guarantee to the Collateral Agreement fullest extent possible in accordance with the Credit Documents, the payment and performance of the Guaranteed Obligations, including, without limitation, the payment and performance of all such applicable Guaranteed Obligations that are joint and several obligations of each Guarantor now or hereafter existing; (ii) acknowledges and agrees that its Guaranty and each of the Credit Documents to which it is a party or otherwise bound shall continue to be in full force and effect and that all of its obligations thereunder shall be valid and enforceable (except as may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws relating to or limiting creditors’ rights generally or by equitable principles relating to enforceability) and shall not be impaired or limited by the execution or effectiveness of this Third Amendment; and (iii) acknowledges, agrees and warrants for the benefit of the Agent and each Secured Party that there are no rights of set-off or counterclaim, nor any defenses of any kind, whether legal, equitable or otherwise, that would enable such Reaffirming Loan Guarantor to avoid or delay timely performance of its obligations under the Credit Documents. (c) In furtherance of the foregoing Section 8(a), each of the Credit Parties that is party to any Collateral Document, in its capacity as a Grantor (as defined in such Collateral Document) under such Collateral Document (in such capacity, each a “Reaffirming Grantor”), hereby acknowledges that it has reviewed and consents to the terms and conditions of this Third Amendment and the transactions contemplated hereby. In addition, each Reaffirming Grantor reaffirms the security interests granted by such Reaffirming Grantor under the terms and conditions of the Security Agreement and each other Credit Document (in each case, to the extent a party thereto) to secure the Obligations and agrees that such security interests remain in full force and effect. Each Reaffirming Grantor hereby (i) confirms that each Collateral Document to which it is a party or is otherwise bound and all Collateral encumbered thereby will continue to secure, to the fullest extent possible in accordance with the Collateral Documents, the payment and performance of the Obligations, as the case may be, including, without limitation, the payment and performance of all such applicable Obligations that are joint and several obligations of each Guarantor and Grantor now or hereafter existing, (ii) confirms its respective grant to the Collateral Agent for the benefit of the Secured Parties of the security interest in and continuing Lien on all guaranteesof such Grantor’s right, title and interest in, to and under all Collateral, in each case, whether now owned or existing or hereafter acquired or arising and wherever located, as collateral security for the prompt and complete payment and performance in full when due, whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise, of all applicable Obligations (including all such Obligations as amended, reaffirmed and/or increased pursuant to this Third Amendment), subject to the terms contained in the applicable Credit Documents, and (iii) confirms its respective pledges, grants of security interests and other commitments thereunder shall continue to be in full force obligations, as applicable, under and effect and shall accrue subject to the benefit terms of each of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Collateral Documents to which it is a party. (d) Each of the Reaffirming Parties hereby confirms Guarantor acknowledges and agrees that, after giving effect to the Pari Passu Designation, that (i) notwithstanding the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under conditions to effectiveness set forth in this Third Amendment, such Guarantor is not required by the Collateral terms of the Credit Agreement (as amended hereby) or any other Credit Document to consent to this Third Amendment and (ii) nothing in the holders of Credit Agreement, this Third Amendment or any Securities and the Trustee other Credit Document shall be “Pari Passu Secured Parties” and “Secured Parties” under deemed to require the Collateral Agreement (as amended hereby) and shall have all consent of such Guarantor to any future amendment, consent or waiver of the rights and privileges terms of a Secured Party thereunderthe Credit Agreement.

Reaffirmation. Each Reaffirming By executing and delivering a counterpart hereof, (i) each Credit Party hereby acknowledges its receipt and review of a copy agrees that, as of the Designation Certificate Tenth Amendment Effective Date and related Indentureafter giving effect to this Tenth Amendment and the transactions contemplated hereby, and hereby accepts and consents all Obligations of the Borrower (including, without limitation, the 2019 Incremental Term Loans shall be guaranteed pursuant to the Pari Passu Designation Guarantee in accordance with the terms and the resulting grant of security provisions thereof and other benefits shall be secured pursuant to the Pari Passu Debt Obligations referenced Security Documents in accordance with the Designation Certificate. Each Reaffirming terms and provisions thereof; (ii) each Credit Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (cA) agrees that, notwithstanding the effectiveness of this Tenth Amendment, as of the Tenth Amendment Effective Date and after giving effect to thereto, the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall Security Documents continue to be in full force and effect, (B) agrees that, as of the Tenth Amendment Effective Date and after giving effect to this Tenth Amendment and (ii) the transactions contemplated hereby, all guarantees, pledges, grants of the Liens and security interests created and other commitments thereunder shall continue arising under each Security Document to be which it is a party remain in full force and effect on a continuous basis, and shall accrue the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its Obligations under the Credit Documents (as modified hereby) to which it is a party, in each case, to the benefit extent provided in, and subject to the limitations and qualifications set forth in, such Credit Documents (as modified hereby) and (C) affirms and confirms all of its obligations and liabilities under the Credit Agreement and each other Credit Document (as modified hereby) to which it is a party, in each case after giving effect to this Tenth Amendment and the transactions contemplated hereby, including its guarantee of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities Obligations and the Trustee. Each pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Reaffirming Parties hereby confirms Security Documents (as modified hereby) to which it is a party to secure such Obligations, all as provided in the Security Documents (as modified hereby), and acknowledges and agrees that, as of the Tenth Amendment Effective Date, such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Obligations under the Credit Agreement and the other Credit Documents, in each case after giving effect to this Tenth Amendment and the Pari Passu Designation, (i) incurrence of the Securities shall constitute “Pari Passu Debt Obligations” 2019 Incremental Term Loans effected hereby and “Obligations” under the Collateral Agreement (as amended other transactions contemplated hereby) ; and (iiiii) each Guarantor agrees that nothing in the holders of Credit Agreement, this Tenth Amendment or any Securities and the Trustee other Credit Document shall be “Pari Passu Secured Parties” and “Secured Parties” under deemed to require the Collateral Agreement (as amended hereby) and shall have all consent of such Guarantor to any future amendment to the rights and privileges of a Secured Party thereunderCredit Agreement.

Reaffirmation. Each Reaffirming Party hereby acknowledges Subject to any limitations on its receipt obligations expressly stated in the Loan Documents to which it is a party, the Borrower, Holdings and review of a copy each other Loan Party, as of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation CertificateAmendment No. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designation1 Effective Date, (i) acknowledges and agrees that all of its obligations (including, for the Collateral avoidance of doubt, obligations with respect to the 2025 Incremental Term Loans) under the Credit Agreement shall continue and the other the Loan Documents to be which it is a party are reaffirmed and remain in full force and effect on a continuous basis as and to the extent provided in the Loan Documents, (ii) all guarantees, pledges, grants of security and other commitments thereunder shall continue reaffirms each Lien granted by each Loan Party to be in full force and effect and shall accrue to the Administrative Agent for the benefit of the Secured PartiesParties and reaffirms the Guarantees made pursuant to the Guaranty as and to the extent provided in the Loan Documents (in each case, including, for the avoidance of doubt, with respect to the holders 2025 Incremental Term Loans) and (iii) acknowledges and agrees that the grants of Liens by and the Guarantees of the Securities Loan Parties contained in the Guaranty and the Trustee. Each Security Documents (in each case, including, for the avoidance of doubt, with respect to the Reaffirming Parties hereby confirms 2025 Incremental Term Loans) are, and agrees thatshall remain, in full force and effect after giving effect to this Amendment as and to the Pari Passu Designationextent provided in the Loan Documents. Nothing contained in this Amendment shall be construed as substitution or novation of the obligations outstanding under the Credit Agreement or the other Loan Documents, which shall remain in full force and effect, except to any extent modified hereby. Holdings acknowledges and agrees that (i) notwithstanding the Securities shall constitute “Pari Passu Debt Obligations” conditions to effectiveness set forth in this Amendment, such Loan Party is not required by the terms of the Existing Credit Agreement, the Credit Agreement or any other Loan Document (in each case, including, for the avoidance of doubt, Liens and “Obligations” under Guarantees with respect to the Collateral 2025 Incremental Term Loans) to consent to the amendment to the Existing Credit Agreement (as amended hereby) effected pursuant to this Amendment and (ii) nothing in the holders of Existing Credit Agreement, the Credit Agreement, this Amendment or any Securities and the Trustee Loan Document shall be “Pari Passu Secured Parties” and “Secured Parties” under deemed to require the Collateral Agreement (as amended hereby) and shall have all consent of such Loan Party to any future amendments to the rights and privileges of a Secured Party thereunderCredit Agreement.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms To induce the 2018 Refinancing Term Lenders, the 2018 Upsize Term Lender, the Revolving Lenders and confirms the Administrative Agent to enter into this Amendment No. 4, each of the Loan Parties hereby acknowledges and reaffirms its guarantees, pledges, grants of security and other commitments and obligations under each Loan Document to which it is a party, including, without limitation, any grant, pledge or collateral assignment of a lien or security interest, as applicable, contained therein, in each case as amended, restated, amended and restated, supplemented or otherwise modified prior to or as of the Collateral Agreement date hereof (including as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect pursuant to the amendments contemplated hereby this Amendment No. 4 and the Pari Passu Designationincurrence of the 2018 Refinancing Term Loans and the 2018 Upsize Term Loans) (collectively, (i) the Collateral Agreement “Reaffirmed Documents”). The Borrower and each Loan Party acknowledges and agrees that each of the Loan Documents to which it is a party or otherwise bound shall continue to be in full force and effect and (ii) that all guarantees, pledges, grants of security and other commitments its obligations thereunder shall not be impaired or limited by the execution or effectiveness of this Amendment No. 4. (b) In furtherance of the foregoing Section 8(a), each Loan Party, in its capacity as a Guarantor under any Guarantee to which it is a party (in such capacity, each a “Reaffirming Loan Guarantor”), reaffirms its guarantee of the Guaranteed Obligations under the terms and conditions of such Guarantee and agrees that such Guarantee remains in full force and effect to the extent set forth in such Guarantee and after giving effect to this Amendment No. 4 and the incurrence of the 2018 Refinancing Term Loans and the 2018 Upsize Term Loans, and is hereby ratified, reaffirmed and confirmed. Each Reaffirming Loan Guarantor hereby confirms that it consents to the terms of this Amendment No. 4 and the Credit Agreement and that the principal of, the interest and premium (if any) on, and fees related to, the 2018 Refinancing Term Loans and the 2018 Upsize Term Loans constitute “Obligations” under the Loan Documents (including all such Obligations as amended, reaffirmed and/or increased pursuant to this Amendment No. 4 and the incurrence of the 2018 Refinancing Term Loans and the 2018 Upsize Term Loans). Each Reaffirming Loan Guarantor hereby (i) acknowledges and agrees that its Guarantee and each of the Loan Documents to which it is a party or otherwise bound shall continue to be in full force and effect and that all of its obligations thereunder shall accrue not be impaired or limited by the execution or effectiveness of this Amendment No. 4, (ii) acknowledges and agrees that it will continue to guarantee to the fullest extent possible in accordance with the Loan Documents the payment and performance of all Obligations under each of the Loan Documents to which it is a party (including all such Obligations as amended, reaffirmed and/or increased pursuant to this Amendment No. 4 and the incurrence of the 2018 Refinancing Term Loans and the 2018 Upsize Term Loans) and (iii) acknowledges, agrees and warrants for the benefit of the Administrative Agent, the Collateral Agent and each other Secured Party that there are no rights of set-off or counterclaim, nor any defenses of any kind, whether legal, equitable or otherwise, that would enable such Reaffirming Loan Guarantor to avoid or delay timely performance of its obligations under the Loan Documents. (c) In furtherance of the foregoing Section 8(a), each of the Loan Parties that is party to any Security Document, in its capacity as a Pledgor (as defined in such Security Document) under such Security Document (in such capacity, each a “Reaffirming Grantor”), hereby acknowledges that it has reviewed and consents to the terms and conditions of this Amendment No. 4 and the transactions contemplated hereby, including the extension of credit in the form of the 2018 Refinancing Term Loans and the 2018 Upsize Term Loans. In addition, each Reaffirming Grantor reaffirms the security interests granted by such Reaffirming Grantor under the terms and conditions of the Security Agreement and each other Loan Document (in each case, to the extent a party thereto) to secure the Secured Obligations (including all such Secured Obligations as amended, reaffirmed and/or increased pursuant to this Amendment No. 4 and the incurrence of the 2018 Refinancing Term Loans and the 2018 Upsize Term Loans) and agrees that such security interests remain in full force and effect and are hereby ratified, reaffirmed and confirmed. Each Loan Party hereby confirms that the security interests granted by such Reaffirming Grantor under the terms and conditions of the Loan Documents secure the 2018 Refinancing Term Loans and the 2018 Upsize Term Loans as part of the Secured Obligations (including all such Secured Obligations as amended, reaffirmed and/or increased pursuant to this Amendment No. 4 and the incurrence of the 2018 Refinancing Term Loans and the 2018 Upsize Term Loans). Each Reaffirming Grantor hereby (i) confirms that each Security Document to which it is a party or is otherwise bound and all Collateral encumbered thereby will continue to secure, to the fullest extent possible in accordance with the Security Documents, the payment and performance of the Secured Obligations (including all such Secured Obligations as amended, reaffirmed and/or increased pursuant to this Amendment No. 4 and the incurrence of the 2018 Refinancing Term Loans and the 2018 Upsize Term Loans), as the case may be, including without limitation the payment and performance of all such applicable Secured Obligations that are joint and several obligations of each Guarantor and each Pledgor now or hereafter existing, (ii) confirms its respective grant to the Collateral Agent for the benefit of the Secured PartiesParties of the security interest in and continuing Lien on all of such Pledgor’s right, includingtitle and interest in, to and under all Collateral, in each case whether now owned or existing or hereafter acquired or arising and wherever located, as collateral security for the avoidance prompt and complete payment and performance in full when due, whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise, of doubtall applicable Secured Obligations (including all such Secured Obligations as amended, reaffirmed and/or increased pursuant to this Amendment No. 4 and the holders incurrence of the Securities 2018 Refinancing Term Loans and the Trustee. Each 2018 Upsize Term Loans), subject to the terms contained in the applicable Loan Documents, and (iii) confirms its respective pledges, grants of security interests and other obligations, as applicable, under and subject to the terms of each of the Reaffirming Parties hereby confirms Security Documents to which it is a party. (d) Each Guarantor acknowledges and agrees that, after giving effect to the Pari Passu Designation, that (i) such Guarantor is not required by the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under terms of the Collateral Credit Agreement (as amended hereby) or any other Loan Document to consent to this Amendment No. 4 and (ii) nothing in the holders of Credit Agreement, this Amendment No. 4 or any Securities and the Trustee other Loan Document shall be “Pari Passu Secured Parties” and “Secured Parties” under deemed to require the Collateral Agreement (as amended hereby) and shall have all consent of such Guarantor to any future amendment, consent or waiver of the rights and privileges terms of a Secured Party thereunderthe Credit Agreement.

Reaffirmation. (a) Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and Reaffirming Parties (i) hereby accepts and consents to the Pari Passu Designation Amendment Agreement and the resulting grant transactions contemplated thereby (including any Additional Conversions), (ii) hereby confirms its guarantees (in the case of Holdings) and its pledges, grants of security interests and other benefits to the Pari Passu Debt Obligations referenced agreements (in the Designation Certificate. Each case of all Reaffirming Party hereby further Parties), as applicable, under each of the Security Documents to which it is party and (aiii) affirms agrees that notwithstanding the effectiveness of the Amendment Agreement and confirms its the consummation of the transactions contemplated thereby (including any Additional Conversions), such guarantees, pledges, grants of security interests and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall continue to be in full force and effect and (ii) all guarantees, pledges, grants of security and other commitments thereunder agreements shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties, including, for Lenders under the avoidance of doubt, the holders of the Securities and the TrusteeAmended Credit Agreement. Each of the Reaffirming Parties further agrees to take any action that may be required or that is reasonably requested by the Administrative Agent to ensure compliance by Holdings and the Borrower with Section 5.10 of the Amended Credit Agreement, hereby reaffirms its obligations under each similar provision of each Security Document to which it is party and further agrees that notwithstanding the effectiveness of the Amendment Agreement and the consummation of the transactions contemplated thereby (including any Additional Conversions), such obligations shall continue to be in full force and effect and shall accrue to the benefit of the Lenders under the Amended Credit Agreement. (b) Each of the Reaffirming Parties party to each of the Security Documents securing the Obligations of the Borrower hereby confirms and agrees that, after giving effect to that the Pari Passu Designation, (i) Term B-6 Loans and the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” Revolving Facility Loans under the Collateral Agreement Extended Maturity Revolving Facility Commitments (including those implemented pursuant to any Additional Conversions) constitute Loan Document Obligations (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under defined in the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunderAgreement).

