Common use of Release Clause in Contracts

Release. (a) In consideration of the agreements of Agent and Lenders contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached hereto, on behalf of itself and its successors and assigns, and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of and from all demands, actions, causes of action, suits, damages and any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, known or unknown, suspected or unsuspected, at law or in equity, which any Releasing Party may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upon, or by reason of any circumstance, action, cause, or thing whatsoever which arises at any time on or prior to the date of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Agreement, any of the Loan Documents or any of the transactions hereunder or thereunder. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) In consideration of Each Loan Party hereby releases and forever discharges the agreements of Agent and Lenders contained herein and for other good and valuable considerationAgents, the receipt and sufficiency of which are hereby acknowledged, Borrower Lenders and each Guarantor executing a Consent of their parents, subsidiaries and Reaffirmation attached heretoaffiliates, on behalf of itself and its successors and assignspast or present, and its present each of them, as well as each of Agents’ and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, Lenders’ directors, officers, attorneysagents, servants, employees, agentsshareholders, legal representatives representatives, attorneys, administrators, executors, heirs, assigns, predecessors and other representatives (Borrowersuccessors in interest, each Guarantor and all such other Persons being hereinafter referred to collectively as persons, firms or corporations with whom any of the “Releasing Parties” and individually as a “Releasing Party”former have been, hereby absolutelyare now, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lenderor may hereafter be affiliated, and each of their respective successors and assignsthem (collectively, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of from and from against any and all claims, demands, liens, agreements, contracts, covenants, actions, suits, causes of actionaction in law or equity, suitsobligations, damages and any and all other claimscontroversies, counterclaimsdebts, defensescosts, rights of set-offexpenses, demands damages, judgments, orders and liabilities whatsoever of whatever kind or nature in law, equity or otherwise, whether known or unknown, fixed or contingent, suspected or unsuspected by any Loan Party, and whether concealed or hidden (individually, a “Claim” and collectively, “Claims”) of every kind and nature, known or unknown, suspected or unsuspected, at law or in equity), which any Releasing Loan Party now owns or holds or has at any time heretofore owned or held, which are based upon or arise out of or in connection with any matter, cause or thing existing at any time prior to the date hereof or anything done, omitted or suffered to be done or omitted at any time prior to the date hereof in connection with the Financing Agreement, the other Loan Documents or this Amendment (collectively the “Released Matters”). Each Loan Party represents, warrants and agrees that in executing and entering into this release, they are not relying and have not relied upon any representation, promise or statement made by anyone which is not recited, contained or embodied in this Amendment or the Loan Documents. Each Loan Party has reviewed this release with the Loan Parties’ legal counsel, and understands and acknowledges the significance and consequence of this release and of the specific waiver thereof contained herein. Each Loan Party understands and expressly assumes the risk that any fact not recited, contained or embodied therein may now or turn out hereafter ownto be other than, hold, have or claim to have against the Releasees or any of them for, upondifferent from, or contrary to the facts now known to any Loan Party or believed by any Loan Party to be true. Nevertheless, each Loan Party intends by this release to release fully, finally and forever all Released Matters and agrees that this release shall be effective in all respects notwithstanding any such difference in facts, and shall not be subject to termination, modification or rescission by reason of any circumstance, action, cause, or thing whatsoever which arises at any time on or prior to the date of this Amendment, for or on account of, or such difference in relation to, or in any way in connection with this Amendment, the Credit Agreement, any of the Loan Documents or any of the transactions hereunder or thereunderfacts. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) In consideration of the covenants and agreements of Agent and Lenders contained herein the members of the Pacholder Group herein, TSP, for itself, in its capacity as a shareholder of the Company, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached hereto, on behalf of itself and its successors and assigns, and its present and former respective members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneysemployees, employeesaffiliates, agents, legal representatives representatives, successors and other representatives assigns (Borrowerwith TSP, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing "TSP Parties” and individually as a “Releasing Party”"), hereby absolutely, unconditionally and irrevocably releases, remises releases and forever discharges Agent, each Lender, member of the Pacholder Group and each of their his or her respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employeesheirs, agents, legal representatives representatives, successors and other representatives assigns (Agentwith each member of the Pacholder Group, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”"Released Pacholder Parties"), of and from any and all debts, demands, actions, causes of action, suits, damages and any and all other claimsproceedings, counterclaimsagreements, defensescontracts, rights of set-offjudgments, demands damages, accounts, reckonings, executions, claims and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind name and nature, whether known or unknown, suspected whether or unsuspectednot founded in fact or in law, at and whether in law or in equityequity or otherwise, which any Releasing Party of the TSP Parties ever had, now has, or can, shall or may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upon, for or by reason of any circumstancematter, action, cause, cause or thing anything whatsoever which arises at related to any time Pacholder Actions on or prior to the date Effective Date (other than arising out of a breach of this Amendment, for Agreement or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Agreement, any of the Loan Documents or any of the transactions hereunder or thereundercontemplated thereby). (b) Borrower In consideration of the covenants and agreements of TSP herein, each member of the Pacholder Group, for himself or herself or itself and for his or her or its shareholders, officers, employees, respective affiliates, heirs, agents, legal representatives, successors and assigns (the "Pacholder Parties"), hereby releases and forever discharges TSP and each Guarantor understandsof its respective affiliates, acknowledges members, managers, officers, employees, agents, legal representatives, successors and agrees that assigns (with TSP, the release set forth above "Released TSP Parties"), of and from any and all debts, demands, actions, causes of action, suits, proceedings, agreements, contracts, judgments, damages, accounts, reckonings, executions, claims and liabilities whatsoever of every name and nature, whether known or unknown, whether or not founded in fact or in law, and whether in law or equity or otherwise, which any of the Pacholder Parties ever had, now has or can, shall or may be pleaded as a full and complete defense have for or by reason of any matter, cause or anything whatsoever related to any Claim and may be used as TSP Actions on or prior to the Effective Date (other than arising out of a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of this Agreement or the provisions of such releasetransactions contemplated thereby). (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) In consideration of the agreements of Agent and Lenders contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached hereto, The Releasor makes this Release on behalf of itself the Releasor and its successors and the Releasor’s successors, assigns, heirs, beneficiaries, executors, administrators, creditors, representatives, agents and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives Affiliates (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” ”). The Release is given to the Company and individually as a “Releasing Party”its parents, hereby absolutelysubsidiaries, unconditionally and irrevocably releasesAffiliates, remises and forever discharges Agent, each Lenderpartners, and each of their respective successors and assignspredecessors, successors, and assigns and each and all of their respective past, present and former shareholdersor future members, affiliates, subsidiaries, divisions, predecessorsofficers, directors, officersequity holders, trustees, representatives, employees, principals, agents, insurers, partners, lenders, attorneys, employees, agents, legal representatives and other representatives advisors; and any employee benefit plan established or maintained by the foregoing entities and their plan administrators (Agentcollectively, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “ReleaseeReleased Parties”). In consideration of the promises and covenants set forth herein and in the Employment Agreement, Releasor hereby fully, finally and irrevocably releases, acquits and forever discharges the Released Parties forever and unconditionally of and from any and all demandscommitments, actions, debts, sums of money, claims, counterclaims, suits, causes of action, suitsdamages, damages penalties, demands, liabilities, obligations, costs, expenses, contracts, covenants, controversies, agreements, promises, judgments and any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) compensation of every kind and naturenature whatsoever, known past, present or unknown, suspected or unsuspectedfuture, at law or in equity, whether known or unknown, contingent or otherwise, existing or claimed to exist, which such Releasing Parties, or any Releasing Party of them, had, has or may now or hereafter ownhave had at any time arising from the beginning of time through the date Releasor signs this Release, hold, have or claim to have against the Releasees Released Parties, or any of them, including those relating to or arising out of or from the Employment Agreement or the Releasor’s service as an employee, officer and/or director of the Company and the Releasor’s termination of employment thereof (the “Claims”). The Claims include Claims for (a) the payment of Base Salary; Bonus; employee benefits; lost wages or benefits; any other compensation or benefits; compensatory damages; punitive damages; penalties; attorneys’ fees or costs; equitable relief; or any other form of damages or relief; (b) any discrimination claim based on race, religion, color, national origin, age, sex, sexual orientation or preference, disability, or other protected classification under the federal, state, municipal, or local laws of employment, including those arising under the common law, and any alleged violation of the Age Discrimination and Employment Act of 1967 (“ADEA”), the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, the Equal Pay Act, the Civil Rights Act of 1991, Americans With Disabilities Act, the Employee Retirement Income Security Act of 1974, the Fair Labor Standards Act, the Family and Medical Leave Act, the Occupational Safety and Health Act, or the Worker Adjustment and Retraining Notification Act, all as amended, and any other law; (c) wrongful termination, back pay, or future wage loss; (d) any other claim, whether in tort, contract or otherwise; and/or (e) any claim for costs, fees or other expenses, including attorneys’ fees. Nothing herein shall be deemed to release the Released Parties or any of them forhereunder from and the term “Claim” shall exclude (i) any claims or other rights that either Party may have arising from a breach by the other Party of its obligations set forth in this Release, upon(ii) any claim, right or by reason remedy of any circumstanceof the Releasing Parties under, action, cause, or thing whatsoever which arises at any time on or prior to the date of this Amendment, for or on account of, or in relation related to, arising out of or in any way in connection with this Amendment, the Credit Agreement, any provisions of the Loan Documents Employment Agreement that survive the termination of the Releasor’s employment, or any of the transactions hereunder or thereunder. Released Parties’ obligations under any such agreements in this subsection (bii), (iii) Borrower and each Guarantor understands, acknowledges and agrees that the release Company’s obligations to make the Severance Payments set forth above may in the Employment Agreement or to provide benefits under any other plan of the Company, or (iii) any claims or rights that cannot be pleaded waived or released as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach matter of the provisions of such releaselaw. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) In consideration of the agreements of Agent payments and Lenders contained herein benefits to be made under the Employment Agreement (the “Employment Agreement”), by and for other good among R▇▇▇▇▇▇ ▇▇▇▇▇ (“Executive”), FrontView REIT Inc., a Maryland corporation (the “REIT”), FrontView Operating Partnership LP, a Delaware limited partnership (the “Operating Company”), and valuable considerationthe Operating Company’s subsidiary, FrontView Employee Sub, LP, a Delaware limited liability company (together with the REIT and the Operating Company, the receipt and “Company”), the sufficiency of which are hereby acknowledgedExecutive acknowledges, Borrower Executive, with the intention of binding Executive and each Guarantor executing a Consent and Reaffirmation attached heretoExecutive’s heirs, on behalf of itself and its successors executors, administrators, and assigns, does hereby release, remise, acquit, and forever discharge the Company and each of its subsidiaries and Affiliates (the “Company Affiliated Group”), their present and former membersofficers, directors, executives, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officersagents, attorneys, employees, agents, legal representatives and other representatives employee benefit plans (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lenderfiduciaries thereof), and each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisionsthe successors, predecessors, directorsand assigns of each of the foregoing (collectively, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “ReleaseeCompany Released Parties”), of and from any and all demandsclaims, actions, causes of action, complaints, charges, demands, rights, damages, debts, sums of money, accounts, financial obligations, suits, damages and any and all other claimsexpenses, counterclaimsattorneys’ fees, defenses, rights of set-off, demands and liabilities whatsoever (individuallyof whatever kind or nature in law, a “Claim” equity, or otherwise, whether accrued, absolute, contingent, unliquidated, or otherwise and collectively, “Claims”) of every kind and nature, whether now known or unknown, suspected suspected, or unsuspected, at law that Executive, individually or in equityas a member of a class, which any Releasing Party may now or hereafter ownhas, hold, have or claim to have against the Releasees or any of them for, uponowns, or by reason of any circumstance, action, causeholds, or thing whatsoever which arises has at any time heretofore had, owned, or held, arising on or prior to the date of this Amendmenthereof, for or on account against any Company Released Party that arises out of, or in relation relates to, or in any way in connection with this Amendment, the Credit Employment Agreement, any of Executive’s employment with the Loan Documents Company or any of the transactions hereunder its subsidiaries and Affiliates, or thereunder. any termination of such employment, including claims for (bi) Borrower and each Guarantor understandsseverance or vacation benefits, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any actionunpaid wages, suit salary, or incentive payments, (ii) breach of contract, wrongful discharge, impairment of economic opportunity, defamation, intentional infliction of emotional harm, or other proceeding which may be institutedtort, prosecuted (iii) any violation of applicable state and local labor and employment laws (including, without limitation, all laws concerning unlawful and unfair labor and employment practices), and (iv) employment discrimination under any applicable federal, state, or attempted in breach local statute, provision, order, or regulation, and including, without limitation, any claim under Title VII of the provisions Civil Rights Act of such release. 1964 (c) Borrower “Title VII”), the Civil Rights Act of 1988, the Fair Labor Standards Act, the Americans with Disabilities Act (“ADA”), the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), the Age Discrimination in Employment Act (“ADEA”), and each Guarantor agrees that no factany similar or analogous state statute, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.excepting only:

Release. (a) 1. In consideration of, among other things, Administrative Agent’s, Collateral Agent’s and the Lenders’ execution and delivery of this Agreement, each of Company and the agreements of Agent and Lenders contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached heretoCredit Parties, on behalf of itself and its successors and assignsagents, and its present and former membersrepresentatives, shareholdersofficers, directors, advisors, employees, subsidiaries, affiliates, subsidiariessuccessors and assigns (collectively, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “ReleaseeReleasors”), hereby forever agrees and covenants not to ▇▇▇ or prosecute against any Releasee (as hereinafter defined) and hereby forever waives, releases and discharges, to the fullest extent permitted by law, each Releasee from any and all claims (including, without limitation, crossclaims, counterclaims, rights of set-off and from all demandsrecoupment), actions, causes of action, suits, debts, accounts, interests, liens, promises, warranties, damages and any consequential damages, demands, agreements, bonds, bills, specialties, covenants, controversies, variances, trespasses, judgments, executions, costs, expenses or claims whatsoever, that such Releasor now has or hereafter may have, of whatsoever nature and all other claimskind, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, whether known or unknown, suspected whether now existing or unsuspectedhereafter arising, whether arising at law or in equityequity (collectively, which the “Claims”), against Administrative Agent, Collateral Agent and the Lenders party hereto in any Releasing capacity and their respective affiliates, subsidiaries, and their respective successors and assigns and each and all of the officers, directors, employees, agents, attorneys, advisors and other representatives of each of the foregoing (collectively, the “Releasees”), based in whole or in part on facts, whether or not now known, existing on or before the date hereof, that relate to, arise out of or otherwise are in connection with: (i) any or all of the Credit Documents or transactions contemplated thereby or any actions or omissions in connection therewith or (ii) any aspect of the dealings or relationships between or among Company and the other Credit Parties, on the one hand, and any or all of Administrative Agent, Collateral Agent or the Lenders party hereto, on the other hand, relating to any or all of the documents, transactions, actions or omissions referenced in clause (i) hereof. In entering into this Agreement, Company and each other Credit Party may now consulted with, and has been represented by, legal counsel and expressly disclaims any reliance on any representations, acts or hereafter own, hold, have or claim to have against omissions by any of the Releasees or any and hereby agrees and acknowledges that the validity and effectiveness of them for, upon, or by reason of any circumstance, action, cause, or thing whatsoever which arises at any time on or prior to the date of this Amendment, for or on account of, or in relation to, or releases set forth above do not depend in any way in connection with on any such representations, acts and/or omissions or the accuracy, completeness or validity thereof. The provisions of this Section shall survive the termination of this Amendment, the Credit Agreement, any the other Credit Documents and payment in full of the Loan Documents or any of the transactions hereunder or thereunderObligations. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) In consideration of, among other things, the Lender’s execution and delivery of this Agreement, each of the agreements of Agent and Lenders contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached heretothe other Obligors, on behalf of itself and its successors and assignsagents, and its present and former membersrepresentatives, shareholdersofficers, directors, advisors, employees, subsidiaries, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors and assignsassigns (collectively, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “ReleaseeReleasors”), hereby forever agrees and covenants not to sue or prosecute against any Releasee (as hereinafter defined) and hereby forever waives, releases and discharges, to the fullest extent permitted by law, each Releasee from any and all claims (including, without limitation, crossclaims, counterclaims, rights of set-off and from all demandsrecoupment), actions, causes of action, suits, debts, accounts, interests, liens, promises, warranties, damages and any consequential damages, demands, agreements, bonds, bills, specialties, covenants, controversies, variances, trespasses, judgments, executions, costs, expenses or claims whatsoever, that such Releasor now has or hereafter may have, of whatsoever nature and all other claimskind, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, whether known or unknown, suspected whether now existing or unsuspectedhereafter arising, whether arising at law or in equityequity (collectively, which the “Claims”), against the Lender in any Releasing Party may capacity and its affiliates, subsidiaries, shareholders and “controlling persons” (within the meaning of the federal securities laws), and their respective successors and assigns and each and all of the officers, directors, employees, agents, attorneys, advisors and other representatives of each of the foregoing (collectively, the “Releasees”), based in whole or in part on facts, whether or not now known, existing on or hereafter ownbefore the Forbearance Effective Date, holdthat relate to, have arise out of or claim otherwise are in connection with: (i) any or all of the Loan Documents or transactions contemplated thereby or any actions or omissions in connection therewith or (ii) any aspect of the dealings or relationships between or among the Borrower and the other Obligors, on the one hand, and the Lender, on the other hand, relating to have any or all of the documents, transactions, actions or omissions referenced in clause (i) hereof. The receipt by the Borrower or any other Obligor of any Loans or other financial accommodations made by the Lender after the date hereof shall constitute a ratification, adoption, and confirmation by such party of the foregoing general release of all Claims against the Releasees that are based in whole or any of them forin part on facts, uponwhether or not now known or unknown, or by reason of any circumstance, action, cause, or thing whatsoever which arises at any time existing on or prior to the date of receipt of any such Loans or other financial accommodations. In entering into this AmendmentAgreement, for the Borrower and each other Obligor consulted with, and has been represented by, legal counsel and expressly disclaims any reliance on any representations, acts or on account of, or in relation to, or omissions by any of the Releasees and hereby agrees and acknowledges that the validity and effectiveness of the releases set forth above do not depend in any way in connection with on any such representations, acts and/or omissions or the accuracy, completeness or validity thereof. The provisions of this AmendmentSection 6 shall survive the termination of this Agreement, the Credit Loan Agreement, any the other Loan Documents and payment in full of the Loan Documents or any of the transactions hereunder or thereunderSecured Obligations. (b) The Borrower and other Obligors each Guarantor understands, acknowledges and hereby agrees that it shall be, jointly and severally, obligated to indemnify and hold the release set forth above Releasees harmless with respect to any and all liabilities, obligations, losses, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever incurred by the Releasees, or any of them, whether direct, indirect or consequential, as a result of or arising from or relating to any proceeding by or on behalf of any Person, including, without limitation, the respective officers, directors, agents, trustees, creditors, partners or shareholders of the Borrower, any other Obligor, or any of their respective Subsidiaries, whether threatened or initiated, in respect of any claim for legal or equitable remedy under any statue, regulation or common law principle arising from or in connection with the negotiation, preparation, execution, delivery, performance, administration and enforcement of the Loan Agreement, the other Loan Documents, this Agreement or any other document executed and/or delivered in connection herewith or therewith; provided, that neither the Borrower nor any other Obligor shall have any obligation to indemnify or hold harmless any Releasee hereunder with respect to liabilities to the extent they result from the gross negligence or willful misconduct of that Releasee as finally determined by a court of competent jurisdiction. If and to the extent that the foregoing undertaking may be pleaded as a unenforceable for any reason, the Borrower and other Obligors each agrees to make the maximum contribution to the payment and satisfaction thereof that is permissible under applicable law. The foregoing indemnity shall survive the termination of this Agreement, the Loan Agreement, the other Loan Documents and the payment in full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such releaseSecured Obligations. (c) Each of the Borrower and other Obligors, on behalf of itself and its successors, assigns, and other legal representatives, hereby absolutely, unconditionally and irrevocably, covenants and agrees with and in favor of each Guarantor agrees Releasee that no factit will not sue (at law, eventin equity, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner regulatory proceeding or otherwise) any Releasee on the finalbasis of any Claim released, absolute remised and unconditional nature discharged by the Borrower or any other Obligor pursuant to Section 6(a) hereof. If the Borrower, any other Obligor or any of its successors, assigns or other legal representatives violates the release set forth aboveforegoing covenant, Borrower and other Obligors, each for itself and its successors, assigns and legal representatives, agrees to pay, in addition to such other damages as any Releasee may sustain as a result of such violation, all attorneys' fees and costs incurred by any Releasee as a result of such violation. (d) The Borrower and other Obligors each warrant, represent and agree that they are fully aware of California Civil Code Section 1542, which provides as follows

