Common use of Reference to and Effect Clause in Contracts

Reference to and Effect. on the Loan Agreement and the Other Loan Documents. (i) On and after the Amendment No. 1 Effective Date, each reference in the Amended Loan Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import referring to the Loan Agreement, and each reference in the other Loan Documents to the “Loan Agreement”, “thereunder”, “thereof”, “therein” or words of like import referring to the Loan Agreement shall mean and be a reference to the Amended Loan Agreement. (ii) Except for any consent, waiver, amendment and/or modification expressly set forth herein, the Loan Agreement and the other Loan Documents shall remain unchanged and in full force and effect and are hereby ratified and confirmed and this Amendment shall not be considered a novation. Any consent, waiver, amendment and/or modification expressly set forth herein is limited to the specifics hereof (including facts or occurrences on which the same are based), shall not apply with respect to any facts or occurrences other than those on which the same are based, shall neither excuse any future non-compliance with the Loan Documents nor operate as a waiver of any Default or Event of Default, shall not operate as a consent to any further waiver, consent or amendment or other matter under the Loan Documents, and shall not be construed as an indication (or establish a course of dealing) that any future waiver or amendment of covenants or any other provision of the Loan Agreement or the Amendment Loan Agreement will be agreed to (it being understood that the granting or denying of any waiver or amendment which may hereafter be requested by the Borrower remains in the sole and absolute discretion of the Agent and the Lenders, as the case may be). (iii) The execution, delivery and performance of this Amendment and the Acknowledgement shall not, except as expressly provided herein, constitute a waiver of any provision of, or operate as a waiver of any right, power or remedy of the Agent or Lender under, the Loan Agreement, the Amended Loan Agreement or any of the other Loan Documents. (iv) The Borrower (on behalf of itself and the other Credit Parties) hereby (A) confirms that the obligations of the Borrower and the other Credit Parties under the Amended Loan Agreement and the other Loan Documents are entitled to the benefits of the guarantees and the security interests set forth or created in the Collateral Documents and the other Loan Documents and constitute Loan Document Obligations, (B) ratifies and reaffirms the validity and enforceability of all of the Liens and security interests heretofore granted pursuant to and in connection with the Collateral Documents or any other Loan Document to Agent, on behalf and for the benefit of each Secured Party, as collateral security for the

Reference to and Effect. on the Loan Existing Credit Agreement, Amended Credit Agreement and the Other Loan Documents. (ia) On and after the Amendment No. 1 5 Effective Date, each reference in the Existing Credit Agreement and the Amended Loan Credit Agreement to “this Agreement”, ,” “hereunder”, ,” “hereof”, “herein” or words of like import referring to the Loan Agreement, and each reference in the other Loan Documents to the “Loan Agreement”, “thereunder”, “thereof”, “therein” or words of like import referring to the Loan Existing Credit Agreement shall mean and be a reference to the Amended Loan AgreementCredit Agreement in accordance with this Amendment. (iib) Except for any consent, waiver, amendment and/or modification expressly set forth herein, the Loan The Amended Credit Agreement and each of the other Loan Documents Documents, as specifically amended by this Amendment, are and shall remain unchanged and continue to be in full force and effect and are hereby in all respects ratified and confirmed confirmed. Without limiting the generality of the foregoing, the Security Agreement and this Amendment all of the Collateral described therein do and shall not be considered a novation. Any consent, waiver, amendment and/or modification expressly set forth herein is limited continue to secure the specifics hereof (including facts or occurrences on which the same are based), shall not apply with respect to any facts or occurrences other than those on which the same are based, shall neither excuse any future non-compliance with payment of all Obligations of the Loan Documents nor operate as a waiver of any Default or Event of Default, shall not operate as a consent to any further waiver, consent or amendment or other matter Parties under the Loan Documents, and shall not be construed as an indication (or establish a course of dealing) that any future waiver or amendment of covenants or any other provision of the Loan Agreement or the Amendment Loan Agreement will be agreed to (it being understood that the granting or denying of any waiver or amendment which may hereafter be requested by the Borrower remains in the sole and absolute discretion of the Agent and the Lenderseach case, as the case may be)amended by this Amendment. (iiic) The execution, delivery and performance effectiveness of this Amendment and the Acknowledgement shall not, except as expressly provided herein, constitute a waiver of any provision of, or operate as a waiver of any right, power or remedy of the any Lender or Agent or Lender under, under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. On and after the effectiveness of this Amendment, this Amendment shall for all purposes constitute a Loan Document. (d) By its execution and delivery of this Amendment, each Loan Party (i) hereby consents to the execution, delivery and performance of this Amendment, including the effectiveness of the Amended Credit Agreement, and agrees that each reference to the Existing 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; (ii) hereby acknowledges and agrees that, after giving effect to this