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) Each Loan Party hereby (i) expressly acknowledges the terms of the Credit Agreement, (ii) ratifies and affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement Loan Documents (as amended hereby including guarantees and modified security agreements) executed by the Pari Passu Designation)undersigned, (iii) acknowledges, renews and extends its continued liability under all such Loan Documents and agrees such Loan Documents remain in full force and effect, (iv) agrees that each Security Document secures all Obligations of the Loan Parties in accordance with the terms thereof and (v) confirms this Amendment does not represent a novation of any Loan Document. Each Loan Party ratifies and confirms that all Liens granted, conveyed, or assigned to the Administrative Agent by such Person pursuant to each Loan Document to which it is a party remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Obligations. (b) affirms and confirms its indemnification obligations and other commitments and obligations under Each Loan Party hereby reaffirms, as of the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu DesignationFirst Amendment Effective Date, (i) the covenants and agreements contained in each Loan Document to which it is a party, including, in each case, such covenants and agreements as in effect immediately after giving effect to this Amendment and the transactions contemplated thereby, and (ii) its guarantee of payment of the Obligations pursuant to Article VII of the Credit Agreement and its grant of Liens on the Collateral Agreement to secure the Obligations. (c) Each Loan Party further confirms that each Loan Document to which it is a party is and shall continue to be in full force and effect and the same are hereby ratified and confirmed in all respects. (iid) all guarantees, pledges, grants of security and other commitments thereunder shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties Loan Party hereby confirms acknowledges and agrees thatthat the acceptance by the Administrative Agent and each applicable Lender of this document shall not be construed in any manner to establish any course of dealing on such Person’s part, after giving effect to including the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders providing of any Securities and notice or the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges requesting of a Secured Party thereunderany acknowledgment not otherwise expressly provided for in any Loan Document with respect to any future amendment, waiver, supplement or other modification to any Loan Document or any arrangement contemplated by any Loan Document.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms To induce the Lenders party hereto and confirms Administrative Agent to enter into this Amendment, each of the Credit Parties hereby acknowledges and reaffirms its guarantees, pledges, grants of security and other commitments and obligations under each Credit Document to which it is a party, in each case, as amended, restated, supplemented or otherwise modified prior to or as of the Collateral Agreement date hereof (as amended hereby collectively, the “Reaffirmed Documents”). Each Credit Party acknowledges and modified agrees that each of the Credit Documents to which it is a party or otherwise bound shall continue in full force and effect, that all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the Pari Passu Designation), execution or effectiveness of this Amendment. (b) affirms and confirms In furtherance of the foregoing Section 6(a), each Credit Party, in its indemnification obligations and other commitments and obligations capacity as a Guarantor under any Guaranty to which it is a party (in such capacity, each a “Reaffirming Loan Guarantor”), reaffirms its guarantee of the Guaranteed Obligations under the Collateral Agreement (as amended hereby terms and modified by conditions of such Guaranty and agrees that such Guaranty remains in full force and effect to the Pari Passu Designation) extent set forth in such Guaranty and (c) agrees that, after giving effect to this Amendment. Each Reaffirming Loan Guarantor hereby confirms that it consents to the amendments contemplated hereby terms of this Amendment and the Pari Passu Designation, Credit Agreement. Each Reaffirming Loan Guarantor hereby (i) confirms that each Credit Document to which it is a party or is otherwise bound will continue to guarantee to the Collateral Agreement fullest extent possible in accordance with the Credit Documents, the payment and performance of the Guaranteed Obligations, including the payment and performance of all such applicable Guaranteed Obligations that are joint and several obligations of each Guarantor now or hereafter existing; (ii) acknowledges and agrees that its Guaranty and each of the Credit Documents to which it is a party or otherwise bound shall continue to be in full force and effect and (ii) that all guarantees, pledges, grants of security and other commitments its obligations thereunder shall continue to be in full force valid and effect enforceable and shall accrue to not be impaired or limited by the execution or effectiveness of this Amendment; and (iii) acknowledges, agrees and warrants for the benefit of the Secured PartiesAdministrative Agent and each Beneficiary that there are no rights of set-off or counterclaim, includingnor any defenses of any kind, for whether legal, equitable or otherwise, that would enable such Reaffirming Loan Guarantor to avoid or delay timely performance of its obligations under the avoidance of doubt, the holders of the Securities and the Trustee. Credit Documents. (c) Each of the Reaffirming Parties hereby confirms Guarantor acknowledges and agrees that, after giving effect to the Pari Passu Designation, that (i) notwithstanding the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under conditions to effectiveness set forth in this Amendment, such Guarantor is not required by the Collateral terms of the Credit Agreement (as amended hereby) or any other Credit Document to consent to this Amendment and (ii) nothing in the holders of Credit Agreement, this Amendment or any Securities and the Trustee other Credit Document shall be “Pari Passu Secured Parties” and “Secured Parties” under deemed to require the Collateral Agreement (as amended hereby) and shall have all consent of such Guarantor to any future amendment, consent or waiver of the rights and privileges terms of a Secured Party thereunderthe Credit Agreement.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms To induce the parties hereto to enter into this Second Amendment, each of the Credit Parties hereby acknowledges and confirms reaffirms its guarantees, pledges, grants of security and other commitments and obligations under each Credit Document to which it is a party, including, without limitation, any grant, pledge or collateral assignment of a lien or security interest, as applicable, contained therein, in each case, as amended, restated, supplemented or otherwise modified prior to or as of the Collateral Agreement (as amended hereby date hereof. Each Borrower acknowledges and modified agrees that each of the Credit Documents to which it is a party or otherwise bound shall continue in full force and effect, that all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the Pari Passu Designation), execution or effectiveness of this Second Amendment. (b) affirms and confirms In furtherance of the foregoing Section 6(a), each Credit Party, in its indemnification obligations and other commitments and obligations capacity as a Guarantor under any Guaranty to which it is a party (in such capacity, each a “Reaffirming Loan Guarantor”), reaffirms its guarantee of the Guaranteed Obligations under the Collateral Agreement (as amended hereby terms and modified by conditions of such Guaranty and agrees that such Guaranty remains in full force and effect to the Pari Passu Designation) extent set forth in such Guaranty and (c) agrees that, after giving effect to this Second Amendment. Each Reaffirming Loan Guarantor hereby confirms that it consents to the amendments contemplated hereby terms of this Second Amendment and the Pari Passu Designation, Credit Agreement. Each Reaffirming Loan Guarantor hereby (i) confirms that each Credit Document to which it is a party or is AMERICAS 93967095 otherwise bound will continue to guarantee to the Collateral Agreement fullest extent possible in accordance with the Credit Documents, the payment and performance of the Guaranteed Obligations, including, without limitation, the payment and performance of all such applicable Guaranteed Obligations that are joint and several obligations of each Guarantor now or hereafter existing; (ii) acknowledges and agrees that its Guaranty and each of the Credit Documents to which it is a party or otherwise bound shall continue to be in full force and effect and that all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Second Amendment; and (iii) acknowledges, agrees and warrants for the benefit of the Agent and each Secured Party that there are no rights of set-off or counterclaim, nor any defenses of any kind, whether legal, equitable or otherwise, that would enable such Reaffirming Loan Guarantor to avoid or delay timely performance of its obligations under the Credit Documents. (c) In furtherance of the foregoing Section 6(a), each of the Credit Parties that is party to any Collateral Document, in its capacity as a Grantor (as defined in such Collateral Document) under such Collateral Document (in such capacity, each a “Reaffirming Grantor”), hereby acknowledges that it has reviewed and consents to the terms and conditions of this Second Amendment and the transactions contemplated hereby. In addition, each Reaffirming Grantor reaffirms the security interests granted by such Reaffirming Grantor under the terms and conditions of the Security Agreement and each other Credit Document (in each case, to the extent a party thereto) to secure the Obligations and agrees that such security interests remain in full force and effect. Each Reaffirming Grantor hereby (i) confirms that each Collateral Document to which it is a party or is otherwise bound and all Collateral encumbered thereby will continue to secure, to the fullest extent possible in accordance with the Collateral Documents, the payment and performance of the Obligations, as the case may be, including, without limitation, the payment and performance of all such applicable Obligations that are joint and several obligations of each Guarantor and Grantor now or hereafter existing, (ii) confirms its respective grant to the Collateral Agent for the benefit of the Secured Parties of the security interest in and continuing Lien on all guaranteesof such Grantor’s right, title and interest in, to and under all Collateral, in each case, whether now owned or existing or hereafter acquired or arising and wherever located, as collateral security for the prompt and complete payment and performance in full when due, whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise, of all applicable Obligations (including all such Obligations as amended, reaffirmed and/or increased pursuant to this Second Amendment), subject to the terms contained in the applicable Credit Documents, and (iii) confirms its respective pledges, grants of security interests and other commitments thereunder shall continue to be in full force obligations, as applicable, under and effect and shall accrue subject to the benefit terms of each of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Collateral Documents to which it is a party. (d) Each of the Reaffirming Parties hereby confirms Guarantor acknowledges and agrees that, after giving effect to the Pari Passu Designation, that (i) notwithstanding the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under conditions to effectiveness set forth in this Second Amendment, such Guarantor is not required by the Collateral terms of the Credit Agreement (as amended hereby) or any other Credit Document to consent to this Second Amendment and (ii) nothing in the holders of Credit Agreement, this Second Amendment or any Securities and the Trustee other Credit Document shall be “Pari Passu Secured Parties” and “Secured Parties” under deemed to require the Collateral Agreement (as amended hereby) and shall have all consent of such Guarantor to any future amendment, consent or waiver of the rights and privileges terms of a Secured Party thereunderthe Credit Agreement.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms Each Loan Party, Topco and confirms EG Group Holdings Europe Limited expressly acknowledges the terms of this Amendment and reaffirms, as of the First Amendment Effective Date, that its guarantees, pledges, grants guarantee of security and other commitments and obligations the Obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms applicable Guaranty and/or its indemnification obligations and other commitments and obligations under grant of Liens on the Collateral Agreement (as amended hereby and modified by to secure the Pari Passu Designation) and (c) agrees thatObligations pursuant to each Collateral Document to which it is a party, after giving effect to the amendments contemplated hereby and the Pari Passu Designationin each case, (i) the Collateral Agreement shall continue to be continues in full force and effect and extends to its obligations under the Loan Documents (including the Amended Credit Agreement and including its obligations in respect of the 2026 Term Commitment Increase) subject to any limitations set out in the Amended Credit Agreement and any other Loan Document applicable to it. Neither the execution, delivery, performance or effectiveness of this Amendment nor the modification of the Credit Agreement effected pursuant hereto: (i) impairs the validity, effectiveness or priority of the Liens granted pursuant to any Loan Document, and such Liens continue unimpaired with the same priority to secure repayment of all Obligations, whether heretofore or hereafter incurred; or (ii) all guaranteesis intended to or will require that any new filings be made or other action be taken to perfect or to maintain the perfection of such Liens. Each Loan Party, pledgesTopco and EG Group Holdings Europe Limited confirms that at the time of the execution and delivery of any Collateral Document to which it is a party, grants it was expressly agreed that the Liens created thereunder were intended to secure the Obligations, as amended, novated, supplemented or restated from time to time, including by way of security and other commitments thereunder shall continue the incurrence of incremental loans to be effectuated by way of this Amendment. The security under the Collateral Documents as security for the Obligations as amended by the Amendment is thus hereby confirmed. (b) For the avoidance of doubt, such reaffirmation, ratification, confirmation and acknowledgment in paragraph (a) above shall not constitute the creation of new Liens in respect of any Collateral and shall merely constitute a confirmation that such Collateral remains in full force and effect and shall accrue extends to the benefit of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (Obligations as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunderpursuant to this Amendment.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms To induce the Revolving Lenders and confirms the Administrative Agent to enter into this Amendment No. 2, each of the Loan Parties hereby acknowledges and reaffirms its guarantees, pledges, grants of security and other commitments and obligations under each Loan Document to which it is a party, including, without limitation, any grant, pledge or collateral assignment of a lien or security interest, as applicable, contained therein, in each case as amended, restated, amended and restated, supplemented or otherwise modified prior to or as of the Collateral Agreement date hereof (including as amended hereby pursuant to this Amendment No. 2) (collectively, the “Reaffirmed Documents”). Each Loan Party acknowledges and modified by agrees that each of the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect Loan Documents to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement which it is a party or otherwise bound shall continue to be in full force and effect and (ii) that all guarantees, pledges, grants of security and other commitments its obligations thereunder shall not be impaired or limited by the execution or effectiveness of this Amendment No. 2. (b) In furtherance of the foregoing Section 6(a), each Subsidiary Guarantor, in its capacity as a Guarantor under the Guarantee Agreement (in such capacity, each a “Reaffirming Loan Guarantor”), reaffirms its guarantee of the Obligations under the terms and conditions of the Guarantee Agreement and agrees that the Guarantee Agreement remains in full force and effect to the extent set forth in the Guarantee Agreement and after giving effect to this Amendment No. 2, and is hereby ratified, reaffirmed and confirmed. Each Reaffirming Loan Guarantor hereby confirms that it consents to the terms of this Amendment No. 2 and the Amended Credit Agreement. Each Reaffirming Loan Guarantor hereby (i) acknowledges and agrees that its guarantee of the Obligations and each of the Loan Documents to which it is a party or otherwise bound shall continue to be in full force and effect and that all of its obligations thereunder shall accrue not be impaired or limited by the execution or effectiveness of this Amendment No. 2, (ii) acknowledges and agrees that it will continue to guarantee to the fullest extent possible in accordance with the Loan Documents the payment and performance of all Obligations (including all such Obligations as amended, reaffirmed and/or increased pursuant to this Amendment No. 2) and (iii) acknowledges, agrees and warrants for the benefit of the Administrative Agent, the Collateral Agent and each other Secured Party that there are no rights of set-off or counterclaim, nor any defenses of any kind, whether legal, equitable or otherwise, that would enable such Reaffirming Loan Guarantor to avoid or delay timely performance of its obligations under the Loan Documents. (c) In furtherance of the foregoing Section 6(a), each of the Loan Parties that is party to any Collateral Document, in its capacity as a “grantor,” “pledgor” or other similar capacity under such Collateral Document (in such capacity, each a “Reaffirming Grantor”), hereby acknowledges that it has reviewed and consents to the terms and conditions of this Amendment No. 2 and the transactions contemplated hereby. In addition, each Reaffirming Grantor reaffirms the security interests granted by such Reaffirming Grantor under the terms and conditions of the Collateral Documents (in each case, to the extent a party thereto) to secure the Obligations (including all such Obligations as amended, reaffirmed and/or increased pursuant to this Amendment No. 2) and agrees that such security interests remain in full force and effect and are hereby ratified, reaffirmed and confirmed. Each Reaffirming Grantor hereby (i) confirms that each Collateral Document to which it is a party or is otherwise bound and all Collateral encumbered thereby will continue to secure, to the fullest extent possible in accordance with the Collateral Documents, the payment and performance of the Obligations (including all such Obligations as amended, reaffirmed and/or increased pursuant to this Amendment No. 2), as the case may be, including without limitation the payment and performance of all such applicable Obligations that are joint and several obligations of each Guarantor and each Reaffirming Grantor now or hereafter existing, (ii) confirms its respective grant to the Collateral Agent for the benefit of the Secured PartiesParties of the security interest in and continuing Lien on all of such Reaffirming Grantor’s right, includingtitle and interest in, to and under all Collateral, in each case whether now owned or existing or hereafter acquired or arising and wherever located, as collateral security for the avoidance prompt and complete payment and performance in full when due, whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise, of doubtall applicable Obligations (including all such Obligations as amended, reaffirmed and/or increased pursuant to this Amendment No. 2), subject to the holders terms contained in the applicable Loan Documents, and (iii) confirms its respective pledges, grants of security interests and other obligations, as applicable, under and subject to the terms of each of the Securities and Collateral Documents to which it is a party. (d) Each Guarantor (other than the Trustee. Each of the Reaffirming Parties hereby confirms Borrower) acknowledges and agrees that, after giving effect to the Pari Passu Designation, that (i) such Guarantor is not required by the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under terms of the Collateral Credit Agreement (as amended hereby) or any other Loan Document to consent to this Amendment No. 2 and (ii) nothing in the holders of Credit Agreement, this Amendment No. 2 or any Securities and the Trustee other Loan Document shall be “Pari Passu Secured Parties” and “Secured Parties” under deemed to require the Collateral Agreement (as amended hereby) and shall have all consent of such Guarantor to any future amendment, consent or waiver of the rights and privileges terms of a Secured Party thereunderthe Credit Agreement.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy Except as modified hereby, all of the Designation Certificate terms and related Indenture, and hereby accepts and consents to provisions of the Pari Passu Designation First Lien ISDA Master Agreement and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall continue to be Transaction Documents remain in full force and effect and (ii) all guarantees, pledges, grants of security and other commitments thereunder shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties, including, for effect. For the avoidance of doubt, the holders Fee Letter (including any amendments or supplements) thereto shall remain in full force and effect on and after the Effective Date. Party B hereby agrees that the amendments and modifications herein contained shall in no manner affect (other than expressly provided herein) or impair the Obligations or the Liens securing the payment and performance thereof. On and after the date hereof, each reference in the First Lien ISDA Master Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the First Lien ISDA Master Agreement, and each reference in each of the Securities other Transaction Documents to “the Intermediation Agreement”, “the First Lien ISDA Master Agreement”, “thereunder”, “thereof” or words of like import referring to the First Lien ISDA Master Agreement, shall mean and be a reference to the TrusteeFirst Lien ISDA Master Agreement, as amended by this Amendment. Except as expressly provided herein, this Amendment shall not, by implication or otherwise, limit, impair, constitute a waiver of or otherwise affect any rights or remedies of Party A under the First Lien ISDA Master Agreement or the other Transaction Documents, nor alter, modify, amend or in any way affect any of the obligations or covenants contained in the First Lien ISDA Master Agreement or the other Transaction Documents, all of which are ratified and confirmed in all respects and shall continue in full force and effect. For all purposes of this Amendment, the First Lien ISDA Master Agreement the other Transaction NY 79313305v2 Documents, and this Amendment shall each constitute a “Transaction Document”. Each of the Reaffirming Parties Party B, Par LLC and McChord Pipeline Co. hereby ratifies and confirms all of its obligations and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” liabilities under the Collateral Agreement (Transaction Documents to which it is a party, as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunderexpressly modified herein.

Reaffirmation. (a) Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and (i) consents to the Pari Passu Designation Indenture and the resulting grant issuance of security the Notes thereunder, in each case amending and other benefits to restating the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby Original Indenture and the Pari Passu DesignationOriginal Notes, (i) the Collateral Agreement shall continue to be in full force and effect respectively, and (ii) all guarantees, pledges, confirms its respective grants of security interests under each of the Securities Documents to which it is party, and other commitments thereunder agrees that, notwithstanding the occurrence of the Issue Date, such grants of security interests shall continue to be in full force and effect and shall accrue to the benefit of the Secured PartiesInitial Holder. Each Reaffirming Party further agrees to take any action that may be required or that is reasonably requested by the Initial Holder to ensure compliance with Sections 3.13, including3.19, for 12.3 and 12.4 of the avoidance Indenture and hereby reaffirms its obligations under each similar provision of doubt, the holders each of the Securities and Documents to which it is party. (b) As security for the Trustee. Each payment or performance, as the case may be, in full of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” obligations under the Collateral Agreement Indenture (as amended hereby) including the guarantee of the Company’s obligations incurred under the Notes), and (ii) the holders other Secured Obligations (as defined in the Security Agreement), each Reaffirming Party hereby grants to the Initial Holder, a security interest in, all right, title or interest now owned or at any time hereafter acquired by such Reaffirming Party in, or in which such Reaffirming Party now has or at any time in the future may acquire any right, title or interest in, the Collateral. (c) Each Reaffirming Party hereby authorizes the Initial Holder at any time and from time to time to file in any Uniform Commercial Code jurisdiction any initial financing statements (including fixture filings) and amendments thereto without the signature of such Reaffirming Party in such form and in such filing offices as the Initial Holder reasonably determines, that contain the information required by Article 9 of the Uniform Commercial Code of each applicable jurisdiction for the filing of any Securities financing statement or amendment, including (i) whether the Reaffirming Party is an organization, the type of organization and any organizational identification number issued to the Trustee shall be “Pari Passu Secured Parties” Reaffirming Party and “Secured Parties” under (ii) in the case of a financing statement filed as a fixture filing, a sufficient description of the real property to which such Collateral relates. The Reaffirming Party agrees to provide all information necessary or desirable for such financing statements to the Initial Holder promptly upon request. In addition, each Reaffirming Party hereby authorizes and agrees that such financing statements may describe the Collateral Agreement (in the same manner as amended hereby) and shall have described herein or may contain an indication or description of collateral that describes such property in any other manner as the Initial Holder may determine, in its sole discretion, is necessary, advisable or prudent to ensure the perfection of the security interest in the Collateral granted to the Initial Holder in any of the Securities Documents, including, without limitation, describing such property as “all the rights and privileges of a Secured Party thereunderassets now owned or hereafter acquired” or “all personal property now owned or hereafter acquired”.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants The Company hereby (i) expressly acknowledges the terms of security and other commitments and obligations under the Collateral Credit Agreement (as amended hereby and modified by the Pari Passu Designationthis Amendment), (bii) ratifies and affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement Loan Papers (including guarantees and security agreements) (as amended hereby and modified by this Amendment) executed by the Pari Passu DesignationCompany, (iii) acknowledges, renews and extends its continued liability under all such Loan Papers (as amended by this Amendment) and agrees such Loan Papers remain in full force and effect, (civ) agrees thatthat the Aircraft Mortgage secures all Obligations of the Company in accordance with the terms thereof and (v) confirms this Amendment does not represent a novation of any Loan Paper. The Company ratifies and confirms that all Liens granted, conveyed, or assigned to the Collateral Agent pursuant to each Loan Paper to which it is a party remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Obligations (in each case other than as any such Liens have been released or reduced from time to time in accordance with the Loan Papers prior to the date hereof). (b) The Company hereby reaffirms, as of the Fourth Amendment Effective Date, the covenants and agreements contained in each Loan Paper to which it is a party, as modified and in effect immediately after giving effect to the amendments contemplated hereby this Amendment and the Pari Passu Designation, transactions contemplated thereby. (ic) the Collateral Agreement shall continue to be in full force and effect and (ii) all guarantees, pledges, grants of security and other commitments thereunder shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties The Company hereby confirms acknowledges and agrees thatthat the acceptance by each Co-Administrative Agent and each applicable Bank of this document shall not be construed in any manner to establish any course of dealing on such Person’s part, after giving effect to including the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders providing of any Securities and notice or the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges requesting of a Secured Party thereunderany acknowledgment not otherwise expressly provided for in any Loan Paper with respect to any future amendment, waiver, supplement or other modification to any Loan Paper or any arrangement contemplated by any Loan Paper. [Remainder of page intentionally blank.]