Release. (a) In consideration of, among other things, Agent’s and the Lenders’ execution and delivery of the agreements of Agent and Lenders contained herein and for other good and valuable considerationthis Agreement, the receipt and sufficiency of which are hereby acknowledged, each Borrower and each Guarantor executing a Consent and Reaffirmation attached heretoother Credit Party, on behalf of itself and its successors and assignsagents, and its present and former membersrepresentatives, shareholdersofficers, directors, advisors, employees, subsidiaries, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors and assignsassigns (collectively, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “ReleaseeReleasors”), hereby forever agrees and covenants not to sue or prosecute against any Releasee (as hereinafter defined) and hereby forever waives, releases and discharges, to the fullest extent permitted by law, each Releasee from any and all claims, whether known or unknown, (including, without limitation, crossclaims, counterclaims, rights of set-off and from all demandsrecoupment), actions, causes of action, suits, debts, accounts, interests, liens, promises, warranties, damages and any consequential damages, demands, agreements, bonds, bills, specialties, covenants, controversies, variances, trespasses, judgments, executions, costs, expenses or claims whatsoever, that such Releasor now has or hereafter may have, of whatsoever nature and all other claimskind, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, whether known or unknown, suspected whether now existing or unsuspectedhereafter arising, whether arising at law or in equityequity (collectively, which the “Claims”), against any Releasing or all of the Agent and Lenders in any capacity and their respective affiliates, subsidiaries, shareholders and “controlling persons” (within the meaning of the federal securities laws), and their respective successors and assigns and each and all of the officers, directors, employees, agents, attorneys, advisors and other representatives of each of the foregoing (collectively, the “Releasees”), based in whole or in part on facts, whether or not now known that relate to, arise out of or otherwise are in connection with: (i) any or all of the Financing Documents, including this Agreement, the AECOM L/C (as defined in the Ares First Lien Guaranty) or transactions contemplated thereby or any actions or omissions in connection therewith, and (ii) any aspect of the dealings or relationships between or among Borrowers and the other Credit Parties, on the one hand, and any or all of the Agent and Lenders, on the other hand, relating to any or all of the documents, transactions, actions or omissions referenced in clause (i) hereof. The receipt by a Borrower or any other Credit Party may now of any Loans or hereafter ownfinancial accommodations made by any Lender after the date hereof shall constitute a ratification, holdadoption, have or claim to have and confirmation by such party of the foregoing general release of all Claims against the Releasees that are based in whole or any of them forin part on facts, uponwhether or not now known or unknown, or by reason of any circumstance, action, cause, or thing whatsoever which arises at any time existing on or prior to the date of receipt of any Loans or other financial accommodations. In entering into this AmendmentAgreement, for Borrowers and each other Credit Party consulted with, and has been represented by, legal counsel and expressly disclaims any reliance on any representations, acts or on account of, or in relation to, or omissions by any of the Releasees and hereby agrees and acknowledges that the validity and effectiveness of the releases set forth above do not depend in any way in connection with on any such representations, acts and/or omissions or the accuracy, completeness or validity thereof. The provisions of this AmendmentSection shall survive the termination of this Agreement, the Credit Agreement, any the other Financing Documents and payment in full of the Loan Documents or any of the transactions hereunder or thereunderObligations. (b) Each Borrower and each Guarantor understands, acknowledges and other Credit Party hereby agrees that it shall be, jointly and severally, obligated to indemnify and hold the release set forth above Releasees harmless with respect to any and all liabilities, obligations, losses, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever incurred by the Releasees, or any of them, whether direct, indirect or consequential, as a result of or arising from or relating to any proceeding by or on behalf of any Person, including, without limitation, the respective officers, directors, agents, trustees, creditors, partners or shareholders of any Borrower, any other Credit Party, or any of their respective Subsidiaries, whether threatened or initiated, in respect of any claim for legal or equitable remedy under any statue, regulation or common law principle arising from or in connection with the negotiation, preparation, execution, delivery, performance, administration and enforcement of the Credit Agreement, the other Financing Documents, this Agreement or any other document executed and/or delivered in connection herewith or therewith. If and to the extent that the foregoing undertaking may be pleaded as a unenforceable for any reason, each Borrower and other Credit Party agrees to make the maximum contribution to the payment and satisfaction thereof that is permissible under applicable law. The foregoing indemnity shall survive the termination of this Agreement, the Credit Agreement, the other Financing Documents and the payment in full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such releaseObligations. (c) Each Borrower and each Guarantor other Credit Party, on behalf of itself and its successors, assigns, and other legal representatives, hereby absolutely, unconditionally and irrevocably, covenants and agrees with and in favor of each Releasee that no factit will not sue (at law, eventin equity, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner regulatory proceeding or otherwise) any Releasee on the finalbasis of any Claim released, absolute remised and unconditional nature discharged by Borrower or any other Credit Party pursuant to Section 6(a) hereof. If a Borrower, any other Credit Party or any of their successors, assigns or other legal representatives violates the release set forth aboveforegoing covenant, Borrowers and the other Credit Parties, each for itself and its successors, assigns and legal representatives, agrees to pay, in addition to such other damages as any Releasee may sustain as a result of such violation, all attorneys’ fees and costs incurred by any Releasee as a result of such violation.

Release. (a) In consideration of a. Each Loan Party hereby releases and forever discharges the agreements of Agent and Lenders contained herein and for other good and valuable considerationAgents, the receipt and sufficiency of which are hereby acknowledged, Borrower Lenders and each Guarantor executing a Consent of their parents, subsidiaries and Reaffirmation attached heretoaffiliates, on behalf of itself and its successors and assignspast or present, and its present each of them, as well as each of Agents’ and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, Lenders’ directors, officers, attorneysagents, servants, employees, agentsshareholders, legal representatives representatives, attorneys, administrators, executors, heirs, assigns, predecessors and other representatives (Borrowersuccessors in interest, each Guarantor and all such other Persons being hereinafter referred to collectively as persons, firms or corporations with whom any of the “Releasing Parties” and individually as a “Releasing Party”former have been, hereby absolutelyare now, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lenderor may hereafter be affiliated, and each of their respective successors and assignsthem (collectively, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of from and from against any and all claims, demands, liens, agreements, contracts, covenants, actions, suits, causes of actionaction in law or equity, suitsobligations, damages and any and all other claimscontroversies, counterclaimsdebts, defensescosts, rights of set-offexpenses, demands damages, judgments, orders and liabilities whatsoever of whatever kind or nature in law, equity or otherwise, whether known or unknown, fixed or contingent, suspected or unsuspected by any Loan Party, and whether concealed or hidden (individually, a “Claim” and collectively, “Claims”) of every kind and nature, known or unknown, suspected or unsuspected, at law or in equity), which any Releasing Loan Party now owns or holds or has at any time heretofore owned or held, which are based upon or arise out of or in connection with any matter, cause or thing existing at any time prior to the date hereof or anything done, omitted or suffered to be done or omitted at any time prior to the date hereof in connection with the Financing Agreement, the other Loan Documents or this Amendment (collectively the “Released Matters”). Each Loan Party represents, warrants and agrees that in executing and entering into this release, they are not relying and have not relied upon any representation, promise or statement made by anyone which is not recited, contained or embodied in this Amendment or the Loan Documents. Each Loan Party has reviewed this release with the Loan Parties’ legal counsel, and understands and acknowledges the significance and consequence of this release and of the specific waiver thereof contained herein. Each Loan Party understands and expressly assumes the risk that any fact not recited, contained or embodied therein may now or turn out hereafter ownto be other than, hold, have or claim to have against the Releasees or any of them for, upondifferent from, or contrary to the facts now known to any Loan Party or believed by any Loan Party to be true. Nevertheless, each Loan Party intends by this release to release fully, finally and forever all Released Matters and agrees that this release shall be effective in all respects notwithstanding any such difference in facts, and shall not be subject to termination, modification or rescission by reason of any circumstancesuch difference in facts. b. Each Loan Party acknowledges that it has been informed by its respective counsel of the provisions of Section 1542 of the California Civil Code and the possible applicability of those provisions to this Amendment. With the advice of its respective counsel, action, cause, or thing whatsoever which arises at any time on or prior to the date of extent the releases in this Amendment, for or on account of, or in relation to, or in any way Amendment are deemed to be general releases in connection with this Amendmentthe matters they encompass, the Credit AgreementBorrowers and each Guarantor hereby expressly waives and relinquishes all rights and benefits which they have or may in the future have under Section 1542 of the California Civil Code which reads as follows: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, any of IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY. Each Loan Party acknowledges that it may hereafter discover facts which are different from or in addition to those which they now know or believe to be true with respect to the Loan Documents or any of to the transactions hereunder or thereunder. (b) Borrower matters herein released, and each Guarantor understands, acknowledges and agrees they agree that the release set forth above may Loan Documents shall be pleaded as a and remain in full force and complete defense effect in all respects notwithstanding any such different or additional facts. The foregoing references to California law shall not in any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of way derogate from the provisions of such releaseSection 19 below, it being understood and agreed by all parties hereto that, as provided for in Section 19, New York law shall govern this Amendment. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered c. The provisions of this Section 13 shall affect in any manner survive the final, absolute and unconditional nature termination of the release set forth aboveForbearance Period.