Amendment and the Amended Credit Agreement, all of its respective obligations and liabilities under the Loan Documents to which it is a party, as such obligations and liabilities have been amended by this Amendment and the Amended Credit Agreement, are reaffirmed, and remain in full force and effect; (iii) ratifies and reaffirms its guarantee of the Obligations pursuant to the Guaranty and (iv) reaffirms each prior Lien and security interest 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 and security interests shall continue in full force and effect during the term of the Amended Credit Agreement and shall continue to secure the Secured Obligations (after giving effect to this Amendment and the Amended Credit Agreement), in each case, on and subject to the terms and conditions set forth in this Amendment and the Amended Credit Agreement, and the other Loan Documents. This Amendment and the Amended Credit Agreement shall not constitute a novation of the Existing Credit Agreement or any of the other Loan Documents. (ive) The Borrower (on behalf of itself From and after the other Credit Parties) hereby (A) confirms that the obligations of the Borrower Amendment No. 5 Effective Date, this Amendment shall be deemed a Refinancing Amendment and the other Credit Parties a Loan Document for all purposes under the Amended Loan Credit Agreement and the other Loan Documents are entitled to the benefits of the guarantees and the security interests set forth or created in the Collateral Documents and the other Loan Documents and constitute Loan Document Obligations, (B) ratifies and reaffirms the validity and enforceability of all of the Liens and security interests heretofore granted pursuant to and in connection with the Collateral Documents or any other Loan Document to Agent, on behalf and for the benefit of each Secured Party, as collateral security for theDocuments.

Reference to and Effect. on the Loan Existing Facility Agreement and the Other Loan Facility Documents.. 3 (ia) On and after the Amendment No. 1 Effective Date, each reference in the Amended Loan Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import referring to the Loan Agreement, and each reference in the other Loan Documents to the “Loan Agreement”, “thereunder”, “thereof”, “therein” or words of like import referring to the Loan Agreement shall mean and be a reference to the Amended Loan Agreement. (ii) Except for any consent, waiver, amendment and/or modification expressly set forth herein, the Loan The Facility Agreement and the other Loan Facility Documents shall remain unchanged and in full force and effect after giving effect to this Amendment and are hereby ratified and confirmed and this Amendment shall not be considered a novation. Any consent, waiver, amendment and/or modification expressly set forth herein is limited to the specifics hereof (including facts or occurrences on which the same are based), shall not apply with respect to any facts or occurrences other than those on which the same are based, shall neither excuse any future non-compliance with the Loan Documents nor operate as a waiver of any Default or Event of Default, shall not operate as a consent to any further waiver, consent or amendment or other matter under the Loan Documents, and shall not be construed as an indication (or establish a course of dealing) that any future waiver or amendment of covenants or any other provision of the Loan Agreement or the Amendment Loan Agreement will be agreed to (it being understood that the granting or denying of any waiver or amendment which may hereafter be requested by the Borrower remains in the sole and absolute discretion of the Agent and the Lenders, as the case may be)all respects. (iiib) The execution, delivery and performance of this Amendment and the Acknowledgement shall not, except other than as expressly provided set forth herein, constitute a waiver or amendment of any provision of, or operate as a waiver or amendment of any right, power or remedy of the Agent or Lender Issuer under, the Loan Agreement, the Amended Loan Existing Facility Agreement or any of the other Loan Facility Documents. (ivc) The Borrower This Amendment shall constitute a "Facility Document" under and as defined in the Facility Agreement and from and after the Amendment Effective Date, all references to the Facility Agreement in any Facility Document and all references in the Facility Agreement to "this Agreement," "hereunder", "hereof" or words of like import referring to the Facility Agreement, shall, unless expressly provided otherwise, refer to the Existing Facility Agreement as amended by this Amendment. (on behalf d) Nothing in this Amendment is intended, or shall be construed, to constitute a novation or an accord and satisfaction of itself and the other Credit Parties) hereby (A) confirms that the obligations any of the Borrower and Obligations or to modify, affect or impair the other Credit Parties under the Amended Loan Agreement and the other Loan Documents are entitled to the benefits perfection, priority or continuation of the guarantees and the security interests set forth in, security titles to or created other Liens on any Collateral for the Obligations. The Borrower hereby confirms, acknowledges and agrees that (i) the pledge and security interest in the Collateral granted by it pursuant to the Security Documents shall continue in full force and the other Loan Documents effect and constitute Loan Document Obligations, (Bii) ratifies and reaffirms the validity and enforceability of all of the Liens such pledge and security interests heretofore interest in the Collateral granted by it pursuant to and in connection with the Collateral Security Documents or any other Loan Document shall continue to Agent, on behalf and for secure the benefit of each Secured PartyObligations purported to be secured thereby, as collateral security for theamended or otherwise affected hereby.