Reaffirmation. Each Reaffirming Subject to any limitations on its obligations expressly stated in the Loan Documents to which it is a party, each Loan Party hereby acknowledges (i) ratifies and reaffirms all of its receipt payment and review of performance obligations, contingent or otherwise, under the Amended Credit Agreement and each other Loan Document to which it is a copy party (after giving effect hereto), (ii) ratifies and reaffirms each Lien granted by each Loan Party to Administrative Agent for the benefit of the Designation Certificate and related Indenture, and hereby accepts and consents Secured Parties pursuant to the Pari Passu Designation Collateral Documents and reaffirms all Guarantees made pursuant to the Guaranty Agreement and the resulting grant of security other Loan Documents, (iii) acknowledges and other benefits to agrees that the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security interests by and other commitments the Guarantees of the Loan Parties contained in the Existing Credit Agreement, the Guaranty Agreement, and obligations under the Collateral Agreement (as amended hereby Documents are, and modified by the Pari Passu Designation)shall remain, (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall continue to be in full force and effect after giving effect to this Amendment and (iiiv) all guaranteesratifies and reaffirms the validity and enforceability of the appointment of Administrative Agent as its proxy and attorney-in-fact under each applicable Loan Document and, pledgesas of the date hereof without in any way impairing any previous appointment, grants reappoints Administrative Agent as its proxy and attorney-in-fact in accordance with the terms of security the Security Agreement and the other commitments thereunder Collateral Documents, as applicable, which appointment (A) is IRREVOCABLE (which shall continue to be survive the bankruptcy, dissolution or winding up of such Loan Party), (B) shall remain valid and in full force and effect until the Termination Date, (C) is coupled with an interest, and shall accrue to (D) is granted for the benefit purpose of carrying out the provisions of the Secured PartiesLoan Documents, includingas applicable. Except as expressly stated herein, for Administrative Agent and the avoidance of doubtLenders reserve all rights, privileges and remedies under the Loan Documents. Except as amended or modified hereby, the holders of Existing Credit Agreement and other Loan Documents remain unmodified and in full force and effect. The parties hereto expressly do not intend to extinguish the Securities and the TrusteeExisting Credit Agreement. Each of Loan Party hereto hereby consents to this Amendment and acknowledges that the Reaffirming Parties hereby confirms Amended Credit Agreement and agrees that, after giving effect to the Pari Passu Designation, each other Loan Document (i) remains in full force and effect, (ii) constitutes legal, valid and binding obligations each Loan Party party thereto enforceable against such Loan Party in accordance with the Securities terms of the Amended Credit Agreement and each other Loan Document except as may be limited by the Legal Reservations and any other applicable bankruptcy, insolvency, reorganization, moratorium, examinership or other laws affecting creditors’ rights generally and (iii) is hereby ratified and reaffirmed. Nothing contained in this Amendment shall constitute “Pari Passu Debt Obligations” and “Obligations” be construed as a substitution or novation of the obligations outstanding under the Collateral Existing Credit Agreement or the other Loan Documents, which shall remain in full force and effect, except to any extent modified hereby. Each Guarantor acknowledges and agrees that (as amended herebyi) notwithstanding the conditions to effectiveness set forth in this Amendment, such Guarantor is not required by the terms of the Existing Credit Agreement, the Amended Credit Agreement or any other Loan Document to consent to the amendment to the Existing Credit Agreement and the other Loan Documents effected pursuant to this Amendment and (ii) nothing in the holders of Existing Credit Agreement, the Amended Credit Agreement, this Amendment or any Securities and the Trustee other Loan Document shall be “Pari Passu Secured Parties” and “Secured Parties” under deemed to require the Collateral consent of such Guarantor to any future amendments to the Amended Credit Agreement (as amended hereby) and shall have all or the rights and privileges of a Secured Party thereunderother Loan Documents.

Reaffirmation. Each Reaffirming By executing and delivering a counterpart hereof, (i) each Credit Party hereby acknowledges its receipt and review of a copy agrees that, as of the Designation Certificate Sixth Amendment Effective Date and related Indentureafter giving effect to this Sixth Amendment and the transactions contemplated hereby, and hereby accepts and consents all Obligations of the Borrower shall be guaranteed pursuant to the Pari Passu Designation Guarantee in accordance with the terms and the resulting grant of security provisions thereof and other benefits shall be secured pursuant to the Pari Passu Debt Obligations referenced Security Documents in accordance with the Designation Certificate. Each Reaffirming terms and provisions thereof; (ii) each Credit Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (cA) agrees that, notwithstanding the effectiveness of this Sixth Amendment, as of the Sixth Amendment Effective Date and after giving effect to thereto, the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall Security Documents continue to be in full force and effect and effect, (iiB) all guaranteesagrees that, pledges, grants of security and other commitments thereunder shall continue to be in full force and effect and shall accrue to the benefit as of the Secured Parties, including, Sixth Amendment Effective Date and after giving effect to this Sixth Amendment and the transactions contemplated hereby (for the avoidance of doubt, prior to giving effect to the holders Sixth Amendment Release), all of the Securities Liens and security interests created and arising under each Security Document to which it is a party remain in full force and effect on a continuous basis, and the Trustee. Each perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its Obligations under the Credit Documents (as modified hereby) to which it is a party, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Credit Documents (as modified hereby) and (C) affirms and confirms all of its obligations and liabilities under the Credit Agreement and each other Credit Document (as modified hereby) to which it is a party, in each case after giving effect to this Sixth Amendment and the transactions contemplated hereby (for the avoidance of doubt, prior to giving effect to the Sixth Amendment Release), including its guarantee of the Reaffirming Parties hereby confirms Obligations and the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Security Documents (as modified hereby) to which it is a party to secure such Obligations, all as provided in the Security Documents (as modified hereby), and acknowledges and agrees that, as of the Sixth Amendment Effective Date, such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Obligations under the Credit Agreement and the other Credit Documents, in each case after giving effect to this Sixth Amendment and the Pari Passu Designationother transactions contemplated hereby (for the avoidance of doubt, prior to giving effect to the Sixth Amendment Release); and (iiii) each Guarantor agrees that nothing in the Securities Credit Agreement, this Sixth Amendment or any other Credit Document shall constitute “Pari Passu Debt Obligations” and “Obligations” under be deemed to require the Collateral consent of such Guarantor to any future amendment to the Credit Agreement (as amended modified hereby) and (ii) ). This Sixth Amendment shall not extinguish the holders obligations of the parties outstanding under the Security Documents or discharge, release or otherwise change the priority of any Securities and Lien on any Collateral pursuant to any of the Trustee Security Documents (other than as contemplated by the Sixth Amendment Release upon the consummation of the Clear Sky Acquisition pursuant to the Clear Sky Acquisition Agreement). Nothing herein contained shall be “Pari Passu Secured Parties” construed as a substitution or novation of the obligations, guarantees and “Secured Parties” liabilities outstanding under the Collateral Agreement (as amended hereby) Security AMERICAS 124364869 Documents, and it is the intent of the parties hereto to confirm that all of the respective obligations of each of the Borrower and each other Credit Party under the Security Documents to which it is a party shall have all the rights continue in full force and privileges of a Secured Party thereundereffect.

Reaffirmation. Each Reaffirming Party The Borrower, Holdings and each other Loan Party, in its respective capacity as a borrower, debtor, obligor, grantor, pledgor, guarantor, assignor, or other similar capacity in which such party acts as direct or indirect, or primary or secondary, obligor, accommodation party or guarantor or grants liens or security interests in or to its properties hereunder or under any other Loan Document, hereby acknowledges its receipt and review agrees to be bound by the provisions of a copy Section 2.14 (including, without limitation, the implementation from time to time of any Benchmark Replacement and any Benchmark Replacement Conforming Changes in accordance herewith) and, in furtherance of the Designation Certificate foregoing (and related Indenturewithout, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guaranteesany way express or implied, pledgesinvalidating, grants of security and other commitments and impairing or otherwise negatively affecting any obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designationheretofore provided), (b) affirms hereby acknowledges and confirms its indemnification obligations agrees that in connection with and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, any Benchmark Replacement Conforming Changes: (i) the Collateral Agreement Obligations shall continue to not in any way be novated, discharged or otherwise impaired, and shall continue, be ratified and be affirmed and shall remain in full force and effect and effect, (ii) all guaranteesits grant of a guarantee, pledgespledge, grants of assignment or any other accommodation, lien or security interest in or to its properties relating to this Agreement or any other Loan Document shall continue, be ratified and other commitments thereunder be affirmed, and shall continue to be remain in full force and effect and shall accrue not be novated, discharged or otherwise impaired and (iii) the Loan Documents and its obligations thereunder (contingent or otherwise) shall continue, be ratified and be affirmed and shall remain in full force and effect and shall not be novated, discharged or otherwise impaired. In furtherance of the foregoing, each Loan Party hereby (x) appoints the Borrower (and the Borrower hereby accepts such appointment) as its agent, attorney-in-fact and representative for purposes of the delivery of any and all documents, instruments, agreements and other materials required to be delivered by any such party and for all other administrative purposes incidental to this Section and Section 2.14 and (y) hereby authorizes the Borrower to take such actions, execute, acknowledge, and deliver, or cause to be executed, acknowledged and delivered, such further agreements, documents or instruments that are reasonably necessary or desirable to carry out the intent and purpose of this Section and Section 2.14 on its behalf. From time to time, the Borrower (both in its individual capacity and in its capacity as agent, attorney-in-fact and representative of each other Loan Party pursuant to the benefit immediately preceding sentence) and the Loan Parties shall execute and deliver, or cause to be executed and delivered, such instruments, agreements, certificates or documents, and take all such actions, as the Administrative Agent may reasonably request for the purposes of implementing or effectuating the provisions of Section 2.14, or of renewing, continuing, reaffirming or ratifying the rights of the Secured Parties, including, for the avoidance of doubtAdministrative Agent, the holders of the Securities Collateral Agent and the Trustee. Each of the Reaffirming other Secured Parties hereby confirms and agrees that, after giving effect with respect to the Pari Passu Designation, (i) Obligations or the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunderCollateral.

Reaffirmation. Each Reaffirming Loan Party signatory hereto, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, hereby acknowledges (i) ratifies and reaffirms all of its receipt payment and review of a copy performance obligations, contingent or otherwise, under each of the Designation Certificate and related IndentureNote Documents to which it is a party (after giving effect to this Amendment), (ii) confirms that, as of May 15, 2023, and hereby accepts and consents to assuming no further repayment of any such Notes prior thereto, the Pari Passu Designation principal amount of the Notes outstanding under the Note Purchase Agreement shall be $4,758,816, and the resulting grant principal amount of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations Delayed Draw Term Notes outstanding under the Collateral Note Purchase Agreement (as amended hereby and modified by this Amendment) shall be $0.00 (which amount is exclusive of the Pari Passu DesignationDelayed Draw Note Commitment Fee), and (biii) affirms to the extent such Person granted liens on or security interests in any of its property pursuant to any such Note Document as security for or otherwise guaranteed all or any portion of the Obligations under or with respect to the Note Documents, ratifies and reaffirms such guarantee and grant of security interests and liens and confirms its indemnification obligations and other commitments agrees that such security interests and obligations under liens hereafter secure all of the Collateral Agreement (Obligations purported to be secured by such Note Documents, as amended hereby. Each Loan Party hereby consents to this Amendment and modified by acknowledges that each of the Pari Passu Designation) and (c) agrees thatNote Documents, after giving effect to the amendments contemplated hereby and the Pari Passu Designationas amended hereby, (i) the Collateral Agreement shall continue to be remains in full force and effect and (ii) all guarantees, pledges, grants of security is hereby ratified and other commitments thereunder shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunderreaffirmed.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy Except as modified hereby, all of the Designation Certificate terms and related Indenture, and hereby accepts and consents to provisions of the Pari Passu Designation First Lien ISDA Master Agreement and the resulting grant other Transaction Documents remain in full force and effect. For the avoidance of security and other benefits to doubt, the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further Fee Letter (aincluding any amendments or supplements) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement thereto shall continue to be remain in full force and effect on and (ii) all guarantees, pledges, grants of security after the Effective Date and other commitments thereunder shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties, includingParties agree, for the avoidance of doubt, that this extension shall not be a “refinancing” and the holders Monthly Base Fee shall continue to apply. Party B hereby agrees that the amendments and modifications herein contained shall in no manner affect (other than expressly provided herein) or impair the Obligations or the Liens securing the payment and performance thereof. On and NY 78795444v17 after the date hereof, each reference in the First Lien ISDA Master Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the First Lien ISDA Master Agreement, and each reference in each of the Securities other Transaction Documents to “the Intermediation Agreement”, “the First Lien ISDA Master Agreement”, “thereunder”, “thereof” or words of like import referring to the First Lien ISDA Master Agreement, shall mean and be a reference to the First Lien ISDA Master Agreement, as amended by this Amendment. Except as expressly provided herein, this Amendment shall not, by implication or otherwise, limit, impair, constitute a waiver of or otherwise affect any rights or remedies of Party A under the First Lien ISDA Master Agreement or the other Transaction Documents, nor alter, modify, amend or in any way affect any of the obligations or covenants contained in the First Lien ISDA Master Agreement or the other Transaction Documents, all of which are ratified and confirmed in all respects and shall continue in full force and effect. For all purposes of this Amendment, the First Lien ISDA Master Agreement and the Trusteeother Transaction Documents, this Amendment shall constitute a “Transaction Document” and a “Transaction Document”. Each of the Reaffirming Parties Party B, Par LLC and McChord Pipeline Co. hereby ratifies and confirms all of its obligations and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” liabilities under the Collateral Agreement (Transaction Documents to which it is a party, as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunderexpressly modified herein.

Reaffirmation. Each Reaffirming Party hereby acknowledges Subject to any limitations on its receipt obligations expressly stated in the Loan Documents to which it is a party, the Borrower and review Holdings, on behalf of a copy itself and each other Loan Party, as of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation CertificateAmendment No. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designation3 Effective Date, (i) acknowledges and agrees that all of its obligations under the Collateral Amended Credit Agreement shall continue and the other the Loan Documents to be which it is a party are reaffirmed and remain in full force and effect on a continuous basis as and to the extent provided in the Loan Documents, (ii) all guarantees, pledges, reaffirms each Lien granted by each Loan Party to the Administrative Agent for the benefit of the Secured Parties and reaffirms the Guarantees made pursuant to the Guaranty Agreement as and to the extent provided in the Loan Documents and (iii) acknowledges and agrees that the grants of security Liens by and other commitments thereunder the Guarantees of the Loan Parties contained in the Guaranty Agreement and the Security Documents are, and shall continue to be remain, in full force and effect and shall accrue to the benefit of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to this Amendment as and to the Pari Passu Designationextent provided in the Loan Documents. Nothing contained in this Amendment shall be construed as substitution or novation of the obligations outstanding under the Amended Credit Agreement or the other Loan Documents, which shall remain in full force and effect, except to any extent modified hereby. Holdings acknowledges and agrees that (i) notwithstanding the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under conditions to effectiveness set forth in this Amendment, such Loan Party is not required by the Collateral terms of the Existing Credit Agreement, the Amended Credit Agreement (as amended hereby) or any other Loan Document to consent to the amendment to the Existing Credit Agreement effected pursuant to this Amendment and (ii) nothing in the holders of Existing Credit Agreement, the Amended Credit Agreement, this Amendment or any Securities and the Trustee Loan Document shall be “Pari Passu Secured Parties” and “Secured Parties” under deemed to require the Collateral Agreement (as amended hereby) and shall have all consent of such Loan Party to any future amendments to the rights and privileges of a Secured Party thereunderAmended Credit Agreement.

Reaffirmation. Each Reaffirming By executing and delivering a counterpart hereof, (i) each Credit Party hereby acknowledges its receipt and review of a copy agrees that, as of the Designation Certificate Thirteenth Amendment Effective Date and related Indentureafter giving effect to this Thirteenth Amendment and the transactions contemplated hereby, and hereby accepts and consents all Obligations of the Borrower shall be guaranteed pursuant to the Pari Passu Designation Guarantee in accordance with the terms and the resulting grant of security provisions thereof and other benefits shall be secured pursuant to the Pari Passu Debt Obligations referenced Security Documents in accordance with the Designation Certificate. Each Reaffirming terms and provisions thereof; (ii) each Credit Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (cA) agrees that, notwithstanding the effectiveness of this Thirteenth Amendment, as of the Thirteenth Amendment Effective Date and after giving effect to thereto, the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall Security Documents continue to be in full force and effect, (B) agrees that, as of the Thirteenth Amendment Effective Date and after giving effect to this Thirteenth Amendment and (ii) the transactions contemplated hereby, all guarantees, pledges, grants of the Liens and security interests created and other commitments thereunder shall continue arising under each Security Document to be which it is a party remain in full force and effect on a continuous basis, and shall accrue the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its Obligations under the Credit Documents (as modified hereby) to which it is a party, in each case, to the benefit extent provided in, and subject to the limitations and qualifications set forth in, such Credit Documents (as modified hereby) and (C) affirms and confirms all of its obligations and liabilities under the Credit Agreement and each other Credit Document (as modified hereby) to which it is a party, in each case after giving effect to this Thirteenth Amendment and the transactions contemplated hereby, including its guarantee of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities Obligations and the Trustee. Each pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Reaffirming Parties hereby confirms Security Documents (as modified hereby) to which it is a party to secure such Obligations, all as provided in the Security Documents (as modified hereby), and acknowledges and agrees that, as of the Thirteenth Amendment Effective Date, such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Obligations under the Credit Agreement and the other Credit Documents, in each case after giving effect to this Thirteenth Amendment and the Pari Passu Designationtransactions contemplated hereby; and (iii) each Guarantor agrees that nothing in the Credit Agreement, (i) this Thirteenth Amendment or any other Credit Document shall be deemed to require the Securities consent of such Guarantor to any future amendment to the Credit Agreement. This Thirteenth Amendment shall constitute “Pari Passu Debt Obligations” and “Obligations” not extinguish the obligations of the parties outstanding under the Collateral Agreement (as amended hereby) and (ii) Security Documents or discharge, release or otherwise change the holders priority of any Securities and Lien on any Collateral pursuant to any of the Trustee Security Documents. Nothing herein contained shall be “Pari Passu Secured Parties” construed as a substitution or novation of the obligations, guarantees and “Secured Parties” liabilities outstanding under the Collateral Agreement (as amended hereby) Security Documents, and it is the intent of the parties hereto to confirm that all of the respective obligations of each of the Borrower and each other Credit Party under the Security Documents to which it is a party shall have all the rights continue in full force and privileges of a Secured Party thereundereffect.