Release. (a) In 4.1 For the consideration of the agreements of Agent and Lenders contained herein and for other good and valuable considerationstated herein, the receipt and sufficiency of which are hereby acknowledged, Borrower Plaintiff agrees that Plaintiff and each Guarantor executing a Consent and Reaffirmation attached heretoall Class Members who do not timely exclude themselves from the Class, on behalf of itself and its successors themselves, their heirs, assigns, executors, executors, administrators, successors, agents, attorneys, representatives and assigns, hereby remise, release and its forever discharge Defendants, their parents, subsidiaries, present and former members, shareholders, affiliates, subsidiaries, divisions, predecessorsofficers, directors, officers, attorneys, employees, agentsrepresentatives, legal representatives insurers, and other representatives attorneys (Borrowercollectively, each Guarantor the “Released Parties”) from any and all such other Persons being hereinafter referred to collectively as liabilities, causes of actions, or claims concerning or arising out of the “Releasing Parties” facts underlying the claim that was asserted in the Amended Complaint invoking section 1681b(b)(2) of the FCRA. 4.2 In addition, the Class Representative, for himself only and individually as a “Releasing Party”not on behalf of the members of the Class, hereby absolutelyfully, unconditionally and irrevocably releasesfinally, remises irrevocably, and forever discharges Agent, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders releases the Released Parties from any and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”)liabilities, of and from all demands, actionsclaims, causes of action, suitsdamages, damages and any and all other claimscosts, counterclaimsattorneys’ fees, defenseslosses, rights or demands arising from the subject matter of set-offthe Lawsuit, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, whether known or unknown, existing or potential, suspected or unsuspected, at law of any kind or in equitynature whatsoever. 4.3 Upon the Effective Date, which Defendants, for themselves, and on behalf of the Released Parties, shall remise, release and forever discharge Plaintiff and all Class Members who do not timely exclude themselves from the Class, from any Releasing Party may now or hereafter ownand all liabilities, hold, have or claim to have against the Releasees or any causes of them for, uponactions, or by reason claims concerning or arising out of the facts underlying the claim that was asserted in the Amended Complaint invoking section 1681b(b)(2) of the FCRA. 4.4 Upon the Effective Date, Defendants, for themselves, and on behalf of the Released Parties, shall remise, release and forever discharge Plaintiff and his present and former attorneys, administrators, heirs, agents, insurance carriers from any and all liabilities, claims, causes of action, damages, costs, attorneys’ fees, losses, or and demands arising from the subject matter of the Lawsuit, whether known or unknown, existing or potential, suspected or unsuspected, of any circumstance, action, cause, or thing whatsoever which arises at any time on or prior to the date kind of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Agreement, any of the Loan Documents or any of the transactions hereunder or thereundernature whatsoever. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. Effective (a) In consideration with respect to the Initial Released Claims (as defined below), upon the Closing (and irrespective of whether the Innoviva Closing occurs), and (b) with respect to the Subsequent Released Claims (as defined below), upon the Innoviva Closing (provided that the Innoviva Closing occurs within three (3) business days of the agreements of Agent and Lenders contained herein and for other good and valuable considerationClosing), the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached heretoParty, on behalf of itself and each of its successors affiliates and assignssubsidiaries (collectively, and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of hereby unconditionally and from forever releases, waives and discharges all demandsclaims, actions, causes of action, choses in action, suits, damages and any and all other claimsdebts, counterclaimsdamages, defensesdues, sums of money, accounts, reckonings, bonds, bills, specialties, controversies, variances, trespasses, judgments, remedies, rights of set-off, demands third-party claims, subrogation claims, contribution claims, reimbursement claims, indemnity claims, counterclaims, and liabilities whatsoever crossclaims, whether known or Unknown Claims, liquidated or unliquidated, fixed or contingent, matured or unmatured, disputed or undisputed, whether direct, indirect, derivative, or otherwise, and whether arising in law, equity or otherwise (individually, a “Claim” and collectively, “ClaimsCauses of Action”) that could have been, or may be, asserted by or on behalf of every kind and nature, known or unknown, suspected or unsuspected, at law or in equity, which any such Releasing Party may now against any other Party and its affiliates or hereafter ownsubsidiaries and the respective current and former officers, holdmanagers, have affiliates, subsidiaries, partners, directors, employees, agents, members, shareholders, securities holders, note holders, advisors and professionals (including any attorneys, accountants, consultants, financial advisors, investment bankers and other professionals retained by such persons) of such other parties and the affiliates and subsidiaries thereof, together with their respective successors and assigns, each solely in its capacity as such (collectively, the “Released Parties”), to the extent based on any act, omission, transaction, event, occurrence or claim to have against the Releasees facts or any of them forcircumstances taking place, uponbeing omitted, existing or by reason of any circumstance, action, cause, or thing whatsoever which arises at any time on or otherwise arising (i) prior to the date of this Amendment, for or on account ofClosing (the “Initial Released Claims”), or (ii) prior to the Innoviva Closing (the “Subsequent Released Claims”), and, in relation toeach case (i) and (ii), or in any way in connection with this Amendmentrelating to the Strategic Alliance Agreement ((i) and (ii) collectively, the Credit Agreement, any of the Loan Documents or any of the transactions hereunder or thereunder“Released Claims”). (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) In consideration of the agreements provisions of Agent and Lenders contained herein and for other good and valuable considerationthat certain Amendment No. 1 to MESC Cogeneration Development Agreement, dated as of _______ ___, 2000 (the "Amendment"), amending that certain MESC Cogeneration Development Agreement, dated as of February 9, 2000, (as amended, the receipt "Development Agreement") by and sufficiency among Southern Energy Resources, Inc. ("SERI"), Southern Energy Inc. ("SEI"), Mobile Energy Services Company, L.L.C. ("MESC") and Mobile Energy Services Holdings, Inc. ("MESH"), and in consideration of which are hereby acknowledgedthe transactions contemplated by the Development Agreement, Borrower Bankers Trust (Delaware), as collateral agent under that certain Intercreditor and each Guarantor executing a Consent and Reaffirmation attached heretoCollateral Agency Agreement, dated August 1, 1995 (as supplemented, amended, modified or restated through the date hereof, the "Intercreditor Agreement") (Bankers Trust (Delaware) in such capacity, the "Collateral Agent"), on behalf of itself and its successors predecessor and assigns, and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors and assignssuccessor companies, and their respective assigns, does hereby release and forever discharge (i) SERI, SEI and The Southern Company (collectively, the "Southern Parties"), (ii) the Southern Parties' respective affiliated, related, parent, predecessor, successor, and subsidiary companies past and present other than MESC or MESH (the "Southern Parties' Affiliates"), (iii) the Southern Parties' and former the Southern Parties Affiliates' respective shareholders, affiliates, subsidiaries, divisions, predecessorsofficers, directors, officersagents, employees, attorneys, employeesadvisors, insurers, heirs and assigns (the "Southern Related Parties"), and (iv) any individuals or entities (other than MESH) that were members, officers, directors, agents, legal representatives employees, attorneys, advisors, insurers, heirs and other representatives assigns of MESC or MESH (Agent, Lenders the "MESC Related Parties") from any and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of and from all demandsclaims, actions, causes of action, losses, damages, rights, suits, damages and any and all other claimsdemands whatsoever, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and naturein law or equity, known or unknown, suspected fixed or unsuspectedcontingent, at law liquidated or in equityunliquidated, which any Releasing Party may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upon, or by reason of any circumstance, action, cause, or thing whatsoever which arises at any time on or arising prior to the effective date of this Amendment, for the Amendment and arising from or on account of, or in relation relating to, or in any way in connection with this Amendment, the Credit Agreement, any of the Loan Documents or any of the transactions hereunder or thereunder. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.:

Release. (a) 5.1 In consideration of the agreements of Agent and Lenders contained herein and for other good and valuable consideration, the receipt and sufficiency of which are is hereby acknowledged, Borrower each of Parent and each Guarantor executing a Consent and Reaffirmation attached heretoBorrower, on behalf of itself and its successors and assignsitself, and its present successors, assigns and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, other legal representatives (Parent and other representatives (Borrower, each Guarantor Borrower and all such other Persons persons being hereinafter referred to collectively as the “Releasing PartiesReleasors” and individually as a “Releasing PartyReleasor”), hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective its successors and assigns, and their respective its present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives agents and other representatives (Agent, Lenders each Lender and all such other Persons persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of and from all demands, actions, causes of action, suits, covenants, contracts, controversies, agreements, promises, sums of money, accounts, bills, reckonings, damages and any and all other claims, counterclaims, defenses, rights of set-set off, demands and liabilities whatsoever (individually, a an “Indemnified Claim” and collectively, “Indemnified Claims”) of every kind name and nature, known or unknown, suspected or unsuspected, both at law or and in equity, which any Releasing Party Releasors may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upon, or by reason of any circumstance, action, cause, cause or thing whatsoever which arises at any time on or prior to the day and date of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Agreement, any of the Loan Documents Agreement or any of the other Loan Documents or transactions hereunder thereunder or thereunderrelated thereto. (b) 5.2 It is the intention of Parent and Borrower that this Amendment and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as shall constitute a full and complete defense final accord and satisfaction of all claims that may have or hereafter be deemed to have against Releasees as set forth herein. In furtherance of this intention, each of Parent and Borrower, on behalf of itself and each other Releasor, expressly waives any Claim statutory or common law provision that would otherwise prevent the release set forth above from extending to claims that are not currently known or suspected to exist in any Releasor’s favor at the time of executing this Amendment and which, if known by Releasors, might have materially affected the agreement as provided for hereunder. Each of Parent and Borrower, on behalf of itself and each other Releasor, acknowledges that it is familiar with Section 1542 of California Civil Code: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR. Each of Parent and Borrower, on behalf of itself and each other Releasor, waives and releases any rights or benefits that they may be used as a basis for an injunction against any actionhave under Section 1542 to the full extent that they may lawfully waive such rights and benefits, suit or and each of Parent and Borrower, on behalf of itself and each other proceeding which may be institutedReleasor, prosecuted or attempted in breach acknowledges that it understands the significance and consequences of the waiver of the provisions of such releaseSection 1542 and that it has been advised by counsel as to the significance and consequences of this waiver. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) In consideration of the agreements of Agent and Lenders contained herein and for other good and For valuable consideration, the receipt and sufficiency adequacy of which are hereby acknowledged, Borrower the undersigned does hereby release and each Guarantor executing forever discharge the “Releasees” hereunder, collectively consisting of I▇▇▇▇▇, Inc., a Consent and Reaffirmation attached hereto, on behalf of itself and its successors and assignsDelaware corporation (the “Company”), and its present Insperity PEO Services, L.P. (“Insperity”) and former memberstheir respective parents companies, shareholderssubsidiaries, associates, affiliates, subsidiariessuccessors, divisionsheirs, predecessorsassigns, agents, directors, officers, attorneys, employees, agentsrepresentatives, legal representatives and other representatives (Borrowerlawyers, each Guarantor trustees, partners, members, stockholders, investors, joint ventures, insurers, and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” persons acting by, through, under or in concert with them, or any of them, both individually and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of in their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”)official capacities, of and from any and all demands, manner of action or actions, cause or causes of action, in law or in equity, suits, damages and any and all other debts, liens, contracts, agreements, promises, liability, claims, counterclaimsdemands, defensesdamages, rights losses, costs, attorneys’ fees or expenses, of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and natureany nature whatsoever, known or unknown, suspected fixed or unsuspected, at law or in equitycontingent (hereinafter called “Claims”), which any Releasing Party the undersigned now has or may now or hereafter own, hold, have or claim to have against the Releasees Releasees, or any of them forthem, upon, or by reason of any circumstance, actionmatter, cause, or thing whatsoever which arises at any from the beginning of time on or prior to the date hereof. The Claims released herein include, without limiting the generality of this Amendmentthe foregoing, for or on account of, or in relation to, or any Claims in any way in connection with this Amendmentarising out of, based upon, or related to the employment, the Credit Agreement, any terms and conditions of employment or termination of employment of the Loan Documents undersigned by the Releasees, or any of them (including, but not limited to, any alleged discrimination, harassment or retaliation); any alleged breach of any express or implied contract of employment; any alleged torts, or other alleged legal restrictions on Releasees’ right to terminate the transactions hereunder employment of the undersigned; any alleged wrongful discharge, whistleblowing, detrimental reliance, defamation, slander, libel, intentional and negligent emotional distress or thereunder. (b) Borrower and each Guarantor understandscompensatory and/or punitive damages; common law, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense including but not limited to any Claim and may be used as a basis for an injunction against any actionalleged wrongful or retaliatory discharge in violation of public policy, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions covenant of such release. (c) Borrower good faith and each Guarantor agrees that no factfair dealing, eventinterference with contractual relations or prospective business advantage, circumstanceinvasion of privacy, evidence false imprisonment, and/or fraud; rights to attorneys’ fees, costs, disbursements and/or the like; and any alleged violation of any federal, state or transaction which could now be asserted local statute or which may hereafter be discovered shall affect in any manner the finalordinance including, absolute and unconditional nature without limitation, Title VII of the release set forth aboveCivil Rights Act of 1964, the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, the Americans with Disabilities Act, Sections 1981 through 1988 of Title 42 of the United States Code, the National Labor Relations Act, the Employee Retirement Income Security Act, all claims under the Family and Medical Leave Act and Worker Adjustment and Retraining Notification Act, and all other federal, state and local leave and/or WARN laws; and any claim(s) under the New Jersey Law Against Discrimination; New Jersey Equal Pay Act; New Jersey Civil Rights Law; New Jersey Security and Financial Empowerment Act; New Jersey Conscientious Employee Protection Act; New Jersey Family Leave Act; New Jersey Earned Sick Leave Laws; New Jersey Wage and Hour Law; New Jersey Wage Payment Law; New Jersey WARN Laws; New Jersey Workers’ Compensation Law Retaliation Provisions; and any other legally waivable federal, state or local laws, including common law.

Release. (a) In consideration of the agreements of Agent and Lenders contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached heretoLoan Party, on behalf of itself and its successors and assigns, and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor Loan Party and all such other Persons being hereinafter referred to collectively as the “"Releasing Parties” " and individually as a “"Releasing Party”"), hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, Lender and each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “"Releasees” " and individually as a “"Releasee”"), of and from all demands, actions, causes of action, suits, covenants, contracts, controversies, agreements, promises, sums of money, accounts, bills, reckonings, damages and any and all other claims, counterclaims, defenses, rights of set-offset‑off, demands and liabilities whatsoever (individually, a “"Claim” " and collectively, “"Claims”") of every kind and nature, known or unknown, suspected or unsuspected, at law or in equity, which any Releasing Party may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upon, or by reason of any circumstance, action, cause, or thing whatsoever which arises at any time on or prior to the date of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Agreement, or any of the other Loan Documents or any of the transactions hereunder or thereunder. (b) Borrower and each Guarantor . Each Loan Party understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim released thereby, and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower and each Guarantor . Each Loan Party agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above. Each of the Releasing Parties hereby absolutely, unconditionally and irrevocably, covenants and agrees with, and in favor of, each Releasee that it will not ▇▇▇ (at law, in equity, in any regulatory proceeding or otherwise) any Releasee on the basis of any Claim expressly released, remised and discharged by any Releasing Party pursuant to this Section 6(d). If any Releasing Party violates the foregoing covenant, each Loan Party, for itself and its successors and assigns, and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives, jointly and severally agrees to pay, in addition to such other damages as any Releasee may sustain as a result of such violation, all reasonable attorneys' fees and costs incurred by any Releasee as a result of such violation.

Release. (a) In consideration The Borrowers and each of the agreements Guarantors hereby acknowledges and confirms that (i) it does not have any grounds, and hereby agrees not to challenge (or to allege or to pursue any matter, cause or claim arising under or with respect to), in any case based upon acts or omissions of Agent and any of the Agents or Lenders contained herein and for other good and valuable considerationoccurring prior to the date hereof or facts otherwise known to it as of the date hereof, the receipt effectiveness, genuineness, validity, collectibility or enforceability of the Loan Agreement or any of the other Loan Documents, the Obligations, the Liens securing such Obligations, or any of the terms or conditions of any Loan Document (it being understood that such acknowledgement and sufficiency confirmation does not preclude the Borrowers or the Guarantors from challenging the Agents' or any Bank's interpretation of which are any term or provision of the Loan Agreement or other Loan Document) and (ii) it does not possess (and hereby acknowledgedforever waives, Borrower remises, releases, discharges and each Guarantor executing a Consent and Reaffirmation attached heretoholds harmless the Agents, on behalf of itself and its successors and assignsthe Lenders, and its present and former members, shareholders, their respective affiliates, subsidiaries, divisions, predecessorsstockholders, directors, officers, employees, attorneys, employees, agents, legal agents and representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective heirs, executors, administrators, successors and assignsassigns (collectively, the "Indemnified Parties") from and against, and their respective present and former shareholdersagrees not to allege or pursue) any action, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of and from all demands, actions, causes cause of action, suitssuit, damages debt, claim, counterclaim, cross-claim, demand, defense, offset, opposition, demand and any and other right of action whatsoever, whether in law, equity or otherwise (which it, all other claimsthose claiming by, counterclaimsthrough or under it, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, known or unknown, suspected its successors or unsuspected, at law or in equity, which any Releasing Party may now or hereafter own, holdassigns, have or claim to have may have) against the Releasees Indemnified Parties, or any of them forthem, upon, or by reason of of, any circumstancematter, action, cause, cause or thing whatsoever which arises at any time whatsoever, with respect to events or omissions occurring or arising on or prior to the date of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Agreement, any of hereof and relating to the Loan Documents Agreement or any of the transactions hereunder other Loan Documents (including, without limitation, with respect to the payment, performance, validity or thereunder. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach enforceability of the provisions Obligations, the Liens securing the Obligations or any or all of the terms or conditions of any Loan Document) or any transaction relating thereto; provided, however, that no Borrower nor Guarantor hereby releases or holds harmless any Indemnified Party for actions or omissions by any such Indemnified Party constituting, or losses or expenses directly resulting from, the gross negligence or willful misconduct of such releaseIndemnified Party as determined by a final judgment of a court of competent jurisdiction. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) Each of the Borrower and each Guarantor may have certain Claims against the Released Parties, as those terms are defined below, regarding or relating to the Credit Agreement or the other Loan Documents. The Administrative Agent, the Lenders, the Issuing Lender, the Swingline Lender, the Borrower and the Guarantors desire to resolve each and every one of such Claims in conjunction with the execution of this Amendment and thus each of the Borrower and each Guarantor makes the releases contained in this Section 15. In consideration of the agreements of Administrative Agent and the Lenders contained herein and for other good and valuable considerationentering into this Amendment, each of the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent hereby fully and Reaffirmation attached heretounconditionally releases and forever discharges each of the Administrative Agent, on behalf of itself the Lenders, the Issuing Lender, the Swingline Lender and its successors and assigns, and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, their respective directors, officers, employees, subsidiaries, branches, affiliates, attorneys, employees, agents, legal representatives representatives, successors and other representatives (Borrower, each Guarantor assigns and all such other Persons being hereinafter referred to collectively as persons, firms, corporations and organizations acting on any of their behalves (collectively, the “Releasing Released Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of and from any and all demandsclaims, actionsallegations, causes of action, suits, damages and any and all other claims, counterclaims, defenses, rights of set-off, costs or demands and liabilities whatsoever (individuallyliabilities, a “Claim” and collectively, “Claims”) of every whatever kind and or nature, from the beginning of the world to the date on which this Amendment is executed, whether known or unknown, liquidated or unliquidated, fixed or contingent, asserted or unasserted, foreseen or unforeseen, matured or unmatured, suspected or unsuspected, at law anticipated or in equityunanticipated, which the Borrower or any Releasing Party may now Guarantor has, had, claims to have had or hereafter own, hold, have or claim claims to have against the Releasees or any of them for, upon, or Released Parties by reason of any circumstance, action, causeact or omission on the part of the Released Parties, or thing whatsoever which arises at any time on or of them, occurring prior to the date on which this Amendment is executed, including all such loss or damage of any kind heretofore sustained or that may arise as a consequence of the dealings among the parties up to and including the date on which this AmendmentAmendment is executed, for including the administration or on account ofenforcement of the Loans, or in relation to, or in any way in connection with this Amendmentthe Obligations, the Credit Agreement, Agreement or any of the Loan Documents or any (collectively, all of the transactions hereunder or thereunder. (b) foregoing, the “Claims”). Each of the Borrower and each Guarantor understands, acknowledges represents and agrees warrants that it has no knowledge of any claim by it against the Released Parties or of any facts or acts of omissions of the Released Parties which on the date hereof would be the basis of a claim by the Borrower or any Guarantor against the Released Parties which is not released hereby. Each of the Borrower and each Guarantor represents and warrants that the release set forth above may be pleaded as foregoing constitutes a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach release of the provisions of such releaseall Claims. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) In consideration of the agreements of Agent and Lenders contained herein and for other good and valuable consideration, the receipt and sufficiency of which are is hereby acknowledged, each of Borrower and each Guarantor executing that executes a Consent and Reaffirmation attached heretoto this Amendment, on behalf of itself and its successors and successors, assigns, and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, other legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing PartiesReleasors” and individually as a “Releasing PartyReleasor”), hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lenderand Lenders, and each of their respective successors and assigns, and their respective present and former shareholders, affiliatesAffiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives agents and other representatives (Agent, Lenders each Lender and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of and from all demands, actions, causes of action, suits, covenants, contracts, controversies, agreements, promises, sums of money, accounts, bills, reckonings, damages and any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind name and nature, known or unknown, suspected or unsuspected, both at law or and in equity, which any Releasing Party Releasor may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upon, or by reason of any circumstance, action, cause, cause or thing whatsoever which arises at any time on or prior to the day and date of this Amendment, for or on account of, or in relation to, or in any way related to or in connection with this Amendment, the Credit Agreement, any of the Loan Documents or any of the other Loan Documents or transactions hereunder thereunder or thereunderrelated thereto. (b) Each of Borrower and each Guarantor that executes a Consent and Reaffirmation to this Amendment understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Each of Borrower and each Guarantor that executes a Consent and Reaffirmation to this Amendment agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) In consideration of, among other things, Lender’s execution and delivery of this Agreement, each of the agreements of Agent and Lenders contained herein and for other good and valuable considerationParent, the receipt and sufficiency of which are hereby acknowledgedCompany, Borrower and each Guarantor executing a Consent and Reaffirmation attached hereto, any party claiming on behalf of itself the Parent or the Company, the Parent or the Company’s equityholders and its successors residual claimants and assigns, and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors and assignsassigns of each (collectively, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “ReleaseeReleasors”), hereby forever agrees and covenants not to ▇▇▇ or prosecute against the Releasees (as defined in this Section 4.20) and hereby forever waives, releases and discharges each Releasee from, any and all claims (including, without limitation, cross-claims, counterclaims, rights of set-off and from all demandsrecoupment), actions, causes of action, suits, debts, accounts, interests, Liens, promises, warranties, damages and any consequential and all other claimspunitive damages, counterclaimsdemands, defensesagreements, rights of set-offbonds, demands and liabilities bills, specialties, covenants, controversies, torts, variances, trespasses, judgments, executions, costs, expenses or claims whatsoever (individually, a “Claim” and collectively, the “Claims”), that such Releasor now has (as of the date of this amendment and restatement) or hereafter may have, of every kind whatsoever nature and naturekind, whether known or unknown, suspected or unsuspected, whether arising at law or in equity, which against Lender in any Releasing Party may capacity and its shareholders and “controlling persons” (within the meaning of the federal securities laws), and their respective successors and assigns and each and all of the officers, directors, employees, agents, attorneys, advisors, auditors, consultants, Affiliates and other representatives of each of the foregoing (collectively, the “Releasees”), based in whole or in part on facts whether or not now or hereafter ownknown, hold, have or claim to have against the Releasees or any of them for, upon, or by reason of any circumstance, action, cause, or thing whatsoever which arises at any time existing on or prior to before the date of this Amendmenthereof, for or on account of, or in relation that relate to, arise out of or in any way otherwise are in connection with this Amendment, the Credit Agreement, any of the Loan Documents Agreement or any of the Transaction Documents or any transactions hereunder contemplated thereby or thereunder. (b) Borrower and each Guarantor understandsany acts or omissions in connection therewith or the negotiation thereof, acknowledges and agrees provided, however, that the foregoing shall not release set forth above may be pleaded as a full and complete defense to Lender from its express obligations under this Agreement or any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the Transaction Documents. The provisions of such release. (c) Borrower this Section 4.20 shall survive the expiration and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in termination of this Agreement and any manner the final, absolute and unconditional nature of the release set forth aboveTransaction Documents.

Release. (a) In consideration 3.1. Subject to the terms and conditions of this Agreement, including payment in full by Cepheid of the agreements of Agent and Lenders contained herein and consideration in Section 2.1, Abaxis, for other good and valuable considerationitself, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached hereto, on behalf of itself and its successors and assignsAffiliates, and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessorstheir respective officers, directors, officers, attorneysshareholders, employees, agents, legal representatives representatives, and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”attorneys, hereby absolutely, unconditionally fully and irrevocably finally releases, remises acquits, waives, and forever discharges AgentCepheid, each Lender, and each of their respective successors and assignsits Affiliates, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessorsofficers, directors, officersshareholders, attorneysdirect and indirect customers, users, licensees, distributors, retailers, or direct and indirect suppliers, employees, agents, legal representatives representatives, and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of and attorneys from all Released Claims. 3.2. Subject to the terms and conditions of this Agreement, Cepheid, for itself, its Affiliates, and their respective officers, directors, shareholders, employees, agents, representatives, and attorneys, fully and finally releases, acquits, waives, and forever discharges Abaxis, its Affiliates, and their respective officers, directors, shareholders, customers, employees, agents, representatives, and attorneys from all of Cepheid’s claims, suits, demands, damages, liabilities, actions, and causes of action, suits, damages and action of any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, whether known or unknown, suspected or unsuspected, at law now existing or in equity, which any Releasing Party may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upon, or by reason of any circumstance, action, cause, or thing whatsoever which arises at any time on or prior to the date of this Amendment, for or on account of, or in relation to, heretofore arising from or in any way in connection connected with the Litigation, but excluding any claim arising from breach under Article 5 of this AmendmentAgreement. 3.3. Cepheid and Abaxis each represents, warrants and agrees to the Credit Agreement, any other that they have been fully advised by their attorneys regarding the contents of Section 1542 of the Loan Documents Civil Code of California and expressly waive any rights they might otherwise have under that Section. Section 1542 reads as follows: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR. 3.4. Nothing in the releases contained herein shall operate to bar or limit any claim for breach or enforcement of this Agreement. [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS AND ASTERISKS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED INFORMATION. 3.5. Cepheid and Abaxis expressly agree and acknowledge that by entering into this Agreement neither Abaxis nor Cepheid admits any liability, wrongdoing, or the truth of any allegation contained in any claim, defense, argument, or counterclaim alleged in the Litigation. Notwithstanding the foregoing, and except in defense of itself or any of the transactions hereunder or thereunder. other Protected Entities (b) Borrower and each Guarantor understandsdefined in Section 4.1), acknowledges and Cepheid hereby agrees that the release set forth above may be pleaded as a full and complete defense not to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect challenge in any manner or otherwise support any third party in the finalchallenge of any Abaxis Patents, absolute and unconditional nature including any claim of invalidity of any Abaxis Patents. Neither this Agreement nor any release nor other provision in this Agreement may be construed or used as evidence of, or an admission of, any issues or facts at issue in the release set forth aboveLitigation, or any other admission of wrongdoing, liability, or violation of law whatsoever.

Release. (a) In consideration of the agreements of Agent and Lenders contained herein benefits received by the Company pursuant to this amendment, and for other good and valuable considerationconsideration (the receipt, the receipt adequacy and sufficiency of which are hereby acknowledged), Borrower and each Guarantor executing a Consent and Reaffirmation attached heretoeffective on the date of this amendment, the Company, on behalf of itself and its successors and assignsagents, and its present and former membersrepresentatives, shareholdersofficers, directors, advisors, employees, Subsidiaries, affiliates, subsidiariessuccessors and assigns (collectively, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing PartyReleasors”), hereby absolutelyforever waives, unconditionally releases and irrevocably releasesdischarges each the Trustee, remises and forever discharges the Collateral Agent, each Lenderthe Holder, and each of their respective successors and assignsofficers, and their respective present and former directors, partners, general partners, limited partners, managing directors, members, stockholders, trustees, shareholders, affiliatesrepresentatives, employees, principals, agents, parents, subsidiaries, divisions, predecessors, directorssuccessors, officersassigns, attorneysbeneficiaries, employeesheirs, agentsexecutors, personal or legal representatives and other representatives attorneys of any of them, each in their capacities as such, (Agentcollectively, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of and from any and all demands, actionsclaims, causes of action, suits, damages obligations, demands, debts, agreements, promises, liabilities, controversies, costs, damages, expenses and fees whatsoever, whether arising from any act, failure to act, omission, misrepresentation, fact, event, transaction or other cause, and all other claimswhether based on any federal, counterclaimsstate, defenseslocal or foreign law or right of action, rights of set-offat law or in equity or otherwise, demands and liabilities whatsoever (individuallyforeseen or unforeseen, a “Claim” and collectively, “Claims”) of every kind and naturematured or unmatured, known or unknown, suspected accrued or unsuspected, at law or in equitynot accrued, which any Releasing Party Releasor now has, has ever had or may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upon, or by reason of any circumstance, action, cause, or thing whatsoever which arises at any time on Releasee arising contemporaneously with or prior to the date of this Amendment, for amendment or on account of or arising out of any matter, cause, circumstance or event occurring contemporaneously with or prior to the date of this amendment that relate to, arise out of, or in relation to, or in any way otherwise are in connection with this Amendmentany or all of the Transaction Documents or transactions contemplated thereby (collectively, the Credit Agreement, any of the Loan Documents or any of the transactions hereunder or thereunder“Released Claims”). (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) In consideration of the agreements provisions of Agent and Lenders contained herein and for other good and valuable considerationthat certain Amendment No. 1 to MESC Cogeneration Development Agreement, dated as of _______ ___, 2000 (the "Amendment"), amending that certain MESC Cogeneration Development Agreement, dated as of February 9, 2000, (as amended, the receipt "Development Agreement") by and sufficiency among Southern Energy Resources, Inc. ("SERI"), Southern Energy Inc. ("SEI"), Mobile Energy Services