Reference to and Effect. on the Loan Agreement Upon The Existing Facility Agreement; Reallocation and the Other Loan DocumentsNew Commitments. (ia) On Except as expressly modified hereby, all terms, conditions, covenants, representations and after the Amendment No. 1 Effective Date, each reference warranties contained in the Amended Loan Existing Facility Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import referring to the Loan Agreementand other Credit Documents, and each reference all rights of the Lenders and the Administrative Agent and all of the Obligations shall remain in full force and effect. Each of the Borrowers and the other Loan Documents Obligors hereby confirms as of the date hereof, that no such party has any right of setoff, recoupment or other offset with respect to any of the “Loan Agreement”, “thereunder”, “thereof”, “therein” or words of like import referring to the Loan Agreement shall mean and be a reference to the Amended Loan AgreementObligations. (iib) Except for any consent, waiver, amendment and/or modification as expressly set forth herein, the Loan Agreement effectiveness of this Forbearance Agreement, Consent and the other Loan Documents shall remain unchanged and in full force and effect and are hereby ratified and confirmed and this Amendment shall not be considered directly or indirectly (i) create any obligation to continue to defer any enforcement action after the occurrence of any Forbearance Default, (ii) constitute a novation. Any consent, waiver, amendment and/or modification expressly set forth herein is limited to the specifics hereof (including facts consent or occurrences on which the same are based), shall not apply with respect to any facts or occurrences other than those on which the same are based, shall neither excuse any future non-compliance with the Loan Documents nor operate as a waiver of any Default past, present or Event future violations, including Defaults and Events of Default, shall not operate as a consent to of any further waiver, consent or amendment or other matter under provisions of the Loan Documents, and shall not be construed as an indication (or establish a course of dealing) that any future waiver or amendment of covenants Existing Facility Agreement or any other provision of the Loan Agreement or the Amendment Loan Agreement will be agreed to (it being understood that the granting or denying of any waiver or amendment which may hereafter be requested by the Borrower remains in the sole and absolute discretion of the Agent and the LendersCredit Documents, as the case may be). (iii) The executionamend, delivery and performance of this Amendment and the Acknowledgement shall notmodify, except as expressly provided herein, constitute a waiver of any provision of, prejudice or operate as a waiver of any provision of the Existing Facility Agreement or any other Credit Documents or any right, remedy, power or remedy privilege of the Lenders and/or the Administrative Agent, (iv) constitute a consent to any merger or other transaction or to any sale, restructuring or refinancing transaction, or (v) constitute a course of dealing or other basis for altering any Obligations or any other contract or instrument. Except as expressly set forth herein, each of the Administrative Agent or and each Lender underreserves all of its rights, remedies, powers and privileges under the Loan Existing Facility Agreement, the Amended Loan Agreement or any other Credit Documents, applicable law and/or equity. All of the other Loan Documents. (iv) The Borrower (on behalf provisions of itself the Existing Facility Agreement and the other Credit PartiesDocuments are hereby reiterated, and if ever waived, are hereby reinstated. (c) hereby (A) confirms that the obligations This Forbearance Agreement, Consent and Amendment shall not be deemed or construed to be a satisfaction, reinstatement, novation or release of the Borrower and the other Credit Parties under the Amended Loan Existing Facility Agreement and the other Loan Documents are entitled to the benefits of the guarantees and the security interests set forth or created in the Collateral Documents and the other Loan Documents and constitute Loan Document Obligations, (B) ratifies and reaffirms the validity and enforceability of all of the Liens and security interests heretofore granted pursuant to and in connection with the Collateral Documents or any other Loan Document to Agent, on behalf and for the benefit of each Secured Party, as collateral security for theCredit Document.