Reaffirmation. Subject to Section 12 hereof: (a) Each Reaffirming Party hereby acknowledges its receipt that it has reviewed the terms and review of a copy provisions of the Designation Certificate Existing Credit Agreement and related Indenture, and hereby accepts the Amended Credit Agreement and consents to (i) the Pari Passu Designation amendment and restatement of the Existing Credit Agreement effected pursuant to this Amendment and the resulting grant of security Amended Credit Agreement and other benefits to (ii) the Pari Passu Debt Obligations referenced in transactions contemplated by this Amendment and the Designation CertificateAmended Credit Agreement. Each Reaffirming Party hereby further (ai) affirms reaffirms its obligations under the Loan Documents to which it is a party and confirms its (ii) reaffirms that, notwithstanding the effectiveness of this Amendment and the consummation of the transactions contemplated hereby (including the amendment of the Existing Credit Agreement), the guarantees, pledges, grants of security interests, Liens and other commitments agreements and obligations under of such Reaffirming Party and the terms of each of the Collateral Agreement (as amended hereby Documents and modified by the Pari Passu Designation), (b) affirms each other Loan Document to which such Reaffirming Party is a party are not impaired or affected in any manner whatsoever and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall continue to be in full force and effect and (ii) all guarantees, pledges, grants of security and other commitments thereunder shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties, including, for Parties under the avoidance Amended Credit Agreement. (b) Each Reaffirming Party hereby confirms and agrees that (i) the Amendment No. 9 Commitments and Amendment No. 9 Loans (upon the funding thereof) shall constitute “Obligations” (or any word of doubt, the holders like import) under each of the Securities Amended Credit Agreement and Collateral Documents and each other Loan Document, and (ii) the Obligations under the Amended Credit Agreement have been and will continue to be guaranteed pursuant to Article IV of the Amended Credit Agreement and secured pursuant to the Collateral Documents by a legal, valid, binding and enforceable security interest in and a fully perfected continuing Lien on all of such Reaffirming Party’s right, title and interest in, to and under all “Collateral” as defined in the Collateral Documents and the Trustee. other Loan Documents. (c) Each of the Reaffirming Parties hereby confirms that the Agent is authorized to prepare and agrees thatfile all documents, after giving effect agreements and instruments and take all other actions necessary to satisfy the perfection requirements and to cause the Lien created by each applicable Collateral Document in respect of the Obligations to be duly perfected to the Pari Passu Designationextent required by such agreement in accordance with all applicable Laws, (i) including the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under filing of financing statements in such jurisdictions as may be reasonably determined by the Administrative Agent or the Collateral Agreement (Agent as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereundernecessary.

Reaffirmation. Each Reaffirming By executing and delivering a counterpart hereof, (i) each Credit Party hereby acknowledges its receipt and review of a copy agrees that, as of the Designation Certificate Fourth Amendment Effective Date and related Indentureafter giving effect to this Fourth Amendment and the transactions contemplated hereby, and hereby accepts and consents all Obligations of the Borrower (including, without limitation, the Revolving Credit Exposure with respect to the Pari Passu Designation and the resulting grant of security and other benefits 2022-D New Revolving Credit Commitments) shall be guaranteed pursuant to the Pari Passu Debt Obligations referenced Guarantee in accordance with the Designation Certificate. Each Reaffirming terms and provisions thereof and shall be secured pursuant to the Security Documents in accordance with the terms and provisions thereof; (ii) each Credit Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (cA) agrees that, notwithstanding the effectiveness of this Fourth Amendment, as of the Fourth Amendment Effective Date and after giving effect to thereto, the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall Security Documents continue to be in full force and effect, (B) agrees that, as of the Fourth Amendment Effective Date and after giving effect to this Fourth Amendment and (ii) the transactions contemplated hereby, all guarantees, pledges, grants of the Liens and security interests created and other commitments thereunder shall continue arising under each Security Document to be which it is a party remain in full force and effect on a continuous basis, and shall accrue the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its Obligations under the Credit Documents (as modified hereby) to which it is a party, in each case, to the benefit extent provided in, and subject to the limitations and qualifications set forth in, such Credit Documents (as modified hereby) and (C) affirms and confirms all of its obligations and liabilities under the Credit Agreement and each other Credit Document (as modified hereby) to which it is a party, in each case after giving effect to this Fourth Amendment and the transactions contemplated hereby, including its guarantee of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities Obligations and the Trustee. Each pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Reaffirming Parties hereby confirms Security Documents (as modified hereby) to which it is a party to secure such Obligations, all as provided in the Security Documents (as modified hereby), and acknowledges and agrees that, as of the Fourth Amendment Effective Date, such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Obligations under the Credit Agreement and the other Credit Documents, in each case after giving effect to this Fourth Amendment and the Pari Passu Designationincurrence of the 2022-D Revolving Commitment Increase effected hereby and the other transactions contemplated hereby; and (iii) each Guarantor agrees that nothing in the Credit Agreement, (i) this Fourth Amendment or any other Credit Document shall be deemed to require the Securities consent of such Guarantor to any future amendment to the Credit Agreement. This Fourth Amendment shall constitute “Pari Passu Debt Obligations” and “Obligations” not extinguish the obligations of the parties outstanding under the Collateral Agreement (as amended hereby) and (ii) Security Documents or discharge, release or otherwise change the holders priority of any Securities and Lien on any Collateral pursuant to any of the Trustee Security Documents. Nothing herein contained shall be “Pari Passu Secured Parties” construed as a substitution or novation of the obligations, guarantees and “Secured Parties” liabilities outstanding under the Collateral Agreement (as amended hereby) Security Documents, and it is the intent of the parties hereto to confirm that all of the respective obligations of each of the Borrower and each other Credit Party under the Security Documents to which it is a party shall have all the rights continue in full force and privileges of a Secured Party thereundereffect.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related IndentureReaffirming Parties, and hereby accepts and consents as party to the Pari Passu Designation Credit Agreement and certain of the Collateral Documents and the resulting grant other Credit Documents, in each case as amended, supplemented or otherwise modified from time to time, hereby (i) acknowledges and agrees that all of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation)Credit Agreement, (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby Documents and the Pari Passu Designation, (i) the Collateral Agreement shall continue other Credit Documents to be which it is a party are reaffirmed and remain in full force and effect and on a continuous basis, (ii) all guaranteesreaffirms (A) each Lien granted by it to the Administrative Agent for the benefit of the Secured Parties and (B) any guaranties made by it pursuant to the Credit Agreement, pledges, (iii) acknowledges and agrees that the grants of security and other commitments thereunder interests by it contained in any Collateral Document to which it is a party shall continue to be remain, in full force and effect and shall accrue to the benefit of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to this Amendment, and (iv) agrees that the Pari Passu DesignationObligations include, among other things and without limitation, the prompt and complete payment and performance by the Borrower when due and payable (whether at the stated maturity, by acceleration or otherwise) of principal and interest on, and premium (if any) on, the Revolving Loans under the Amended Agreement. Nothing contained in this Amendment shall be construed as substitution or novation of the obligations outstanding under the Credit Agreement or the other Credit Documents, which shall remain in full force and effect, except to any extent modified hereby Each Guarantor acknowledges and agrees that (i) notwithstanding the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under conditions to effectiveness set forth in this Amendment, such Guarantor is not required by the Collateral terms of the Credit Agreement (as amended hereby) or any other Credit Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing in the holders of Credit Agreement, this Amendment or any Securities and the Trustee other Credit Document shall be “Pari Passu Secured Parties” and “Secured Parties” under deemed to require the Collateral Agreement (as amended hereby) and shall have all consent of such Guarantor to any future amendments to the rights and privileges of a Secured Party thereunderCredit Agreement.

Reaffirmation. Each Reaffirming Party The Borrower hereby acknowledges its receipt and review of a copy reaffirms that, as of the Designation Certificate date of this Amendment, the representations and related Indenturewarranties made by the Borrower in the Securities Purchase Agreement and each of the Loan Documents are true and correct as though made on and as of the date hereof, and hereby accepts and consents subject only to the Pari Passu Designation revisions to the schedules to the Securities Purchase Agreement and Indenture as are reflected in the schedules attached hereto and further, the Borrower represents that, 5.1.1 As of the date hereof, no Default or Material Adverse Effect has occurred and is continuing except as previously disclosed to the Agent in writing. 5.1.2 The execution, delivery and performance by the Borrower or the Guarantors of this Amendment and the resulting grant of security other Loan Documents and other benefits all instruments and documents to be delivered by the Borrower or the Guarantors, to the Pari Passu Debt Obligations referenced in extent a party thereto, hereunder and thereunder and the Designation Certificate. Each Reaffirming Party hereby further creation of all Liens provided for herein and therein: (ai) affirms and confirms its guaranteesare within the Borrower's or such Guarantor's corporate power; (ii) have been duly authorized by all necessary or proper corporate action, pledgesincluding the consent of stockholders, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and members and/or partners therein or thereof; (c) agrees thatare not in contravention of any provision of the Borrower's or such Guarantor's certificate of incorporation, after giving effect bylaws or similar organizational and/or governing documents; (d) will not violate (1) any law or regulation or (2) any order or decree of any court or governmental instrumentality; (e) will not conflict with or result in the breach or termination of, constitute a default under or accelerate any performance required by, any indenture, mortgage, deed of trust, lease, agreement or other instrument to which the Borrower or any of the Guarantors is a party or by which the Borrower or any of the Guarantors or any of their respective property is bound; (f) will not result in the creation or imposition of any Lien upon any of the property of the Borrower or the Guarantors other than those in favor of the Agent pursuant to the amendments contemplated hereby terms of this Amendment and the Pari Passu Designation, (i) the Collateral Agreement shall continue other Loan Documents to be delivered in full force and effect connection herewith; and (iig) all guaranteesdo not require the consent or approval of any governmental body, pledgesagency, grants authority or any other Person that has not been duly obtained, made or complied with prior to the date hereof. At or prior to the date hereof, each of security this Amendment and the other commitments thereunder shall continue Loan Documents to be delivered in full force connection herewith shall have been duly executed and effect and shall accrue to delivered for the benefit of the Secured Parties, including, for the avoidance of doubt, the holders or on behalf of the Securities Borrower or the Guarantors, in each case to the extent a party thereto, and the Trustee. Each each shall then constitute a legal, valid and binding obligation of the Reaffirming Parties hereby confirms and agrees thatBorrower or such Guarantor, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunderenforceable against it in accordance with its terms.

Reaffirmation. Each Reaffirming (a) On the Third Incremental Joinder Signing Date and the Third Incremental Joinder Effective Date, each Loan Party (i) reaffirms its guaranty of the Obligations pursuant to the Amended Credit Agreement, (ii) hereby acknowledges its receipt that it has reviewed the terms and review provisions of a copy of the Designation Certificate and related Indenture, and hereby accepts this Amendment and consents to the Pari Passu Designation and amendment of the resulting grant of security and other benefits Existing Credit Agreement effected pursuant to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation)this Amendment, (biii) affirms and hereby confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect that each Loan Document to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall which it is a party or is otherwise bound will continue to be in full force and effect as amended by this Amendment and (ii) all guarantees, pledges, grants of security and other commitments its obligations thereunder shall continue to not be impaired or limited by the execution or effectiveness of this Amendment. The execution, delivery and performance of this Amendment shall not constitute a waiver of any provision of, or operate as a waiver of any right, power or remedy of any Agent or Lender under, the Amended Credit Agreement or any of the other Loan Documents. (b) On the Third Incremental Joinder Signing Date and the Third Incremental Joinder Effective Date, each Loan Party reaffirms the security interests granted under the terms and conditions of the Security Documents and agrees that such security interests remain in full force and effect and shall accrue are hereby ratified, reaffirmed and confirmed. Each Loan Party hereby (i) confirms that all Collateral encumbered by the Loan Documents will continue to secure to the fullest extent possible in accordance with the Loan Documents, the payment and performance of the Guaranteed Obligations, (ii) confirms its respective grant to the Collateral Agent for the benefit of the Secured PartiesParties of the security interest in and continuing Lien on all of such Loan Party’s right, includingtitle and interest in, to and under all Collateral, in each case whether now owned or existing or hereafter acquired or arising and wherever located, as collateral security for the avoidance prompt and complete payment and performance in full when due, whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise, of doubtall applicable obligations (including all such obligations as amended, reaffirmed and/or increased pursuant to this Amendment), to the holders extent set forth, and subject to the terms contained, in the Loan Documents and (iii) confirms for the benefit of the Securities Secured Parties that the Liens created by each Loan Party for the benefit of the Secured Parties extend to any new liabilities and obligations assumed by each Loan Party under the Amended Credit Agreement. (c) It is the intention of each of the parties hereto that neither this Amendment nor the transactions contemplated hereby constitute a novation of the Indebtedness and Obligations existing under the Existing Credit Agreement and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunderother Loan Documents.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants Each Loan Party hereby (i) expressly acknowledges the terms of security and other commitments and obligations under the Collateral Credit Agreement (as amended hereby and modified by the Pari Passu Designationthis Amendment), (bii) ratifies and affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement Loan Documents (as amended hereby including guarantees and modified security agreements) executed by the Pari Passu Designationundersigned, (iii) acknowledges, renews and extends its continued liability under all such Loan Documents and agrees such Loan Documents remain in full force and effect, (iv) agrees that each Security Document secures all Obligations of the Loan Parties in accordance with the terms thereof and (v) confirms this Amendment does not represent a novation of any Loan Document. Each Loan Party ratifies and confirms that all Liens granted, conveyed, or assigned to the Administrative Agent by such Person pursuant to each Loan Document to which it is a party remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Obligations (in each case other than as any such Liens have been released or reduced from time to time in accordance with the Loan Documents prior to the date hereof). (b) Each Loan Party hereby reaffirms, as of the Ninth Amendment Effective Date, (i) the covenants and agreements contained in each Loan Document to which it is a party, including, in each case, such covenants and agreements as in effect immediately after giving effect to this Amendment and the transactions contemplated thereby, and (ii) as applicable with respect to Domestic Loan Parties, its guarantee of payment of the Obligations pursuant to Article IX of the Credit Agreement and its grant of Liens on the Collateral to secure the Obligations. (c) agrees Each Loan Party hereby certifies that, as of the date hereof (immediately after giving effect to the amendments contemplated hereby occurrence of the Ninth Amendment Effective Date and the Pari Passu Designationeffectiveness of the Amendment), (i) the Collateral Agreement shall continue representations and warranties made by it contained in the Loan Documents to be which it is a party are true and correct in full force and all material respects with the same effect and (ii) all guaranteesas if made on the date hereof, pledges, grants of security and other commitments thereunder shall continue to be in full force and effect and shall accrue except to the benefit extent any such representation or warranty refers or pertains solely to a date prior to the date hereof (in which case such representation and warranty was true and correct in all material respects as of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. such earlier date). (d) Each of the Reaffirming Parties Loan Party hereby confirms acknowledges and agrees thatthat the acceptance by the Administrative Agent and each applicable Lender of this document shall not be construed in any manner to establish any course of dealing on such Person’s part, after giving effect to including the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders providing of any Securities and notice or the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges requesting of a Secured Party thereunderany acknowledgment not otherwise expressly provided for in any Loan Document with respect to any future amendment, waiver, supplement or other modification to any Loan Document or any arrangement contemplated by any Loan Document.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt Other than with respect to the Specified Mortgage Releases, the parties hereto acknowledge and review of agree that (i) this Sixth Amendment and any other Loan Document or other document or instrument executed and delivered in connection herewith do not constitute a copy novation or termination of the Designation Certificate Guaranteed Obligations of the Borrower and related Indenturethe Subsidiary Guarantors as in effect prior to the Amendment Effective Date and (ii) such Guaranteed Obligations are in all respects continuing (as amended by this Sixth Amendment) with only the terms thereof being modified to the extent provided in this Sixth Amendment. Other than with respect to the Specified Mortgage Releases, each of the Borrower and the Subsidiary Guarantors hereby accepts and consents to the Pari Passu Designation entering into of this Sixth Amendment and each of the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and transactions contemplated hereby, confirms its respective guarantees, pledges, grants of security interests, Liens and other commitments obligations, as applicable, under and obligations under subject to the Collateral Agreement (as amended hereby terms of the Security Documents to which it is a party and modified by each of the Pari Passu Designation)other Loan Documents to which it is party, (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to notwithstanding the amendments effectiveness of this Sixth Amendment or any of the transactions contemplated hereby and the Pari Passu Designationhereby, (i) the Collateral Agreement shall continue to be in full force and effect and (ii) all such guarantees, pledges, grants of security interests, Liens and other commitments thereunder obligations, and the terms of each of the other Security Documents to which it is a party and each of the other Loan Documents to which it is a party, are not impaired or affected in any manner whatsoever and shall continue to be in full force and effect and shall accrue continue to the benefit secure all Guaranteed Obligations, as amended, reaffirmed and modified pursuant to this Sixth Amendment or any of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereundertransactions contemplated thereby.

Reaffirmation. Each Reaffirming By signing this Amendment, each Credit Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further confirms that (a) affirms notwithstanding the effectiveness of this Amendment and confirms its guaranteesthe transactions contemplated hereby, pledges, grants the obligations of security and other commitments and obligations such Credit Parties under the Collateral Amended Credit Agreement (including with respect to the 2024 Additional Term Loans contemplated by this Agreement) and the other Credit Documents (i) are entitled to the benefits of the guarantees and the security interests set forth or created in the Amended Credit Agreement, the Security Agreement, the other Security Documents and the other Credit Documents, (ii) constitute “Guaranteed Obligations” and “Obligations” for purposes of the Amended Credit Agreement, the Security Agreement, the other Security Documents and all other Credit Documents, (iii) each Guarantor hereby confirms and ratifies its continuing unconditional obligations as Guarantor under the Credit Agreement as amended hereby and modified by with respect to all of the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) Guaranteed Obligations and (civ) agrees thateach Credit Document to which such Credit Party is a party is, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall continue to be be, in full force and effect and (ii) is hereby ratified and confirmed in all guarantees, pledges, grants of security respects and other commitments thereunder shall continue to be remain in full force and effect and shall accrue according to its terms (in the benefit case of the Secured PartiesCredit Agreement, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (iib) each 2024 Additional Term Loan Lender shall be a “Secured Creditor” and a “Lender” (including without limitation for purposes of the holders definition of any Securities “Required Lenders” contained in Section 1.01 of the Amended Credit Agreement) for all purposes of the Amended Credit Agreement and the Trustee shall be “Pari Passu Secured Parties” other Credit Documents. Each Credit Party ratifies and “Secured Parties” under confirms that all Liens granted, conveyed, or assigned to any Agent by such Person pursuant to any Credit Document to which it is a party remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Collateral Agreement (Obligations as amended increased hereby) and shall have all the rights and privileges of a Secured Party thereunder.

Reaffirmation. Each Reaffirming The Borrower and each other Loan Party (including those that that become party hereto after the date hereof), in its respective capacity as a Borrower, debtor, obligor, grantor, pledgor, guarantor, assignor, or other similar capacity in which such party acts as direct or indirect, or primary or secondary, obligor, accommodation party or guarantor or grants liens or security interests in or to its properties hereunder or under any other Loan Document, hereby acknowledges its receipt and review agrees to be bound by the provisions of a copy this Section 3.17 (including, without limitation, the implementation from time to time of any Benchmark Replacement and any Benchmark Replacement Conforming Changes in accordance herewith) and, in furtherance of the Designation Certificate forgoing (and related Indenturewithout, in any way express or implied, invalidating, impairing or otherwise negatively affecting any obligations heretofore provided) hereby acknowledges and hereby accepts agrees that in connection with and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, any Benchmark Cessation Changes: (i) the Collateral Agreement its Obligations shall continue to not in any way be novated, discharged or otherwise impaired, and shall continue, be ratified and be affirmed and shall remain in full force and effect and in effect, (ii) all guaranteesits grant of a guarantee, pledgespledge, grants of assignment or any other accommodation, lien or security interests in or to its properties relating to this Agreement or any other Loan Document shall continue, be ratified and other commitments thereunder be affirmed, and shall continue to be remain in full force and effect and shall accrue not be novated, discharged or otherwise impaired and (iii) the Loan Documents and its obligations thereunder (contingent or otherwise) shall continue, be ratified and be affirmed and shall remain in full force and effect and shall not be novated, discharged or otherwise impaired. In addition, each Loan Party hereby fully waives any requirements to the benefit notify such Loan Party of any Benchmark Cessation Changes (except as expressly provided in this Section 3,17). In furtherance of the Secured Partiesforegoing, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties each Loan Party hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) appoints the Securities shall constitute “Pari Passu Debt Obligations” Borrower (and “Obligations” under the Collateral Agreement Borrower hereby accepts such appointment) as its agent, attorney-in-fact and representative for purposes of the delivery of any and all documents, instruments, agreements and other materials required to be delivered by any such party and for all other administrative purposes incidental to any of the foregoing provisions of this clause (as amended herebyg) and this Section 3.17 and (ii) hereby authorizes the holders Borrower to take such actions, execute, acknowledge, and deliver, or cause to be executed, acknowledged and delivered, such further agreements, documents or instruments that are reasonably necessary or desirable to carry out the intent and purpose of any Securities this Section (g) and this Section 3.17 on its behalf. From time to time, the Borrower (both in its individual capacity and in its capacity as agent, agent, attorney-in-fact and representative of each other Loan Party pursuant to the immediately preceding sentence) and the Trustee Loan Parties shall execute and deliver, or cause to be “Pari Passu Secured Parties” executed and “Secured Parties” under delivered, such instruments, agreements, certificates or documents, and take all such actions, as the Administrative Agent may reasonably request for the purposes of implementing or effectuating the provisions of this Section 3.17, or of renewing, continuing, reaffirming or ratifying the rights of the Administrative Agent, the Collateral Agreement (as amended hereby) Agent and shall have all the rights and privileges of a Secured Party thereunderother Lenders with respect to the Obligations or the Collateral.

Reaffirmation. Each Reaffirming Party hereby acknowledges To induce the other parties hereto to enter into this Amendment and to provide the Amendment No. 5 Replacement Term Loans and the Amendment No. 5 Revolving Loan Commitment Increase, and subject to any limitations on its receipt and review of obligations expressly stated in the Loan Documents to which it is a copy party, each of the Designation Certificate Holding Entities and related Indentureeach Subsidiary Guarantor, and hereby accepts and consents to as of the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation CertificateAmendment No. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designation5 Effective Date, (i) acknowledges and agrees that all of its obligations under the Collateral Agreement shall continue guarantees set out in the Guaranty and any other guaranties in the other Loan Documents to be which it is a party are reaffirmed and remain in full force and effect on a continuous basis as and to the extent provided in the Loan Documents, (ii) all guaranteesreaffirms each Lien granted by it to the Administrative Agent for the benefit of the Secured Parties made pursuant to the Security Agreement and the other Loan Documents as and to the extent provided in the Loan Documents, pledges, (iii) acknowledges and agrees that the grants of security interests by and its guarantees contained in the Guaranty, the Security Agreement and the other commitments thereunder Loan Documents are, and shall continue to be remain, in full force and effect after giving effect to this Amendment as and shall accrue to the benefit extent provided in the Loan Documents and (iv) consents to the execution, delivery and performance of this Amendment and agrees that each reference to the Credit Agreement in the Loan Documents shall, on and after the Amendment No. 5 Effective Date, be deemed to be a reference to the Amended Credit Agreement. Nothing contained in this Amendment shall be construed as substitution or novation of the Secured Partiesobligations outstanding under the Amended Credit Agreement or the other Loan Documents, includingwhich shall remain in full force and effect, for the avoidance of doubt, the holders of the Securities and the Trusteeexcept to any extent modified hereby. Each of the Reaffirming Parties hereby confirms Holding Entities and agrees thateach Subsidiary Guarantor, after giving effect to acknowledges and agrees, as of the Pari Passu DesignationAmendment No. 5 Effective Date, that (i) notwithstanding the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under conditions to effectiveness set forth in this Amendment, such Guarantor is not required by the Collateral terms of the Credit Agreement, the Amended Credit Agreement (as amended hereby) or any other Loan Document to consent to the amendment to the Credit Agreement effected pursuant to this Amendment and (ii) nothing in the holders of Credit Agreement, the Amended Credit Agreement, this Amendment or any Securities and the Trustee Loan Document shall be “Pari Passu Secured Parties” and “Secured Parties” under deemed to require the Collateral Agreement (as amended hereby) and shall have all consent of such Guarantor to any future amendments to the rights and privileges of a Secured Party thereunderAmended Credit Agreement.

Reaffirmation. Each Reaffirming By executing and delivering a counterpart hereof, (i) each Loan Party hereto, on behalf of itself and its respective Subsidiaries that are Loan Parties hereby acknowledges its receipt and review of a copy agrees that, as of the Designation Certificate Second Amendment Effective Date and related Indentureafter giving effect to this Second Amendment and the transactions contemplated hereby, and hereby accepts and consents all Obligations of the Borrower shall be guaranteed pursuant to the Pari Passu Designation Guaranty in accordance with the terms and the resulting grant of security provisions thereof and other benefits shall be secured pursuant to the Pari Passu Debt Obligations referenced Collateral Documents in accordance with the Designation Certificate. Each Reaffirming terms and provisions thereof; (ii) each Loan Party hereto, on behalf of itself and its respective Subsidiaries that are Loan Parties that, hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (cA) agrees that, notwithstanding the effectiveness of this Second Amendment, as of the Second Amendment Effective Date and after giving effect to the amendments contemplated hereby and the Pari Passu Designationthereto, (i) the Collateral Agreement shall Documents continue to be in full force and effect, (B) agrees that, as of the Second Amendment Effective Date and after giving effect to this Second Amendment and (ii) the transactions contemplated hereby, all guarantees, pledges, grants of the Liens and security interests created and other commitments thereunder shall continue arising under each Collateral Document to be which it is a party remain in full force and effect on a continuous basis, and shall accrue the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its Obligations under the Loan Documents (as modified hereby) to which it is a party, in each case, to the benefit extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as modified hereby) and (C) affirms and confirms all of its obligations and liabilities under the Credit Agreement and each other Loan Document (as modified hereby) to which it is a party, in each case after giving effect to this Second Amendment and the transactions contemplated hereby, including its guarantee of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities Obligations and the Trustee. Each pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Reaffirming Parties hereby confirms Collateral Documents to which it is a party to secure such Obligations, all as provided in the Collateral Documents, and acknowledges and agrees that, as of the Second Amendment Effective Date, such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Obligations under the Credit Agreement and the other Loan Documents, in each case after giving effect to this Second Amendment and the Pari Passu Designationtransactions contemplated hereby; and (iii) each Loan Party hereto, (i) on behalf of itself and its respective Subsidiaries that are Loan Parties, hereby agrees that nothing in the Securities Credit Agreement, this Second Amendment or any other Loan Document shall constitute “Pari Passu Debt Obligations” and “Obligations” under be deemed to require the Collateral consent of such Loan Party to any future amendment to the Credit Agreement (as amended modified hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunder).

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy Except as modified hereby, all of the Designation Certificate terms and related Indenture, and hereby accepts and consents to provisions of the Pari Passu Designation First Lien ISDA Master Agreement and the resulting grant other Transaction Documents remain in full force and effect. For the avoidance of security and other benefits to doubt, the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further Fee Letter (aincluding any amendments or supplements) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement thereto shall continue to be remain in full force and effect on and (ii) all guarantees, pledges, grants of security after the Effective Date and other commitments thereunder shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties, includingParties agree, for the avoidance of doubt, that this extension shall not be a “refinancing” and the holders Monthly Base Fee shall continue to apply. Party B hereby agrees that the amendments and modifications herein contained shall in no manner affect (other than expressly provided herein) or impair the Obligations or the Liens securing the payment and performance thereof. On and after the date hereof, each reference in the First Lien ISDA Master Agreement to “this NY 79300779v2 Agreement”, “hereunder”, “hereof” or words of like import referring to the First Lien ISDA Master Agreement, and each reference in each of the Securities other Transaction Documents to “the Intermediation Agreement”, “the First Lien ISDA Master Agreement”, “thereunder”, “thereof” or words of like import referring to the First Lien ISDA Master Agreement, shall mean and be a reference to the TrusteeFirst Lien ISDA Master Agreement, as amended by this Amendment. Except as expressly provided herein, this Amendment shall not, by implication or otherwise, limit, impair, constitute a waiver of or otherwise affect any rights or remedies of Party A under the First Lien ISDA Master Agreement or the other Transaction Documents, nor alter, modify, amend or in any way affect any of the obligations or covenants contained in the First Lien ISDA Master Agreement or the other Transaction Documents, all of which are ratified and confirmed in all respects and shall continue in full force and effect. For all purposes of this Amendment, the First Lien ISDA Master Agreement, the other Transaction Documents, and this Amendment shall each constitute a “Transaction Document”. Each of the Reaffirming Parties Party B, Par LLC and McChord Pipeline Co. hereby ratifies and confirms all of its obligations and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” liabilities under the Collateral Agreement (Transaction Documents to which it is a party, as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunderexpressly modified herein.

Reaffirmation. Each Reaffirming By signing this Amendment, each Credit Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further confirms that (a) affirms notwithstanding the effectiveness of this Amendment and confirms its guaranteesthe transactions contemplated hereby, pledges, grants the obligations of security and other commitments and obligations such Credit Parties under the Collateral Amended Credit Agreement (including with respect to the 2020 Delayed Draw Term Loans contemplated by this Amendment) and the other Loan Documents (i) are entitled to the benefits of the guarantees and the security interests set forth or created in the Amended Credit Agreement, the Security Agreement, the other Collateral Documents and the other Loan Documents, (ii) constitute “Guarantee Obligations” and “Obligations” for purposes of the Amended Credit Agreement, the Security Agreement, the other Collateral Documents and all other Loan Documents, (iii) each Guarantor hereby confirms and ratifies its continuing unconditional obligations as Guarantor under the Credit Agreement as amended hereby and modified by with respect to all of the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) Guarantee Obligations and (civ) agrees thateach Loan Document to which such Credit Party is a party is, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall continue to be be, in full force and effect and (ii) is hereby ratified and confirmed in all guarantees, pledges, grants of security respects and other commitments thereunder shall continue to be remain in full force and effect and shall accrue according to its terms (in the benefit case of the Secured PartiesCredit Agreement, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (iib) each 2020 DDTL Lender shall be a “Secured Party” and a “Lender” (including without limitation for purposes of the holders definition of any Securities “Required Lenders” contained in Section 11.1 of the Amended Credit Agreement) for all purposes of the Amended Credit Agreement and the Trustee shall be “Pari Passu Secured Parties” other Loan Documents. Each Credit Party ratifies and “Secured Parties” under confirms that all Liens granted, conveyed, or assigned to any Agent by such Person pursuant to any Loan Document to which it is a party remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Collateral Agreement (Obligations as amended increased hereby) and shall have all the rights and privileges of a Secured Party thereunder.

Reaffirmation. A. Each Reaffirming Loan Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, Second Restated Credit Agreement and hereby accepts and consents to the Pari Passu Designation Second Restated Credit Agreement and each of the resulting grant of security transactions contemplated thereby and other benefits to the Pari Passu Debt Obligations referenced hereby confirms its respective guarantees (in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guaranteescase of the Guarantors), pledges, grants of security interests and other commitments obligations, as applicable, under and obligations under subject to the Collateral Agreement (as amended hereby terms of each of the Loan Documents to which it is party, and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to notwithstanding the amendments effectiveness of the Second Restated Credit Agreement or any of the transactions contemplated hereby and thereby, such guarantees (in the Pari Passu Designation, (i) case of the Collateral Agreement shall continue to be in full force and effect and (ii) all guaranteesGuarantors), pledges, grants of security interests and other commitments thereunder obligations, and the terms of each of the Loan Documents to which it is a party, are not impaired or adversely affected in any manner whatsoever and shall continue to be in full force and effect and shall accrue continue to secure all the Obligations, as amended, increased and/or extended pursuant to the benefit of the Secured Parties, Second Restated Credit Agreement including, for the avoidance of doubtwithout limitation, the holders of New Term Loans funded on the Securities Second Restatement Date. Each Loan Party further confirms that each Loan Document to which it is a party is and shall continue to be in full force and effect and the Trustee. same are hereby ratified and confirmed in all respects. B. Each of the Reaffirming Parties hereby confirms Guarantor acknowledges and agrees that, after giving effect to the Pari Passu Designation, that (i) notwithstanding the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under conditions to effectiveness set forth in this Amendment, such Guarantor is not required by the Collateral terms of the First Restated Credit Agreement (as amended hereby) or any other Loan Document to consent to the amendments to the First Restated Credit Agreement effected pursuant to this Amendment and (ii) nothing in the holders of Second Restated Credit Agreement, this Amendment or any Securities and the Trustee other Loan Document shall be “Pari Passu Secured Parties” and “Secured Parties” under deemed to require the Collateral Agreement (as amended hereby) and shall have all consent of such Guarantor to any future amendments to the rights and privileges of a Secured Party thereunderSecond Restated Credit Agreement.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt By executing and review of delivering a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designationcounterpart hereof, (i) the Borrower hereby agrees on behalf of each Loan Party that, as of the First Amendment Effective Date and after giving effect to this First Amendment, (A) all Obligations of the Borrower shall be guaranteed pursuant to the Guaranty and Security Agreement in accordance with the terms and provisions thereof and shall be secured pursuant to the Collateral Agreement shall Documents in accordance with the terms and provisions thereof, (B) notwithstanding the effectiveness of this First Amendment, the Collateral Documents continue to be in full force and effect and (iiC) all guarantees, pledges, grants of the Liens and security interests created and other commitments thereunder shall continue to be arising under each Collateral Document remain in full force and effect on a continuous basis, and shall accrue the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for all Obligations under the Loan Documents (as modified hereby), in each case, to the benefit extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this First Amendment); and (ⅱ) as of the Secured Parties, including, for the avoidance of doubtFirst Amendment Effective Date, the holders Borrower hereby affirms and confirms on behalf of each Loan Party all of obligations and liabilities of each Loan Party under the Securities Amended Credit Agreement and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees thateach other Loan Document (including this First Amendment) to which such Loan Party is a party, in each case, after giving effect to this First Amendment, including its guarantee of the Pari Passu DesignationObligations and the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Collateral Documents to secure such Obligations, (i) all as provided in the Securities shall constitute “Pari Passu Debt Obligations” Collateral Documents, and “Obligations” acknowledges and agrees on behalf of each Loan Party that as of the First Amendment Effective Date such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Obligations under the Collateral Amended Credit Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunderother Loan Documents, in each case after giving effect to this First Amendment.

Reaffirmation. (a) Each Reaffirming Party hereby acknowledges its receipt that it has reviewed the terms and review of a copy provisions of the Designation Certificate Credit Agreement and related Indenture, and hereby accepts the Amended Credit Agreement and consents to (i) the Pari Passu Designation amendment and restatement of the Credit Agreement effected pursuant to this Amendment and the resulting grant of security Amended Credit Agreement and other benefits to (ii) the Pari Passu Debt Obligations referenced in transactions contemplated by this Amendment and the Designation CertificateAmended Credit Agreement. Each Reaffirming Party hereby further (ai) affirms reaffirms its obligations under the Loan Documents to which it is a party and confirms its (ii) reaffirms that, notwithstanding the effectiveness of this Amendment, the occurrence of the Funding Date and the consummation of the transactions contemplated hereby (including the amendment of the Credit Agreement), the guarantees, pledges, grants of security interests, Liens and other commitments agreements and obligations under of such Reaffirming Party and the terms of each of the Collateral Agreement (as amended hereby Documents and modified by the Pari Passu Designation), (b) affirms each other Loan Document to which such Reaffirming Party is a party are not impaired or affected in any manner whatsoever and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall continue to be in full force and effect and (ii) all guarantees, pledges, grants of security and other commitments thereunder shall continue to be in full force and effect and shall accrue to the benefit of the Secured PartiesParties under the Amended Credit Agreement. (b) Each Reaffirming Party hereby, includingon the Effective Date and the Funding Date, confirms and agrees that (i) the Initial Term Loans, the 2020 Incremental Term Loans and the Initial Revolving Credit Loans have constituted and continue to constitute, and the 2021 Incremental Term Loans and the 2021 Revolving Credit Commitment Increase shall, upon the funding and/or establishment thereof pursuant to Section 1 and Section 2(b) hereof, constitute, “Obligations” (or any word of like import) under each of the Amended Credit Agreement and Collateral Documents and each other Loan Document, and (ii) the Obligations under the Amended Credit Agreement have been and will continue to be guaranteed pursuant to Article IV of the Amended Credit Agreement and secured pursuant to the Collateral Documents by a legal, valid, binding and enforceable security interest in and a fully perfected continuing Lien on all of such Reaffirming Party’s right, title and interest in, to and under all “Collateral” as defined in the Collateral Documents and the other Loan Documents. (c) In furtherance of the foregoing and to the extent possible under local law, each Reaffirming Party hereby grants to the Collateral Agent, for the avoidance of doubt, the holders ratable benefit of the Securities Secured Parties, a security interest in all of the Collateral, as collateral security for the prompt and complete payment and performance when due (whether at the stated maturity, by acceleration or otherwise) of such Reaffirming Party’s Obligations (including without limitation the 2021 Incremental Term Loans and the Trustee. 2021 Revolving Credit Commitment Increase). (d) Each of the Reaffirming Parties hereby confirms that the Agent is authorized to prepare and agrees thatfile all documents, after giving effect agreements and instruments and take all other actions necessary to satisfy the perfection requirements and to cause the Lien created by each applicable Collateral Document in respect of the Obligations to be duly perfected to the Pari Passu Designationextent required by such agreement in accordance with all applicable Laws, (i) including the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under filing of financing statements in such jurisdictions as may be reasonably determined by the Administrative Agent or the Collateral Agreement (Agent as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereundernecessary.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms To induce the parties hereto to enter into this Amendment, each of the Credit Parties hereby acknowledges and confirms reaffirms its guarantees, pledges, grants of security and other commitments and obligations under each Credit Document to which it is a party, including, without limitation, any grant, pledge or collateral assignment of a lien or security interest, as applicable, contained therein, in each case, as amended, restated, amended and restated, supplemented or otherwise modified prior to or as of the Collateral Agreement date hereof. Each Borrower acknowledges and agrees that each of the Credit Documents to which it is a party or otherwise bound shall continue in full force and effect, that all of its obligations thereunder shall be valid and enforceable (except as amended hereby may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws relating to or limiting creditors’ rights generally or by equitable principles relating to enforceability) and modified shall not be impaired or limited by the Pari Passu Designation), execution or effectiveness of this Amendment. (b) affirms and confirms In furtherance of the foregoing Section 8(a), each Credit Party, in its indemnification obligations and other commitments and obligations capacity as a Guarantor under any Guaranty to which it is a party (in such capacity, each a “Reaffirming Loan Guarantor”), reaffirms its guarantee of the Guaranteed Obligations under the Collateral Agreement (as amended hereby terms and modified by conditions of such Guaranty and agrees that such Guaranty remains in full force and effect to the Pari Passu Designation) extent set forth in such Guaranty and (c) agrees that, after giving effect to this Amendment. Each Reaffirming Loan Guarantor hereby confirms that it consents to the amendments contemplated hereby terms of this Amendment and the Pari Passu Designation, Amended Credit Agreement. Each Reaffirming Loan Guarantor hereby (i) confirms that each Credit Document to which it is a party or is otherwise bound will continue to guarantee to the Collateral Agreement fullest extent possible in accordance with the Credit Documents, the payment and performance of the Guaranteed Obligations, including, without limitation, the payment and performance of all such applicable Guaranteed Obligations that are joint and several obligations of each Guarantor now or hereafter existing; (ii) acknowledges and agrees that its Guaranty and each of the Credit Documents to which it is a party or otherwise bound shall continue to be in full force and effect and (ii) that all guarantees, pledges, grants of security and other commitments its obligations thereunder shall continue be valid and enforceable (except as may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws relating to or limiting creditors’ rights generally or by equitable principles relating to enforceability) and shall not be impaired or limited by the execution or effectiveness of this Amendment; and (iii) acknowledges, agrees and warrants for the benefit of the Agent and each Secured Party that there are no rights of set-off or counterclaim, nor any defenses of any kind, whether legal, equitable or otherwise, that would enable such Reaffirming Loan Guarantor to avoid or delay timely performance of its obligations under the Credit Documents. (c) In furtherance of the foregoing Section 8(a), each of the Credit Parties that is party to any Collateral Document, in its capacity as a Grantor (as defined in such Collateral Document) under such Collateral Document (in such capacity, each a “Reaffirming Grantor”), hereby acknowledges that it has reviewed and consents to the terms and conditions of this Amendment and the transactions contemplated hereby. In addition, each Reaffirming Grantor reaffirms the security interests granted by such Reaffirming Grantor under the terms and conditions of the Security Agreement and each other Credit Document (in each case, to the extent a party thereto) to secure the Obligations and agrees that such security interests remain in full force and effect effect. Each Reaffirming Grantor hereby (i) confirms that each Collateral Document to which it is a party or is otherwise bound and shall accrue all Collateral encumbered thereby will continue to secure, to the fullest extent possible in accordance with the Collateral Documents, the payment and performance of the Obligations, as the case may be, including, without limitation, the payment and performance of all such applicable Obligations that are joint and several obligations of each Guarantor and Grantor now or hereafter existing, (ii) confirms its respective grant to the Collateral Agent for the benefit of the Secured PartiesParties of the security interest in and continuing Lien on all of such Grantor’s right, includingtitle and interest in, to and under all Collateral, in each case, whether now owned or existing or hereafter acquired or arising and wherever located, as collateral security for the avoidance of doubtprompt and complete payment and performance in full when due, the holders of the Securities and the Trustee. whether at stated maturity, by required prepayment, declaration, acceleration, (d) Each of the Reaffirming Parties hereby confirms Guarantor acknowledges and agrees that, after giving effect to the Pari Passu Designation, that (i) notwithstanding the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under conditions to effectiveness set forth in this Amendment, such Guarantor is not required by the Collateral terms of the Credit Agreement (as amended hereby) or any other Credit Document to consent to this Amendment and (ii) nothing in the holders of Credit Agreement, this Amendment or any Securities and the Trustee other Credit Document shall be “Pari Passu Secured Parties” and “Secured Parties” under deemed to require the Collateral Agreement (as amended hereby) and shall have all consent of such Guarantor to any future amendment, consent or waiver of the rights and privileges terms of a Secured Party thereunderthe Credit Agreement.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms The Amended Credit Agreement and confirms its guarantees, pledges, grants of security and the other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees thatLoan Documents, after giving effect to the amendments contemplated hereby this Amendment, shall be and the Pari Passu Designation, (i) the Collateral Agreement shall continue to be remain in full force and effect in accordance with their terms as amended hereby and hereby are ratified and confirmed in all respects. (iib) Subject to Section 9.21, Article X and Article XI of the Amended Credit Agreement: (i) Each U.S. Loan Party hereto hereby expressly acknowledges as of the Amendment No. 2 Effective Date, (a) all guarantees, pledges, grants of security its obligations under the U.S. Security Agreements and the other commitments thereunder shall continue Collateral Documents to be which it is a party are reaffirmed and remain in full force and effect on a continuous basis, (b) its prior grant of Liens and security interests pursuant to the U.S. Security Agreements and the other Collateral Documents to which it is a party are reaffirmed and all such Liens and security interests shall remain and continue in full force and effect after giving effect to this Amendment, to secure the Secured Obligations; (c) the execution of this Amendment shall not operate as a waiver of any right, power or remedy of the Agent or Lenders, and (d) the Amendment and the Amended Credit Agreement shall not be construed as, or be intended to be construed as, a novation of any of the Loan Documents to which it is a party or serve to effect a novation of the Obligations outstanding under the Existing Credit Agreement or instruments guaranteeing or securing the same, which instruments shall remain and continue in full force and effect. Each Canadian Loan Party hereto hereby expressly acknowledges as of the Amendment No. 2 Effective Date, (a) all of its obligations under the Canadian Security Agreements and the other Collateral Documents to which it is a party are reaffirmed and remain in full force and effect on a continuous basis, (b) its prior grant of Liens and security interests pursuant to the Canadian Security Agreements and the other Collateral Documents to which it is a party are reaffirmed and all such Liens and security interests shall remain and continue in full force and effect after giving effect to this Amendment, to secure the Canadian Secured Obligations; (c) the execution of this Amendment shall not operate as a waiver of any right, power or remedy of the Agent or Lenders, and (d) the Amendment and the Amended Credit Agreement shall not be construed as, or be intended to be construed as, a novation of any of the Loan Documents to which it is a party or serve to effect a novation of the Obligations outstanding under the Existing Credit Agreement or instruments guaranteeing or securing the same, which instruments shall remain and continue in full force and effect. (c) Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall accrue continue to secure the payment of the Obligations of the Loan Parties under the Amended Credit Agreement and the other Loan Documents as and to the benefit extent set forth in such Collateral Documents; provided that none of the Secured Canadian Loan Parties, includingnor any other Foreign Subsidiary, nor any Subsidiary of the Company that is a CFC Holdco, shall guarantee or pledge any assets as Collateral for any obligations (including principal, interest, fees, penalties, premiums, expenses, charges, reimbursements, indemnities or any other U.S. Obligations) in respect of any U.S. Loan Party or any other Domestic Subsidiary under the Loan Documents or any document with respect to Banking Services Obligations or Swap Agreement Obligations or any other agreement executed and/or delivered in connection with any of the foregoing that are not, with respect to Canadian Loan Parties only, also Canadian Secured Obligations; provided that, for the avoidance of doubt, the holders of U.S. Loan Parties shall be jointly and severally liable for the Securities U.S. Obligations and the Trustee. Each of Canadian Obligations. (d) To the Reaffirming Parties extent applicable, each Loan Party hereby acknowledges, confirms and agrees thatthat any financing statements, after giving fixture filings, control agreements or other instruments similar in effect to the Pari Passu Designationforegoing under applicable law covering all or any part of the Collateral previously filed, (i) recorded or delivered in favor of the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” Administrative Agent under the Collateral Agreement (Loan Documents are in full force and effect as amended hereby) and (ii) of the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunderdate hereof.

Reaffirmation. Each Reaffirming By signing this Amendment, each Credit Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further confirms that (a) affirms notwithstanding the effectiveness of this Amendment and confirms its guaranteesthe transactions contemplated hereby, pledges, grants the obligations of security and other commitments and obligations such Credit Parties under the Collateral Amended Credit Agreement (including with respect to the 2020 Additional Term Loans contemplated by this Agreement) and the other Credit Documents (i) are entitled to the benefits of the guarantees and the security interests set forth or created in the Amended Credit Agreement, the Security Agreement, the other Security Documents and the other Credit Documents, (ii) constitute “Guaranteed Obligations” and “Obligations” for purposes of the Amended Credit Agreement, the Security Agreement, the other Security Documents and all other Credit Documents, (iii) each Guarantor hereby confirms and ratifies its continuing unconditional obligations as Guarantor under the Credit Agreement as amended hereby and modified by with respect to all of the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) Guaranteed Obligations and (civ) agrees thateach Credit Document to which such Credit Party is a party is, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall continue to be be, in full force and effect and (ii) is hereby ratified and confirmed in all guarantees, pledges, grants of security respects and other commitments thereunder shall continue to be remain in full force and effect and shall accrue according to its terms (in the benefit case of the Secured PartiesCredit Agreement, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (iib) each 2020 Additional Term Loan Lender shall be a “Secured Creditor” and a “Lender” (including without limitation for purposes of the holders definition of any Securities “Required Lenders” contained in Section 1.01 of the Amended Credit Agreement) for all purposes of the Amended Credit Agreement and the Trustee shall be “Pari Passu Secured Parties” other Credit Documents. Each Credit Party ratifies and “Secured Parties” under confirms that all Liens granted, conveyed, or assigned to any Agent by such Person pursuant to any Credit Document to which it is a party remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Collateral Agreement (Obligations as amended increased hereby) and shall have all the rights and privileges of a Secured Party thereunder.

Reaffirmation. Each Reaffirming Except as specifically amended pursuant to the terms hereof or to the extent amended and restated on the Effective Date, each Loan Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, : (i) the Collateral Credit Agreement and all other Loan Documents (and all covenants, terms, conditions and agreements therein) shall continue to be remain in full force and effect effect, and are hereby ratified and confirmed in all respects by such Loan Party; (ii) all guaranteesthis Amendment shall not in any way release or impair the rights, pledgesduties, grants of Obligations, Liens or security interests created pursuant to the Credit Agreement and the other commitments thereunder shall continue Loan Documents or affect the relative priorities thereof, in each case to be the extent in full force and effect thereunder as of the Effective Date, and all of such rights, duties, Obligations and Liens are, ratified and affirmed by such Loan Party; (iii) this Amendment shall accrue not constitute a substitution or novation of such Loan Party’s Obligations or any of the other rights, duties and obligations of the parties under the Credit Agreement and the other Loan Documents; and (iv) except as expressly set forth herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of Agent or any Lender under the Credit Agreement or the other Loan Documents, nor constitute a waiver of any covenant, agreement or obligation under the Credit Agreement or the other Loan Documents, except to the benefit of the Secured Partiesextent that any such covenant, including, for the avoidance of doubt, the holders of the Securities and the Trusteeagreement or obligation is modified or waived hereby. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, Loan Party further acknowledges that (i) the Securities shall constitute “Pari Passu Debt Obligations” amendments and “Obligations” under the Collateral Agreement (waiver set forth herein are specific as amended hereby) to content and time and do not establish any course of dealing between the parties, (ii) the holders waiver set forth above is not a continuing waiver with respect to any other required payments or compliance with any other terms and conditions of the Loan Documents, and (iii) the modifications set forth herein do not prejudice any Securities right or remedy which Agent and Lenders may now have or may have in the Trustee shall be “Pari Passu Secured Parties” future under or in connection with any Loan Document. and. Agent and “Secured Parties” under Lenders expressly reserves the Collateral Agreement (as amended right to exercise any of its rights pursuant to the Loan Documents with respect to any Event of Default except for the Event of Default waived hereby) and shall have all the rights and privileges of a Secured Party thereunder.

Reaffirmation. Each Reaffirming Party of the undersigned hereby acknowledges its receipt and review of a copy of Amendment No. 1, dated as of August 31, 2006 (the Designation Certificate “Amendment”), to the Credit Agreement, dated as of July 26, 2005, by and related Indentureamong Steelcase Inc., a Michigan corporation (the “Company”), the Subsidiary Borrowers from time to time parties thereto, the institutions from time to time parties thereto (the “Lenders”), JPMorgan Chase Bank, National Association, as the administrative agent for the Lenders (the “Administrative Agent”), Bank of America, N.A. and BNP Paribas, as co-syndication agents, and Fifth Third Bank and Société Générale, as co-documentation agents (as the same may from time to time hereafter be amended, restated, supplemented or otherwise modified, the “Credit Agreement”). Capitalized terms used in this Reaffirmation and not defined herein shall have the meanings given to them in the Credit Agreement. Each of the undersigned, by its signature below, hereby accepts (a) acknowledges and consents to the Pari Passu Designation execution and delivery of the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified Amendment by the Pari Passu Designation)parties thereto, (b) affirms agrees that, except as specifically provided therein, the Amendment and confirms the transactions contemplated thereby shall not limit or diminish the obligations of such Person arising under or pursuant to the Loan Documents to which it is a party (including, without limitation, the Subsidiary Guaranty), (c) reaffirms all of its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) Loan Documents to which it is a party, and (cd) acknowledges and agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall continue to be that each Loan Document executed by it remains in full force and effect and (ii) all guaranteesis hereby reaffirmed, pledgesratified and confirmed. All references to the Credit Agreement contained in any Loan Document shall be a reference to the Credit Agreement as so modified by the Amendment and as the same may from time to time hereafter be amended, grants of security and other commitments thereunder shall continue restated, supplemented or otherwise modified. The Amendment is a Loan Document pursuant to be in full force and effect the Credit Agreement and shall accrue to the benefit (unless expressly indicated therein) be construed, administered, and applied, in accordance with all of the Secured Parties, including, for the avoidance of doubt, the holders terms and provisions of the Securities and the TrusteeCredit Agreement. Each Dated as of the Reaffirming Parties hereby confirms and agrees thatAugust 31, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunder.2006

Reaffirmation. Each Reaffirming In order to induce Administrative Agent and the New Lender to enter into this Agreement: a. each Borrower Party hereby acknowledges its receipt that it has reviewed the terms and review of a copy provisions of the Designation Certificate Amended Credit Agreement and related Indenture, and hereby accepts this Agreement and consents to all the Pari Passu Designation terms and the resulting grant of security conditions set forth in this Agreement and other benefits to the Pari Passu Debt Obligations referenced in modification and waiver of the Designation CertificateOriginal Credit Agreement as provided herein. Each Reaffirming Borrower Party hereby further (a) affirms confirms that each Loan Document to which it is a party or otherwise bound and confirms its guaranteesall Collateral encumbered thereby will continue to guarantee or secure, pledgesas the case may be, grants to the fullest extent possible in accordance with the Loan Documents, the payment and performance of security and other commitments and obligations all “Obligations” under each of the Loan Documents to which is a party, including, without limitation, the Obligations under the Collateral Amended Credit Agreement (as amended hereby in connection with the Series A Term Loan Commitments and modified by Series A Term Loans; b. each Borrower Party acknowledges and agrees that any of the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect Loan Documents to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement which it is a party or otherwise bound shall continue to be in full force and effect and (ii) that all guarantees, pledges, grants of security and other commitments its obligations thereunder shall continue to be in full force valid and effect enforceable and shall accrue not be impaired or limited by the execution or effectiveness of this Agreement; and c. each Guarantor acknowledges and agrees that (x) notwithstanding the conditions to effectiveness set forth in this Agreement, such Guarantor is not required by the terms of the Amended Credit Agreement or any other Loan Document to consent to the benefit modifications to or waivers of the Secured PartiesOriginal Credit Agreement effected pursuant to this Agreement and (y) nothing in the Amended Credit Agreement, including, for this Agreement or any other Loan Document shall be deemed to require the avoidance consent of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect such Guarantor to any future modifications or waivers with respect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunderAmended Credit Agreement.

Reaffirmation. Each Holdings, the Borrower and each other Guarantor party hereto (each, a “Reaffirming Party Party” and collectively, the “Reaffirming Parties”) hereby acknowledges its receipt and review of a copy of this Amendment and its review of the Designation Certificate terms and related Indenture, and hereby accepts conditions thereof and consents to the Pari Passu Designation terms and conditions of this Amendment and the resulting grant transactions contemplated hereby, including the extension of security and other benefits credit to the Pari Passu Debt Obligations referenced Borrower in the Designation Certificateform of Additional Term B Commitments and Term B Loans. Each Reaffirming Party hereby further (a) affirms and confirms its guaranteesthe covenants and agreements contained in each Loan Document to which it is a party, pledgesincluding, grants of security in each case, such covenants and other commitments agreements as in effect immediately after giving effect to this Amendment and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation)transactions contemplated hereby, (b) affirms and confirms its indemnification obligations guarantee of the Secured Obligations pursuant to the Guarantee Agreement, (c) affirms and confirms its prior pledges and grants of Liens on the Collateral to secure the Secured Obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) Security Documents to which it is a party and (cd) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, that (i) the Collateral Guarantee Agreement and each Security Document to which it is a party shall continue to be in full force and effect, after giving effect to this Amendment and (ii) all guarantees, Liens, pledges, grants of security and other commitments thereunder shall continue to be in full force and effect and shall secure the Secured Obligations (after giving effect to this Amendment including, without limitation, the extension of credit to the Borrower in the form of Additional Term B Commitments and Term B Loans) and shall accrue to the benefit of the Collateral Agent and the other Secured Parties, including, for the avoidance of doubtincluding without limitation, the holders Term B Lenders. [Remainder of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunder.this page left intentionally blank]

Reaffirmation. Each Reaffirming Party of Holdings and the Borrower, on behalf of itself and each other Credit Party, hereby expressly acknowledges its receipt the terms of this Agreement and review of a copy confirms and reaffirms, (x) as of the Designation Certificate and related IndentureAmendment Effective Date No. 1, and hereby accepts after giving effect to this Agreement (other than the provisions set forth in clauses 3, 4, 5 and consents to 6 of Article II), (i) the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its prior obligations, covenants, guarantees, pledges, grants of Liens and security interests and agreements or other commitments contained in each Credit Document to which a Credit Party is a party, including, in each case, such obligations, covenants, guarantees, pledges, grants of Liens and obligations security interests and agreements or other commitments as in effect immediately after giving effect to this Agreement and the transactions contemplated hereby, (ii) each Credit Party’s guarantee of the Obligations (including, without limitation, Obligations with respect to the Revolving Credit Commitments (including the Amendment No. 6 Revolving Credit Commitments)) under each Guarantee, as applicable, and (iii) each Credit Party’s prior grant of Liens and security interests on the Collateral Agreement to secure the Obligations (as amended hereby and modified by including, without limitation, the Pari Passu DesignationObligations with respect to the Revolving Credit Commitments (including the Amendment No. 6 Revolving Credit Commitments), (b) affirms and confirms its indemnification obligations and other commitments and obligations under pursuant to the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) Security Documents and (cy) agrees thatas of the Amendment Effective Date No. 2, and after giving effect to the amendments contemplated hereby provisions set forth in clauses 3, 4, 5 and the Pari Passu Designation6 of Article II this Agreement, (i) the prior obligations, covenants, guarantees, pledges, grants of Liens and security interests and agreements or other commitments contained in each Credit Document to which a Credit Party is a party, including, in each case, such obligations, covenants, guarantees, pledges, grants of Liens and security interests and agreements or other commitments as in effect immediately after giving effect to this Agreement and the transactions contemplated hereby, (ii) each Credit Party’s guarantee of the Obligations under each Guarantee, as applicable, and (iii) each Credit Party’s prior grant of Liens and security interests on the Collateral to secure the Obligations pursuant to the Security Documents. Each of Holdings and the Borrower, on behalf of itself and each other Credit Party, hereby agrees that after giving effect to this Agreement and the transactions contemplated hereby (A) each Credit Document to which each Credit Party is a party is ratified and reaffirmed in all respects and shall continue to be in full force and effect and (iiB) all guarantees, pledges, grants of Liens and security interests, covenants, agreements and other commitments thereunder by such Credit Party under the Credit Documents shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all not be affected, impaired or discharged hereby or by the rights and privileges of a Secured Party thereundertransactions contemplated in this Agreement.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guaranteesAfter giving effect to the Second Amendment, (i) the Borrower reaffirms the covenants, pledges, grants of security Liens and agreements or other commitments contained in each Loan Document to which it is a party, including, in each case, such covenants, pledges, grants of Liens and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and agreements or other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, in effect immediately after giving effect to the amendments contemplated hereby this Second Amendment and the Pari Passu Designationtransactions contemplated hereby, (iii) each Loan Guarantor reaffirms its guarantee of the Collateral Secured Obligations (including the Secured Obligations arising out of the incurrence of the 2019 Incremental Revolving Loans) and (iii) each of the Borrower and each Loan Guarantor reaffirms each Lien granted by it to the Administrative Agent for the benefit of the Secured Parties under each of the Loan Documents to which it is a party, which Liens shall continue in full force and effect during the term of the Credit Agreement as amended by the Second Amendment, and shall continue to secure the Secured Obligations (including the Secured Obligations arising out of the incurrence of the 2019 Incremental Revolving Loans), in each case, on and subject to the terms and conditions set forth in the Credit Agreement, as amended by the Second Amendment, and the other Loan Documents. (b) Each of the Borrower and each Loan Guarantor hereby acknowledges and agrees that neither the modification of the Credit Agreement effected pursuant to this Second Amendment nor the execution, delivery, performance or effectiveness of this Second Amendment impairs the validity, effectiveness or priority of the Liens granted pursuant to any Loan Document and such Liens continue unimpaired with the same priority to secure repayment of all Secured Obligations, whether heretofore or hereafter incurred. (c) Each of the Borrower and each Loan Guarantor hereby acknowledges and agrees that (A) each Loan Document to which it is a party shall continue to be in full force and effect and (iiB) all guarantees, pledges, grants of security Liens, covenants, agreements and other commitments thereunder by such Loan Party under the Loan Documents shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all not be affected, impaired or discharged hereby or by the rights and privileges of a Secured Party thereundertransactions contemplated in the Second Amendment.

Reaffirmation. (a) Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate Borrowers and related Indentureeach other undersigned Credit Party (collectively, and the “Reaffirming Parties”), (i) hereby accepts and consents to the Pari Passu Designation Amendment, the Second Amendment and Consent, and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party respective transactions contemplated thereby, (ii) hereby further (a) affirms and confirms its respective guarantees, pledges, grants of security interests and other commitments and obligations, as applicable, under each of the Security Documents and each of the other Credit Documents that is governed by the laws of the United States (collectively, the “Reaffirmed Documents”) to which it is a party and (iii) agrees that, notwithstanding the effectiveness of the Amendment, the Second Amendment and Consent, and the consummation of the respective transactions contemplated thereby, the Credit Documents to which it is a party and such guarantees, pledges, grants of security interests and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation)thereunder, (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall continue to be in full force and effect and (ii) all guarantees, pledges, grants of security and other commitments thereunder shall continue to be in full force and effect and shall accrue to accordance with the benefit of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trusteeterms thereof. Each of the Reaffirming Parties hereby confirms and further agrees that, after giving effect to take any action that may be required or that is reasonably requested by the Pari Passu Designation, (i) Administrative Agent to ensure compliance by the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under US Borrower with Section 6.11 of the Collateral Credit Agreement (as amended hereby) and (ii) to satisfy the holders requirements set forth in Sections 3.09, 3.10, 3.11, 3.12 and 3.13 of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Credit Agreement (as amended hereby) and shall hereby reaffirms its obligations under each similar provision of each Reaffirmed Document to which it is a party. (b) Each of the Reaffirming Parties party to each of the Reaffirmed Documents securing the Obligations of the Borrowers hereby confirms and agrees that (i) the Tranche E Term Loans constitute Obligations (or any word of like import) under such documents and (ii) the Term Loans, the Revolving Loans, the B/As, the Swingline Loans and the Letters of Credit have all the rights constituted and privileges continue to constitute Obligations (or any word of a Secured Party thereunderlike import) under such documents.

Reaffirmation. (a) Each of the Reaffirming Party Parties (i) hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts Credit Agreement and consents to the Pari Passu Designation Credit Agreement and the resulting grant of security and other benefits to transactions contemplated thereby, including the Pari Passu Debt Obligations referenced in Transactions, (ii) without limiting its obligations under, or the Designation Certificate. Each Reaffirming Party provisions of, the Guarantee Agreement, hereby further (a) affirms and confirms its respective guarantees, pledgesas applicable, under the Guarantee Agreement, (iii) without limiting its obligations under, or the provisions of, the Collateral Agreement, hereby confirms its respective assignments, pledges and grants of security and other commitments and obligations interests, as applicable, under the Collateral Agreement (as amended hereby and modified by each of the Pari Passu Designation)other Loan Documents to which it is party, (biv) affirms without limiting its obligations under, or the provisions of, any Loan Document, hereby confirms that the obligations of the Borrower under the Credit Agreement are entitled to the benefits of the guarantees and confirms its indemnification obligations and other commitments and obligations under the security interests set forth or created in the Guarantee Agreement, the Collateral Agreement and the other Loan Documents and constitute “Obligations,” “Loan Document Obligations,” “Secured Obligations” or other similar term for purposes thereof, (as amended v) hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby Credit Agreement and the Pari Passu DesignationTransactions, (i) the Collateral Agreement shall continue to be in full force and effect and (ii) all such guarantees, pledges, and pledges and grants of security and other commitments thereunder interests, as applicable, shall continue to be in full force and effect and shall accrue continue to inure to the benefit of the Lenders and the other Secured Parties, including(vi) hereby ratifies, for confirms and agrees that all Liens granted, conveyed, or assigned to the avoidance Administrative Agent by such Person pursuant to any Loan Document to which it is a party remain in full force and effect, are not released or reduced, and after giving effect to the Credit Agreement and the Transactions continue to secure full payment and performance of doubtthe obligations under the Credit Agreement and such Liens continue unimpaired with the same priority to secure repayment of such obligations whether heretofore or hereafter incurred and no new filings are required to be made and no other action is required to be taken to perfect or to maintain the perfection of such Liens and (vii) the Obligations of Borrower and the other Loan Parties under the Existing Credit Agreement that remain unpaid and outstanding as of the date hereof shall continue to exist under and be evidenced by the Credit Agreement and the other Loan Documents (such consents, confirmations and agreements, collectively, the holders of the Securities and the Trustee. “Reaffirmation”). (b) Each of the Reaffirming Parties further agrees to take any action that may be required or that is requested by the Administrative Agent to ensure compliance by Holdings or the Borrower with the provisions of Section 5.12 of the Credit Agreement and hereby confirms and agrees that, after giving effect reaffirms its obligations under each similar provision of each Loan Document to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of which it is a Secured Party thereunderparty.

Reaffirmation. Each Reaffirming Credit Party hereby expressly acknowledges its receipt the terms of this Joinder and review of a copy Amendment Agreement and reaffirms, as of the Designation Certificate and related Indenturedate hereof, and hereby accepts and consents to (i) the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its covenants, guarantees, pledges, grants of security Liens and agreements or other commitments contained in each Credit Document to which it is a party, including, in each case, such covenants, guarantees, pledges, grants of Liens and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and agreements or other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, in effect immediately after giving effect to this Joinder and Amendment Agreement and the amendments transactions contemplated hereby, (ii) its guarantee of the Obligations (including, without limitation, the New Term A Loans) under each Guarantee, as applicable, (iii) its grant of Liens on the Collateral to secure the Obligations (including, without limitation, the Obligations with respect to the New Term A Loans) pursuant to the Security Documents and (iv) agrees that after giving effect to this Agreement and the transactions contemplated hereby and the Pari Passu Designation, (iA) the Collateral Agreement each Credit Document to which it is a party shall continue to be in full force and effect and effect, (iiB) all guarantees, pledges, grants of security Liens, covenants, agreements and other commitments thereunder by such Credit Party under the Credit Documents shall continue to be in full force and effect and shall accrue to the benefit of the Secured PartiesParties and shall not be affected, including, for impaired or discharged hereby or by the avoidance of doubt, transactions contemplated in this Joinder and Amendment Agreement and (C) it will prepay (or cause the holders prepayment of) a portion of the Securities Initial Term Loans as contemplated by the transactions hereby and accrued and unpaid interest and other amounts (including fees) thereon with the Trustee. Each proceeds of the Reaffirming Parties hereby confirms New Term A Loans and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereundercash-on-hand.

Reaffirmation. Each Reaffirming By executing and delivering a counterpart hereof, (i) each Credit Party hereby acknowledges its receipt and review of a copy agrees that, as of the Designation Certificate Fourteenth Amendment Effective Date and related Indentureafter giving effect to this Fourteenth Amendment and the transactions contemplated hereby, and hereby accepts and consents all Obligations of the Borrower shall be guaranteed pursuant to the Pari Passu Designation Guarantee in accordance with the terms and the resulting grant of security provisions thereof and other benefits shall be secured pursuant to the Pari Passu Debt Obligations referenced Security Documents in accordance with the Designation Certificate. Each Reaffirming terms and provisions thereof; (ii) each Credit Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (cA) agrees that, notwithstanding the effectiveness of this Fourteenth Amendment, as of the Fourteenth Amendment Effective Date and after giving effect to thereto, the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall Security Documents continue to be in full force and effect and effect, (iiB) all guaranteesagrees that, pledges, grants of security and other commitments thereunder shall continue to be in full force and effect and shall accrue to the benefit as of the Secured Parties, including, Fourteenth Amendment Effective Date and after giving effect to this Fourteenth Amendment and the transactions contemplated hereby (for the avoidance of doubt, prior to giving effect to the holders Fourteenth Amendment Release), all of the Securities Liens and security interests created and arising under each Security Document to which it is a party remain in full force and effect on a continuous basis, and the Trustee. Each perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its Obligations under the Credit Documents (as modified hereby) to which it is a party, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Credit Documents (as modified hereby) and (C) affirms and confirms all of its obligations and liabilities under the Credit Agreement and each other Credit Document (as modified hereby) to which it is a party, in each case after giving effect to this Fourteenth Amendment and the transactions contemplated hereby (for the avoidance of doubt, prior to giving effect to the Fourteenth Amendment Release), including its guarantee of the Reaffirming Parties hereby confirms Obligations and the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Security Documents (as modified hereby) to which it is a party to secure such Obligations, all as provided in the Security Documents (as modified hereby), and acknowledges and agrees that, as of the Fourteenth Amendment Effective Date, such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Obligations under the Credit Agreement and the other Credit Documents, in each case after giving effect to this Fourteenth Amendment and the Pari Passu Designationtransactions contemplated hereby (for the avoidance of doubt, prior to giving effect to the Fourteenth Amendment Release); and (iiii) each Guarantor agrees that nothing in the Securities Credit Agreement, this Fourteenth Amendment or any other Credit Document shall constitute “Pari Passu Debt Obligations” and “Obligations” under be deemed to require the Collateral consent of such Guarantor to any future amendment to the Credit Agreement (as amended modified hereby) and (ii) ). This Fourteenth Amendment shall not extinguish the holders obligations of the parties outstanding under the Security Documents or discharge, release or otherwise change the priority of any Securities and Lien on any Collateral pursuant to any of the Trustee Security Documents (other than as contemplated by the Fourteenth Amendment Release upon the consummation of the Clear Sky Acquisition pursuant to the Clear Sky Acquisition Agreement). Nothing herein contained shall be “Pari Passu Secured Parties” AMERICAS 123907318 construed as a substitution or novation of the obligations, guarantees and “Secured Parties” liabilities outstanding under the Collateral Agreement (as amended hereby) Security Documents, and it is the intent of the parties hereto to confirm that all of the respective obligations of each of the Borrower and each other Credit Party under the Security Documents to which it is a party shall have all the rights continue in full force and privileges of a Secured Party thereundereffect.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms To induce the 2017 Incremental Revolving Lenders and confirms the Administrative Agent to enter into this Amendment No. 3, each of the Loan Parties and Gibraltar Holdings hereby acknowledges and reaffirms its guarantees, pledges, grants of security and other commitments and obligations under each Loan Document to which it is a party, including, without limitation, any grant, pledge or collateral assignment of a lien or security interest, as applicable, contained therein, in each case as amended, restated, amended and restated, supplemented or otherwise modified prior to or as of the Collateral Agreement date hereof (including as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect pursuant to the amendments contemplated hereby First Amendment, the Second Amendment and this Amendment No. 3 and the Pari Passu Designationincurrence of the 2017 Incremental Revolving Commitments hereunder) (collectively, (i) the Collateral Agreement “Reaffirmed Documents”). The Borrower acknowledges and agrees that each of the Loan Documents to which it is a party or otherwise bound shall continue to be in full force and effect and (ii) that all guarantees, pledges, grants of security and other commitments its obligations thereunder shall not be impaired or limited by the execution or effectiveness of this Amendment No. 3. (b) In furtherance of the foregoing Section 7(a), each Loan Party, in its capacity as a Guarantor under the Guaranty to which it is a party (in such capacity, each a “Reaffirming Loan Guarantor”), reaffirms its guarantee of the Secured Obligations under the terms and conditions of such Guaranty and agrees that such Guaranty remains in full force and effect to the extent set forth in such Guaranty and after giving effect to this Amendment No. 3 and the incurrence of the 2017 Incremental Revolving Commitments hereunder, and is hereby ratified, reaffirmed and confirmed. Each Reaffirming Loan Guarantor hereby confirms that it consents to the terms of this Amendment No. 3 and the Amended Credit Agreement and that the principal of, the interest and premium (if any) on, and fees related to, the 2017 Incremental Revolving Commitments constitute “Secured Obligations” under the Loan Documents. Each Reaffirming Loan Guarantor hereby (i) acknowledges and agrees that the Guaranty and each of the Loan Documents to which it is a party or otherwise bound shall continue to be in full force and effect and that all of its obligations thereunder shall accrue not be impaired or limited by the execution or effectiveness of this Amendment No. 3, (ii) acknowledges and agrees that it will continue to guarantee to the fullest extent possible in accordance with the Loan Documents the payment and performance of all Secured Obligations under each of the Loan Documents to which it is a party (including all such Secured Obligations as amended, reaffirmed and/or increased pursuant to this Amendment No. 3 and the incurrence of the 2017 Incremental Revolving Commitments hereunder) and (iii) acknowledges, agrees and warrants for the benefit of the Administrative Agent, the Collateral Trustee and each other Secured Party that there are no rights of set-off or counterclaim, nor any defenses of any kind, whether legal, equitable or otherwise, that would enable such Reaffirming Loan Guarantor to avoid or delay timely performance of its obligations under the Loan Documents. (c) In furtherance of the foregoing Section 7(a), Gibraltar Holdings and each of the Loan Parties that is party to any Security Document, in its capacity as a “grantor”, “pledgor” or other similar capacity under such Security Document (in such capacity, each a “Reaffirming Grantor”), hereby acknowledges that it has reviewed and consents to the terms and conditions of this Amendment No. 3 and the transactions contemplated hereby, including the extension of credit in the form of the 2017 Incremental Revolving Commitments hereunder. In addition, each Reaffirming Grantor reaffirms the security interests granted by such Reaffirming Grantor under the terms and conditions of the Security Documents (in each case, to the extent a party thereto) to secure the Secured Obligations (including all such Secured Obligations as amended, reaffirmed and/or increased pursuant to this Amendment No. 3 and the incurrence of the 2017 Incremental Revolving Commitments hereunder) and agrees that such security interests remain in full force and effect and are hereby ratified, reaffirmed and confirmed. Each Reaffirming Grantor hereby (i) confirms that each Security Document to which it is a party or is otherwise bound and all Collateral encumbered thereby will continue to secure, to the fullest extent possible in accordance with the Security Documents, the payment and performance of the Secured Obligations (including all such Secured Obligations as amended, reaffirmed and/or increased pursuant to this Amendment No. 3 and the incurrence of the 2017 Incremental Revolving Commitments hereunder), including without limitation the payment and performance of all such applicable Secured Obligations that are joint and several obligations of each Guarantor and each Reaffirming Grantor now or hereafter existing, in each case pursuant to the terms of the Security Documents such Reaffirming Grantor is a party to, (ii) confirms its respective grant to the Collateral Trustee for the benefit of the Secured PartiesParties of the security interest in and continuing Lien on all of such Reaffirming Grantor’s right, includingtitle and interest in, to and under all Collateral to which such Reaffirming Grantor granted a security interest in and a continuing Lien on pursuant to the terms of the Security Documents to which such Reaffirming Grantor is party to, in each case whether now owned or existing or hereafter acquired or arising and wherever located, as collateral security for the avoidance prompt and complete payment and performance in full when due, whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise, of doubtall applicable Secured Obligations (including all such Secured Obligations as amended, reaffirmed and/or increased pursuant to this Amendment No. 3 and the holders incurrence of the Securities 2017 Incremental Revolving Commitments hereunder), subject to the terms contained in the applicable Loan Documents and (iii) confirms its respective pledges, grants of security interests and other obligations, as applicable, under and subject to the Trustee. Each terms of each of the Reaffirming Parties hereby confirms Security Documents to which it is a party. (d) Gibraltar Holdings and each Guarantor (other than the Borrower) acknowledges and agrees that, after giving effect to the Pari Passu Designation, that (i) it is not required by the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under terms of the Collateral Credit Agreement (as amended hereby) or any other Loan Document to consent to this Amendment No. 3 and (ii) nothing in the holders of Credit Agreement, this Amendment No. 3 or any Securities and the Trustee other Loan Document shall be “Pari Passu Secured Parties” deemed to require the consent of Gibraltar Holdings or such Guarantor to any future amendment, consent or waiver of the terms of the Credit Agreement. (e) As promptly as practical but in no event later than January 15, 2018, subject to extension by the Administrative Agent in its sole discretion, the Borrower and “Secured Parties” under applicable Guarantors shall take the actions specified in Sections 3.8(d)(1)-(3) of the Collateral Agreement Trust Agreement. (f) As promptly as amended hereby) practical but in no event later than December 18, 2017, subject to extension by the Administrative Agent in its sole discretion, Gibraltar Holdings shall execute and shall have all deliver a deed of confirmation, in form and substance reasonably satisfactory to the rights and privileges of a Secured Party thereunderAdministrative Agent.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms To induce the 2019 Incremental Revolving Lenders and confirms the Administrative Agents to enter into this Amendment No. 6, each of the Loan Parties and Gibraltar Holdings hereby acknowledges and reaffirms its guarantees, pledges, grants of security and other commitments and obligations under each Loan Document to which it is a party, including, without limitation, any grant, pledge or collateral assignment of a lien or security interest, as applicable, contained therein, in each case as amended, restated, amended and restated, supplemented or otherwise modified prior to or as of the Collateral Agreement date hereof (including as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect pursuant to the amendments contemplated hereby First Amendment, the Second Amendment, the Third Amendment, the Fourth Amendment, the Fifth Amendment, the Technical Amendment to Credit Agreement, dated as of July 19, 2018, and this Amendment No. 6 and the Pari Passu Designationincurrence of the 2019 Incremental Revolving Commitments hereunder) (collectively, (i) the Collateral Agreement “Reaffirmed Documents”). The Borrower acknowledges and agrees that each of the Loan Documents to which it is a party or otherwise bound shall continue to be in full force and effect and (ii) that all guarantees, pledges, grants of security and other commitments its obligations thereunder shall not be impaired or limited by the execution or effectiveness of this Amendment No. 6. (b) In furtherance of the foregoing Section 7(a), each Loan Party, in its capacity as a Guarantor under the Guaranty to which it is a party (in such capacity, each a “Reaffirming Loan Guarantor”), reaffirms its guarantee of the Secured Obligations under the terms and conditions of such Guaranty and agrees that such Guaranty remains in full force and effect to the extent set forth in such Guaranty and after giving effect to this Amendment No. 6 and the incurrence of the 2019 Incremental Revolving Commitments hereunder, and is hereby ratified, reaffirmed and confirmed. Each Reaffirming Loan Guarantor hereby confirms that it consents to the terms of this Amendment No. 6 and the Amended Credit Agreement and that the principal of, the interest and premium (if any) on, and fees related to, the 2019 Incremental Revolving Commitments constitute “Secured Obligations” under the Loan Documents. Each Reaffirming Loan Guarantor hereby (i) acknowledges and agrees that the Guaranty and each of the Loan Documents to which it is a party or otherwise bound shall continue to be in full force and effect and that all of its obligations thereunder shall accrue not be impaired or limited by the execution or effectiveness of this Amendment No. 6, (ii) acknowledges and agrees that it will continue to guarantee to the fullest extent possible in accordance with the Loan Documents the payment and performance of all Secured Obligations under each of the Loan Documents to which it is a party (including all such Secured Obligations as amended, reaffirmed and/or increased pursuant to this Amendment No. 6 and the incurrence of the 2019 Incremental Revolving Commitments hereunder) and (iii) acknowledges, agrees and warrants for the benefit of the Secured Parties, including, for the avoidance of doubtAdministrative Agents, the holders Collateral Trustee and each other Secured Party that there are no rights of set-off or counterclaim, nor any defenses of any kind, whether legal, equitable or otherwise, that would enable such Reaffirming Loan Guarantor to avoid or delay timely performance of its obligations under the Loan Documents. (c) In furtherance of the Securities foregoing Section 7(a), Gibraltar Holdings and each of the Loan Parties that is party to any Security Document, in its capacity as a “grantor”, “pledgor” or other similar capacity under such Security Document (in such capacity, each a “Reaffirming Grantor”), hereby acknowledges that it has reviewed and consents to the terms and conditions of this Amendment No. 6 and the Trustee. Each transactions contemplated hereby, including the extension of credit in the form of the 2019 Incremental Revolving Commitments hereunder. In addition, each Reaffirming Parties hereby confirms Grantor reaffirms the security interests granted by such Reaffirming Grantor under the terms and conditions of the Security Documents (in each case, to the extent a party thereto) to secure the Secured Obligations (including all such Secured Obligations as amended, reaffirmed and/or increased pursuant to this Amendment No. 6 and the incurrence of the 2019 Incremental Revolving Commitments hereunder) and agrees thatthat such security interests remain in full force and effect and are hereby ratified, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunder.reaffirmed and

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants The Company hereby (i) expressly acknowledges the terms of security and other commitments and obligations under the Collateral Credit Agreement (as amended hereby and modified by the Pari Passu Designationthis Amendment), (bii) ratifies and affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement Loan Papers (including guarantees and security agreements) (as amended hereby and modified by this Amendment) executed by the Pari Passu DesignationCompany, (iii) acknowledges, renews and extends its continued liability under all such Loan Papers (as amended by this Amendment) and agrees such Loan Papers remain in full force and effect, (civ) agrees thatthat the Aircraft Mortgage secures all Obligations of the Company in accordance with the terms thereof and (v) confirms this Amendment does not represent a novation of any Loan Paper. The Company ratifies and confirms that all Liens granted, conveyed, or assigned to the Administrative Agent pursuant to each Loan Paper to which it is a party remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Obligations (in each case other than as any such Liens have been released or reduced from time to time in accordance with the Loan Papers prior to the date hereof). (b) The Company hereby reaffirms, as of the Second Amendment Effective Date, the covenants and agreements contained in each Loan Paper to which it is a party, as modified and in effect immediately after giving effect to the amendments contemplated hereby this Amendment and the Pari Passu Designation, transactions contemplated thereby. (ic) the Collateral Agreement shall continue to be in full force and effect and (ii) all guarantees, pledges, grants of security and other commitments thereunder shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties The Company hereby confirms acknowledges and agrees thatthat the acceptance by the Administrative Agent and each applicable Bank of this document shall not be construed in any manner to establish any course of dealing on such Person's part, after giving effect to including the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders providing of any Securities and notice or the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges requesting of a Secured Party thereunderany acknowledgment not otherwise expressly provided for in any Loan Paper with respect to any future amendment, waiver, supplement or other modification to any Loan Paper or any arrangement contemplated by any Loan Paper. [Remainder of page intentionally blank.]

Reaffirmation. Each Reaffirming As of the Amendment No. 3 Effective Date, each Credit Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further confirms that (a) affirms and confirms its guarantees, pledges, grants notwithstanding the effectiveness of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby this Amendment and the Pari Passu Designationtransactions contemplated hereby, (i) the Collateral obligations of such Credit Parties under the Amended Credit Agreement (including, from and after the Amendment No. 3 Effective Date, with respect to the Term B-2 Loans contemplated by this Agreement) and the other Credit Documents are entitled to the benefits of the guarantees and the security interests set forth or created in the Amended Credit Agreement, the Security Agreement, the other Security Documents and the other Credit Documents and constitute “Guaranteed Obligations” and “Obligations” for purposes of the Amended Credit Agreement, the Security Agreement, the other Security Documents and all other Credit Documents, (ii) each Guarantor hereby confirms and ratifies its continuing unconditional obligations as Guarantor under the Credit Agreement as amended hereby with respect to all of the Guaranteed Obligations and (iii) each Credit Document to which such Credit Party is a party is, and shall continue to be be, in full force and effect and (ii) is hereby ratified and confirmed in all guarantees, pledges, grants of security respects and other commitments thereunder shall continue to be remain in full force and effect and shall accrue according to its terms (in the benefit case of the Secured PartiesCredit Agreement, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (iib) each Term B-2 Lender shall be a “Secured Creditor” and a “Lender” for all purposes of the holders of any Securities Amended Credit Agreement and the Trustee shall be “Pari Passu Secured Parties” other Credit Documents. Each Credit Party ratifies and “Secured Parties” under confirms its prior grant and the Collateral Agreement (validity of all Liens granted pursuant to the Credit Documents and that all Liens granted, conveyed, or assigned to any Agent by such Person pursuant to any Credit Document to which it is a party remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Obligations as amended increased hereby) and shall have all the rights and privileges of a Secured Party thereunder.

Reaffirmation. Each Reaffirming By executing and delivering a counterpart hereof, (i) each Credit Party hereby acknowledges its receipt and review of a copy agrees that, as of the Designation Certificate Fifteenth Amendment Effective Date and related Indentureafter giving effect to this Fifteenth Amendment and the transactions contemplated hereby, and hereby accepts and consents all Obligations of the Borrower (including, without limitation, the 2023 Incremental Term Loans) shall be guaranteed pursuant to the Pari Passu Designation Guarantee in accordance with the terms and the resulting grant of security provisions thereof and other benefits shall be secured pursuant to the Pari Passu Debt Obligations referenced Security Documents in accordance with the Designation Certificate. Each Reaffirming terms and provisions thereof; (ii) each Credit Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (cA) agrees that, notwithstanding the effectiveness of this Fifteenth Amendment, as of the Fifteenth Amendment Effective Date and after giving effect to thereto, the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall Security Documents continue to be in full force and effect, (B) agrees that, as of the Fifteenth Amendment Effective Date and after giving effect to this Fifteenth Amendment and (ii) the transactions contemplated hereby, all guarantees, pledges, grants of the Liens and security interests created and other commitments thereunder shall continue arising under each Security Document to be which it is a party remain in full force and effect on a continuous basis, and shall accrue the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its Obligations under the Credit Documents (as modified hereby) to which it is a party, in each case, to the benefit extent provided in, and subject to the limitations and qualifications set forth in, such Credit Documents (as modified hereby) and (C) affirms and confirms all of its obligations and liabilities under the Credit Agreement and each other Credit Document (as modified hereby) to which it is a party, in each case after giving effect to this Fifteenth Amendment and the transactions contemplated hereby, including its guarantee of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities Obligations and the Trustee. Each pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Reaffirming Parties hereby confirms Security Documents (as modified hereby) to which it is a party to secure such Obligations, all as provided in the Security Documents (as modified hereby), and acknowledges and agrees that, as of the Fifteenth Amendment Effective Date, such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Obligations under the Credit Agreement and the other Credit Documents, in each case after giving effect to this Fifteenth Amendment and the Pari Passu Designationincurrence of the 2023 Incremental Term Loans effected hereby and the other transactions contemplated hereby (including the 2018 Incremental Term Loan Maturity Extension); and (iii) each Guarantor agrees that nothing in the Credit Agreement, (i) this Fifteenth Amendment or any other Credit Document shall be deemed to require the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under consent of such Guarantor to any future amendment to the Collateral Credit Agreement (as amended modified hereby) and (ii) ). This Fifteenth Amendment shall not extinguish the holders obligations of the parties outstanding under the Security Documents or discharge, release or otherwise change the priority of any Securities and Lien on any Collateral pursuant to any of the Trustee Security Documents. Nothing herein contained shall be “Pari Passu Secured Parties” construed as a substitution or novation of the obligations, guarantees and “Secured Parties” liabilities outstanding under the Collateral Agreement (as amended hereby) Security Documents, and it is the intent of the parties hereto to confirm that all of the respective obligations of each of the Borrower and each other Credit Party under the Security Documents to which it is a party shall have all the rights continue in full force and privileges of a Secured Party thereundereffect.

Reaffirmation. Each Reaffirming Party Guarantor hereby acknowledges its receipt that it has reviewed the terms and review of a copy provisions of the Designation Certificate Credit Agreement and related Indenture, and hereby accepts this Amendment and consents to the Pari Passu Designation amendment of the Credit Agreement effected pursuant to this Amendment. Each Guarantor hereby (i) acknowledges and reaffirms all obligations owing by it to the Agents and the resulting grant of security Lenders under any Finance Document to which it is a party and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms represents and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees warrants that, after giving effect to this Amendment, all of its representations and warranties contained in the amendments contemplated hereby Finance Documents to which such Guarantor is a party are true, accurate and complete in all material respects except that such materiality qualifier shall not be applicable to any representation and warranty that is already qualified by materiality) on and as of the Pari Passu DesignationFirst Amendment Effective Date as if made as of such date except to the extent they expressly relate to an earlier date, (i) the Collateral Agreement shall continue to be in full force and effect and (ii) all guarantees, pledges, grants of security agrees that each Finance Document to which it is a party is and other commitments thereunder shall continue to be remain in full force and effect and shall accrue not be impaired or otherwise affected by the execution of this Amendment and (iii) ratifies and reaffirms the validity and enforceability of all of the liens and security interests heretofore granted by it, pursuant to and in connection with the Security Agreement and any other Finance Document to which such Guarantor is a party, to the Collateral Agent, on behalf and for the benefit of the Secured PartiesFinance Parties referred to therein, including, as collateral security for the avoidance Guaranty Obligations of doubtsuch Guarantor, and acknowledges that all of such liens and security interests, and all collateral heretofore pledged as security for such obligations, continues to be and remain collateral for such obligations from and after the First Amendment Effective Date. Although each of the Guarantors have been informed of the matters set forth herein and have acknowledged and agreed to same, each of the Guarantors understands that the Borrower, OH Holdings, the holders of the Securities Agents and the TrusteeLenders, as applicable, shall have no obligation to inform the Guarantors of such matters in the future or to seek the Guarantors’ acknowledgement or agreement to future amendments, waivers, or modifications, and nothing herein shall create such a duty. Each of the Reaffirming Parties hereby confirms Guarantor acknowledges and agrees that, after giving effect to the Pari Passu Designation, that (i) notwithstanding the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under conditions to effectiveness set forth in this Amendment, such Guarantor is not required by the Collateral terms of the Credit Agreement (as amended hereby) or any other Finance Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing in the holders of Credit Agreement, this Amendment or any Securities and the Trustee other Finance Document shall be “Pari Passu Secured Parties” and “Secured Parties” under deemed to require the Collateral Agreement (as amended hereby) and shall have all consent of such Guarantor to any future amendments to the rights and privileges of a Secured Party thereunderCredit Agreement.

Reaffirmation. Each Reaffirming Party The Corporation hereby acknowledges its receipt confirms and review of a copy of the Designation Certificate and related Indentureagrees that, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further except as otherwise expressly provided herein: (a) affirms The Amended Agreement, the December Agreements and confirms its guarantees, pledges, grants of security and each other commitments and obligations under the Collateral Agreement Transaction Document (as amended hereby defined in the Amended Agreement) is, and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, (i) the Collateral Agreement shall continue to be be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Closing Date (i) all references in the Amended Agreement to “this Agreement,” “hereto,” “hereof,” “hereunder” or words of like import referring to the Amended Agreement shall mean the Amended Agreement as amended by this Agreement, and (ii) all guaranteesreferences in the other Transaction Documents to the “Securities Purchase Agreement,” “thereto,” “thereof,” “thereunder” or words of like import referring to the Amended Agreement shall mean the Amended Agreement as amended by this Agreement. REFERENCES TO NOTES IN ALL TRANSACTION DOCUMENTS MEANS NOTES AND THE NEW KALL NOTE UNDER THIS AGREEMENT; (b) To the extent that the Amended Agreement or any other Transaction Document purports to assign or pledge to the Collateral Agent for the Investors and Kall (collectively the “Note Holders”), pledgesor to grant to the Collateral Agent a security interest in or lien on, grants any collateral as security for the obligations of the Corporation from time to time existing in respect of the Amended Notes and any other existing Transaction Document, such pledge, assignment and/or grant of the security interest or lien is hereby ratified and other commitments thereunder confirmed in all respects, and shall continue apply with respect to the obligations under the Notes and the New Kall Note and no additional filing is required to be made in full force and effect and shall accrue order to maintain the benefit perfection of the Secured Partiessecurity interest in, includingor lien, for on such collateral, except that the avoidance Corporation shall be permitted to grant liens or security interests with seniority over any and all the liens and / or liens under the Amended Agreement; and (c) the execution, delivery and effectiveness of doubtthis Agreement shall not operate as an amendment of any right, the holders power or remedy of the Securities and Collateral Agent or the Trustee. Each of the Reaffirming Parties hereby confirms and agrees thatNote Holders under any Transaction Document, after giving effect to the Pari Passu Designation, (i) the Securities shall nor constitute “Pari Passu Debt Obligations” and “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders an amendment of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges provision of a Secured Party thereunderany Transaction Document.

Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and consents Credit Parties party to the Pari Passu Designation Guarantees, the Security Documents and the resulting grant of security other Credit Documents, in each case as amended, restated, amended and other benefits restated, supplemented or otherwise modified from time to time, hereby (i) reaffirms each Lien granted by such Credit Party to the Pari Passu Debt Obligations referenced in Collateral Agent for the Designation Certificate. Each Reaffirming Party hereby further benefit of the Secured Parties and reaffirms the guaranties made pursuant to the Guarantees, (aii) affirms acknowledges and confirms its guarantees, pledges, agrees that the grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified interests by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designationguaranties of the Credit Parties contained in the Guarantees, (i) the Collateral Agreement Security Documents and the other applicable Credit Documents are, and shall continue to be remain, in full force and effect and (ii) all guarantees, pledges, grants of security and other commitments thereunder shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees that, after giving effect to this Agreement and shall extend to all new obligations assumed by any Credit Party under any of the Pari Passu DesignationCredit Documents after giving effect to this Agreement, (iiii) the Securities security created by the Security Documents governed by English law or to which the English Guarantors are party shall constitute “Pari Passu Debt Obligations” and “Obligations” continue to secure its Secured Obligations (as defined in the Security Documents) under the Collateral Credit Documents after giving effect to this Agreement and (iv) that the obligations of the English Guarantors under the Guarantees, the Security Documents and the other Credit Documents would continue notwithstanding the proposed amendments which are expressly contemplated by the Credit Agreement (and fall within the original contemplation and purview of the parties thereto and the other applicable Credit Documents). This Agreement shall not constitute a modification of the Credit Agreement, except as amended hereby) specified under Sections 1, 2 and (ii) 5 hereto, or a course of dealing with any Agent or any Lender at variance with the holders Amended Credit Agreement such as to require further notice by any Agent or any Lender to require strict compliance with the terms of the Amended Credit Agreement and the other Credit Documents in the future, except as expressly set forth herein. The Agents and the Lenders reserve all rights, privileges and remedies under the Credit Documents. Nothing in this Agreement is intended, or shall be construed, to constitute a novation or an accord and satisfaction of any Securities and of the Trustee shall Obligations or to modify, affect or impair the perfection, priority or continuation of the security interests in, security titles to or other Liens on any Collateral for the Obligations or otherwise constitute or be “Pari Passu Secured Parties” and “Secured Parties” under considered as a new or re-granting of security with respect to the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunderEnglish Guarantors.

Reaffirmation. Each Reaffirming By signing this Agreement, each Loan Party party hereto hereby acknowledges its receipt and review of a copy confirms that, as of the Designation Certificate and related IndentureFirst Amendment Effective Date, and hereby accepts and consents to the Pari Passu Designation and the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants the obligations of security and other commitments and obligations the Loan Parties under the Collateral Amended Credit Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the Pari Passu Designation, other Loan Documents (i) are entitled to the benefits of the guarantees and Liens set forth or created in the Existing Credit Agreement, the Collateral Agreement Documents and each other Loan Documents, (ii) constitute “Obligations” or other similar term for purposes of (and as defined in, as applicable) the Existing Credit Agreement, the Collateral Documents and all other Loan Documents, and (iii) except as expressly set forth herein, the Collateral Documents and the other Loan Documents are, and shall continue to be be, in full force and effect and are hereby ratified and confirmed in all respects; and (iib) each Continuing Term Loan Lender and the New Term Loan Lender shall be a “Secured Party” and a “Lender” (including without limitation for purposes of the definition of “Required Lenders” contained in Section 1.01 of the Amended Credit Agreement) for all guaranteespurposes of the Amended Credit Agreement and the other Loan Documents. Each Loan Party party hereto hereby ratifies and confirms that, pledgesas of the First Amendment Effective Date, grants of security and other commitments thereunder shall continue all Liens granted, conveyed or assigned to be the Administrative Agent or Collateral Agent, as applicable, by such Person pursuant to any Loan Document to which it is a party remain in full force and effect effect, are not released or reduced, and shall accrue continue to the benefit secure full payment and performance of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the TrusteeObligations. Each of Loan Party other than the Reaffirming Parties hereby confirms Company acknowledges and agrees that, after giving effect to the Pari Passu Designation, that (i) notwithstanding the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under conditions to effectiveness set forth in this Agreement, such Loan Party is not required by the Collateral terms of the Existing Credit Agreement (as amended hereby) or any other Loan Document to consent to this Agreement and (ii) nothing in the holders of Existing Credit Agreement, the Amended Credit Agreement, this Agreement or any Securities and the Trustee other Loan Document shall be “Pari Passu Secured Parties” and “Secured Parties” under deemed to require the Collateral Agreement (as amended hereby) and shall have all consent of such Loan Party to any future amendment, consent or waiver of the rights and privileges terms of a Secured Party thereunderthe Amended Credit Agreement.

Reaffirmation. Each Reaffirming Loan Party hereby acknowledges its receipt and review of a copy of the Designation Certificate and related Indenture, and hereby accepts and (a) consents to the Pari Passu Designation and amendments of the resulting grant of security and other benefits to the Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Term Loan Agreement (as amended hereby and modified by the Pari Passu Designation), set forth herein; (b) affirms acknowledges, ratifies and confirms reaffirms its indemnification obligations and other commitments and obligations Indebtedness owing to the Secured Parties under any Loan Document to which it is a party, including the Collateral Agreement (as amended hereby and modified Guaranty of the Term Loans by the Pari Passu Designation) and each Guarantor; (c) agrees thatthat each of the provisions of the Loan Documents to which it is a party (as amended by this Amendment), after giving effect and each right and remedy of the Secured Parties thereunder, is and shall remain in full force and effect; and (d) reaffirms, acknowledges, agrees and confirms that it has granted to the amendments contemplated hereby and Agent a validly created, enforceable and, to the Pari Passu Designationextent required by the Loan Documents, (i) perfected security interest in the Collateral Agreement shall in which it has an interest in order to secure all of its present and future Indebtedness evidenced by the Loan Documents to which it is a party, and acknowledges and agrees that such security interest, and all Collateral heretofore pledged as security for the Obligations and for such Indebtedness, continue to be and remain in full force and effect on and (ii) all guaranteesafter the date hereof. Without limiting the generality of the foregoing, pledges, grants each of security the undersigned hereby ratifies and reaffirms each and every provision set forth in the Amended Term Loan Agreement and the other Loan Documents to which it is a party effective as of the date hereof. Subject to the terms of the Amended Term Loan Agreement and other commitments thereunder shall continue Loan Documents, all Indebtedness of any of the undersigned that is evidenced by any of the Loan Documents are unconditionally owing by such Person to be in full force and effect and shall accrue to the benefit of the Secured Parties, includingwithout offset, for the avoidance defense, withholding, counterclaim or deduction of doubtany kind, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirms and agrees thatnature or description whatsoever, after giving effect except to the Pari Passu Designation, (i) extent provided to the Securities shall constitute “Pari Passu Debt Obligations” and “Obligations” under contrary in the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all the rights and privileges of a Secured Party thereunderLoan Documents.