Company, L.L.C. ("MESC") and Mobile Energy Services Holdings, Inc. ("MESH"), and in consideration of which are hereby acknowledgedthe transactions contemplated by the Development Agreement, Borrower and each Guarantor executing a Consent and Reaffirmation attached heretoFirst Union National Bank, successor by merger to First Union National Bank of Georgia, as trustee under that certain Trust Indenture, dated August 1, 1995 (as supplemented, amended, modified or restated through the date hereof, the "Trust Indenture") (First Union National Bank in such capacity, the "Indenture Trustee"), on behalf of itself and its successors predecessor and assigns, and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors and assignssuccessor companies, and their respective assigns, does hereby release and forever discharge (i) SERI, SEI and The Southern Company (collectively, the "Southern Parties"), (ii) the Southern Parties' respective affiliated, related, parent, predecessor, successor, and subsidiary companies past and present other than MESC or MESH (the "Southern Parties' Affiliates"), (iii) the Southern Parties' and former the Southern Parties Affiliates' respective shareholders, affiliates, subsidiaries, divisions, predecessorsofficers, directors, officersagents, employees, attorneys, employeesadvisors, insurers, heirs and assigns (the "Southern Related Parties"), and (iv) any individuals or entities (other than MESH) that were members, officers, directors, agents, legal representatives employees, attorneys, advisors, insurers, heirs and other representatives assigns of MESC or MESH (Agent, Lenders the "MESC Related Parties") from any and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of and from all demandsclaims, actions, causes of action, losses, damages, rights, suits, damages and any and all other claimsdemands whatsoever, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and naturein law or equity, known or unknown, suspected fixed or unsuspectedcontingent, at law liquidated or in equityunliquidated, which any Releasing Party may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upon, or by reason of any circumstance, action, cause, or thing whatsoever which arises at any time on or arising prior to the effective date of this Amendment, for the Amendment and arising from or on account of, or in relation relating to, or in any way in connection with this Amendment, the Credit Agreement, any of the Loan Documents or any of the transactions hereunder or thereunder. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.:

Release. (a) In consideration of the agreements of Agent and Lenders contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached heretoBZF, on behalf of itself and its successors and assignshimself, and its present and former membershis heirs, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal his personal representatives and other representatives his successors-in-interest under this Agreement (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “BZF Releasing Parties” and individually as a “Releasing Party”), hereby absolutely, irrevocably and unconditionally and irrevocably releases, remises releases and forever discharges AgentNASCAR, each LenderNew Holdco, the Company and LDK and each of their respective successors Affiliates and assigns, and each of their respective present current and former shareholders, affiliates, subsidiaries, divisions, predecessorsofficers, directors, employees, partners, managers, members, advisors, financial advisors, lenders, successors and assigns (collectively, the “NASCAR Released Parties”), and (b) each of NASCAR, New Holdco, the Company and LDK and each of their respective Affiliates and each of their respective current and former officers, attorneysdirectors, employees, agentspartners, legal managers, members, advisors, financial advisors, lenders, successors and assigns (collectively, the “NASCAR Releasing Parties”), hereby irrevocably and unconditionally releases and forever discharges BZF and his heirs, his personal representatives and other representatives his successors-in-interest under this Agreement (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “ReleaseeBZF Released Parties”), in each case, of and from any and all demands, actions, causes of action, suits, damages proceedings, executions, judgments, duties, debts, dues, accounts, bonds, contracts and any covenants (whether express or implied), and all other claims, counterclaims, defenses, rights of set-off, claims and demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, known or unknown, suspected or unsuspected, at whether in law or in equityequity which the BZF Releasing Parties or the NASCAR Releasing Parties, which as applicable, may have against any Releasing Party may of the NASCAR Released Parties or the BZF Released Parties, as applicable, now or hereafter ownin the future, holdin each case, in respect of any cause or matter arising from or relating in any way to the BZF Company Shares, BZF’s prior employment with NASCAR, National Association For Stock Car Auto Racing, Inc., a Florida corporation (“NASCAR SUB”), or their respective Affiliates (or the termination thereof), and that certain Sale Transaction Bonus Agreement between BZF and NASCAR SUB, dated August 1, 2013 (the “Bonus Agreement”); provided, however, that the BZF Releasing Parties’ rights and claims arising out of or relating to the Bonus Agreement, and any obligations of any NASCAR Released Party (including NASCAR SUB) thereunder, will be waived, released and discharged hereby only upon the consummation of, and only insofar as those rights and claims arise upon the consummation of, the transactions contemplated by the ISC Merger Agreement (in the form attached hereto as Exhibit A, including with respect to the terms and conditions thereof and the parties thereto, but irrespective of any amendments or changes thereto (even as may otherwise be contemplated or permitted by the ISC Merger Agreement) except as such amendments and changes do not result in any material change in the structure of such transactions or the parties thereto (excluding the addition or removal of majority-owned subsidiaries of New Holdco or NASCAR)) and the related restructurings of New Holdco, NASCAR and their respective Affiliates in connection therewith (including, for the avoidance of doubt, the acquisition of NASCAR by New Holdco or its wholly-owned subsidiaries, the conversion of NASCAR into (or merger of NASCAR with and into) a limited liability company that is wholly-owned, directly or indirectly, by New Holdco, and the contribution of shares of ISC Common Stock or entities (or equity interests thereof) that own shares of ISC Common Stock to New Holdco, in each case, in a transaction or series of related transactions); and provided further, however, that nothing contained herein releases or discharges any actions, causes of action, suits, proceedings, executions, judgments, duties, debts, dues, accounts, bonds, contracts, covenants (whether express or implied), claims or demands whatsoever, arising out of or relating to (i) any Party’s respective rights or obligations hereunder, under the WCF Agreement, under the agreements related to the Silver State Transaction and under the agreements related to the WOLP Transactions; (ii) any rights or claims which first arise after the applicable Party’s execution hereof (other than those arising under the Bonus Agreement in accordance with this Section 5.3); (iii) any acts or omissions constituting illegal conduct, fraud or embezzlement; (iv) any rights BZF or his Affiliates may have to indemnification or claim to have against the Releasees directors’ and officers’ liability insurance coverage from or through NASCAR, NASCAR SUB or any of them fortheir respective subsidiaries or Affiliates; or (v) any claims, uponcauses of action, demands, fees or liabilities of any kind whatsoever which cannot be waived by law. The BZF Releasing Parties and the NASCAR Releasing Parties, as applicable, hereby irrevocably agree not to assert, directly or indirectly, any claim or demand, or by reason to commence, institute or cause to be commenced or instituted, any proceeding of any circumstance, action, cause, or thing whatsoever which arises at kind against any time on or prior to the date of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Agreement, any of the Loan Documents NASCAR Released Party or any of the transactions hereunder or thereunderBZF Released Party, as applicable, based upon any matter released hereby. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) In consideration By execution of the agreements of Agent this Agreement, Borrowers acknowledge and Lenders contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached hereto, on behalf of itself and its successors and assigns, and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of and from all demands, confirm that they do not have any actions, causes of action, suitsdamages, damages and any and all other claims, counterclaimsobligations, defensesliabilities, rights costs, expenses and/or demands of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every any kind and nature, known or unknown, suspected or unsuspectedwhatsoever, at law or in equity, which any Releasing Party may now matured or hereafter ownunmatured, hold, have vested or claim contingent arising out of or relating to have against the Releasees or any of them for, upon, or by reason of any circumstance, action, cause, or thing whatsoever which arises at any time on or prior to the date of this Amendment, for or on account of, or in relation to, or in any way in connection with this AmendmentAgreement, the Credit AgreementAgreement or the other Loan Documents against any Released Party (as defined below), whether asserted or unasserted. Notwithstanding any other provision of any Loan Document, to the extent that such actions, causes of action, damages, claims, obligations, liabilities, costs, expenses and/or demands may exist, each Borrower voluntarily, knowingly, unconditionally and irrevocably, with specific and express intent, for and on behalf of itself, its managers, members, directors, officers, employees, stockholders, Affiliates, agents, representatives, accountants, attorneys, successors and assigns and their respective Affiliates (collectively, the “Releasing Parties”), hereby fully and completely releases and forever discharges Lender, its Affiliates and its and their respective managers, members, officers, employee, Affiliates, agents, representatives, successors, assigns, accountants and attorneys (collectively, the “Indemnified Persons”) and any other Person or insurer which may be responsible or liable for the acts or omissions of any of the Loan Documents Indemnified Persons, or who may be liable for the injury or damage resulting therefrom (collectively, with the Indemnified Persons, the “Released Parties”), of and from any and all actions, causes of action, damages, claims, obligations, liabilities, costs, expenses and demands of any kind whatsoever, at law or in equity, matured or unmatured, vested or contingent, that any of the transactions hereunder or thereunder. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction Releasing Parties has against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions Released Parties, arisiwng out of such releaseor relating to this Agreement, the Credit Agreement and the other Loan Documents which Releasing Parties ever had or now have against any Released Party, including, without limitation, any presently existing claim or defense whether or not presently suspected, contemplated or anticipated. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. For good and valuable consideration, including without limitation the payments provided by Article I, Seller, for and on behalf of Seller and Seller’s former and current heirs, executors, administrators, agents, representatives, attorneys, family members, decedents, dependents, affiliates, successors and assigns, hereby voluntarily, knowingly and willingly releases, acquits and forever discharges the Buyer and the Company and their former and current parents, subsidiaries, divisions, affiliates, predecessors, successors and assigns, and each of their current and former agents, employees, officers, directors, shareholders, members, trustees, heirs, joint venturers, attorneys, representatives, owners and servants, (acollectively, the “Buyer Entities”) In consideration from any and all claims, costs or expenses of any kind or nature whatsoever (collectively, “Claims”), whether known or unknown, foreseen or unforeseen, that Seller ever had, now has or may have based upon any matter, cause, fact or thing occurring from the beginning of time up to and including the date Seller executes this Agreement. Seller has not filed any Claim, lawsuit or charge against any of the agreements Buyer Entities. For good and valuable consideration, Buyer, for and on behalf of Agent Buyer’s former and Lenders contained herein current heirs, executors, administrators, agents, employees, representatives, attorneys, family members, decedents, dependents, affiliates, successors and for other assigns, hereby voluntarily, knowingly and willingly releases, acquits and forever discharges the Seller and his former and current parents, subsidiaries, divisions, affiliates, predecessors, successors and assigns, and each of their current and former agents, employees, officers, directors, shareholders, members, trustees, heirs, joint venturers, attorneys, representatives, owners and servants (collectively, the “Seller Entities”), from any and all claims, costs or expenses of any kind or nature whatsoever (collectively, “ Buyer Claims”), whether known or unknown, foreseen or unforeseen, that Buyer ever had, now has or may have based upon any matter, cause, fact or thing occurring from the beginning of time up to and including the date Buyer executes this Agreement. Buyer has not filed any Buyer Claim, lawsuit or charge against any of the Seller Entities. For good and valuable consideration, the receipt Company, for and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached hereto, on behalf of itself the Company’s former and its current heirs, executors, administrators, agents, employees, representatives, attorneys, family members, decedents, dependents, affiliates, successors and assigns, hereby voluntarily, knowingly and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably willingly releases, remises acquits and forever discharges Agentthe Seller Entities, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders from any and all such other Persons being hereinafter referred to collectively as the claims, costs or expenses of any kind or nature whatsoever (collectively, “Releasees” and individually as a “ReleaseeCompany Claims”), of and from all demands, actions, causes of action, suits, damages and any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, whether known or unknown, suspected foreseen or unsuspectedunforeseen, at law that the Company ever had, now has or in equity, which may have based upon any Releasing Party may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upon, or by reason of any circumstance, actionmatter, cause, fact or thing whatsoever which arises at any occurring from the beginning of time on or prior up to and including the date of the Company executes this AmendmentAgreement. The Company has not filed any Company Claim, for lawsuit or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Agreement, charge against any of the Loan Documents or any of the transactions hereunder or thereunderSeller Entities. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) In consideration Borrower hereby releases and forever discharges Lender and its parents, subsidiaries and affiliates, past or present, and each of them, as well as their respective directors, officers, agents, servants, employees, shareholders, representatives, attorneys, administrators, executors, heirs, assigns, predecessors and successors in interest, and all other persons, firms or corporations with whom any of the agreements former have been, are now, or may hereafter be affiliated, and each of Agent and Lenders contained herein and for other good and valuable considerationthem (collectively, the receipt “Releasees”), from and sufficiency against any and all claims, demands, liens, agreements, contracts, covenants, actions, suits, causes of action in law or equity, obligations, controversies, debts, costs, expenses, damages, judgments, orders and liabilities of whatever kind or nature in law, equity or otherwise, whether known or unknown, fixed or contingent, suspected or unsuspected by Borrower, and whether concealed or hidden (collectively, “Claims”), which Borrower now owns or holds or has at any time heretofore owned or held, which are hereby acknowledgedbased upon or arise out of or in connection with any matter, cause or thing existing at any time prior to the date hereof or anything done, omitted or suffered to be done or omitted at any time prior to the date hereof in connection with the Loan Agreement or the other Loan Documents (collectively the “Released Matters”). (b) Borrower represents, warrants and agrees, that in executing and entering into this release, it is not relying and have not relied upon any representation, promise or statement made by anyone which is not recited, contained or embodied in this Amendment, the Loan Agreement or the other Loan Documents. Borrower has reviewed this release with Borrower’s legal counsel, and understands and acknowledges the significance and consequence of this release and of the specific waiver thereof contained herein. Borrower understands and expressly assumes the risk that any fact not recited, contained or embodied therein may turn out hereafter to be other than, different from, or contrary to the facts now known to Borrower or believed by Borrower to be true. Nevertheless, Borrower intends by this release to release fully, finally and each Guarantor executing a Consent forever all Released Matters and Reaffirmation attached heretoagrees that this release shall be effective in all respects notwithstanding any such difference in facts, and shall not be subject to termination, modification or rescission by reason of any such difference in facts. (c) Borrower, on behalf of itself and its successors and successors, assigns, and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, other legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”representatives, hereby absolutely, unconditionally and irrevocably releasesirrevocably, remises covenants and forever discharges Agentagrees with each Releasee that it will not ▇▇▇ (at law, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of and from all demands, actions, causes of action, suits, damages and any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, known or unknown, suspected or unsuspected, at law or in equity, which in any Releasing Party may now regulatory proceeding or hereafter own, hold, have or claim to have against otherwise) any Releasee on the Releasees or any of them for, upon, or by reason basis of any circumstanceClaims released, actionremised and discharged by Borrower pursuant to this Section 9. If Borrower violates the foregoing covenant, causeBorrower agrees to pay, or thing whatsoever which arises at in addition to such other damages as any time on or prior to the date of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Agreement, any of the Loan Documents or any of the transactions hereunder or thereunder. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above Releasee may be pleaded sustain as a full result of such violation, all attorneys’ fees and complete defense to costs incurred by any Claim and may be used Releasee as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions result of such releaseviolation. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) In consideration of the agreements waivers and amendments set forth in this Amendment, each of Agent and Lenders contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached heretoParent, on behalf of itself themselves and its their respective subsidiaries, as well as their respective heirs, predecessors in interest, successors and assignsassigns (each individually, a “Releasing Party” and its present and former memberscollectively, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, ) hereby absolutely, unconditionally and irrevocably releases, remises acquits, forever discharges, and forever discharges covenants not to ▇▇▇, Administrative Agent, each Issuing Lender, Swing Line Lender and each Lender, along with all of their respective successors and assignsAffiliates, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessorsofficers, directors, officers, attorneysagents, employees, agentsand attorneys-in-fact, legal representatives as well as their respective heirs, predecessors in interest, successors and other representatives assigns (Agenteach individually, Lenders a “Released Party” and collectively, the “Released Parties”) from any and all such other Persons being hereinafter referred to collectively as claims, demands, debts, liabilities, contracts, agreements, obligations, accounts, defenses, investigations, proceedings, suits, offsets against the “Releasees” and individually as a “Releasee”), of and from all demandsindebtedness evidenced by the Loan Documents, actions, causes of action, suits, action or claims for damages and any and all other claims, counterclaims, defenses, rights or relief of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every whatever kind and or nature, whether equitable or monetary, whether known or unknown, suspected or unsuspected, at law unsuspected by Borrower or in equityParent, which Borrower, Parent, any Releasing Party Guarantor or any Subsidiary of any of them, ever had or now has, may now or hereafter own, hold, have or claim to have that may hereafter accrue against the Releasees or any of them forReleased Party, uponin each case, for or by reason of any circumstancematter, action, cause, cause or thing whatsoever which arises at any time arising or occurring on or prior to the date of this Amendment, for or on account of, or in relation to, or Amendment in any way relating to, in connection with this Amendmentwhole or in part, directly or indirectly (a) the Credit Agreement, any Note, any Security Document, any other Loan Document or the transactions evidenced thereby, including, without limitation, any disbursements under the Credit Agreement, any Notes, the negotiation of the Loan Documents or any of the transactions hereunder Credit Agreement, the Notes, the Mortgages or thereunder. the other Loan Documents, the terms thereof, or the approval, administration or servicing thereof, or (b) Borrower and each Guarantor understandsany notice of default, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense event of default in reference to any Claim and may be used as a basis for an injunction against Loan Document or any action, suit other matter pertaining to the collection or other proceeding which may be instituted, prosecuted or attempted in breach enforcement by any Released Party of the provisions of such release. indebtedness evidenced by any Loan Document or any right or remedy under any Loan Document, or (c) any purported oral agreements or understandings by and between any Released Party and Borrower or Parent in reference to any Loan Document (the “Released Claims”). The Releasing Parties understand and each Guarantor agrees acknowledge that no fact, event, circumstance, evidence or transaction which could now be asserted or which they may hereafter discover facts in addition to or different from those which they know or believe to be discovered true with respect to the Released Claims, but the Releasing Parties expressly acknowledge and agree that any such discovery shall not affect in the validity or enforceability of their release herein, including their release of any manner unknown claims that constitute Released Claims. The Releasing Parties acknowledge that the final, absolute foregoing waiver was separately bargained for and unconditional nature is a key element of the release set forth abovethis Amendment.

Release. (a) In consideration of the agreements of Agent and Lenders contained herein and for other good and valuable considerationEach Borrower, the receipt and sufficiency of which are hereby acknowledged, Borrower Parent and each Guarantor executing a Consent and Reaffirmation attached hereto, (on behalf of itself and its successors and assigns, Affiliates) and its successors-in-title, legal representatives and assignees and, to the extent the same is claimed by right of, through or under any of Borrowers, Guarantors or the Parent, for its past, present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, future employees, agents, legal representatives representatives, officers, directors, shareholders, and other representatives trustees (Borrowereach, each Guarantor a “Releasing Party” and all such other Persons being hereinafter referred to collectively as collectively, the “Releasing Parties” ”), does hereby remise, release and individually as a “Releasing Party”discharge, hereby absolutelyand shall be deemed to have forever remised, unconditionally released and irrevocably releasesdischarged, remises and forever discharges Agent, each Lender, the Agent and each of their respective successors and assignsthe Lenders, and their the Agent’s and each other Lender’s respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agentssuccessors-in-title, legal representatives and assignees, past, present and future officers, directors, affiliates, shareholders, trustees, agents, employees, consultants, experts, advisors, attorneys and other representatives (Agent, Lenders professionals and all other persons and entities to whom any of the foregoing would be liable if such other Persons being persons or entities were found to be liable to any Releasing Party, or any of them (each a “Releasee” and collectively hereinafter referred to collectively as the “Releasees” and individually as a or the “ReleaseeLender Parties”), from any and all manner of action and from all demands, actions, cause and causes of action, suitsclaims, damages and any and all other claimscharges, demands, counterclaims, defensessuits, rights reckonings, controversies, damages, judgments, expenses, executions, liens, claims of setliens, claims of costs, penalties, attorneys’ fees, or any other compensation, recovery or relief on account of any liability, obligation, demand or cause of action of whatever nature, whether in law, equity or otherwise (including, without limitation, any so called “lender liability” claims, interest or other carrying costs, penalties, legal, accounting and other professional fees and expenses and incidental, consequential and punitive damages payable to third parties, or any claims arising under 11 U.S.C. §§ 541-off550 or any claims for avoidance or recovery under any other federal, demands state or foreign law equivalent), whether known or unknown, fixed or contingent, joint and/or several, secured or unsecured, due or not due, primary or secondary, liquidated or unliquidated, contractual or tortious, direct, indirect, or derivative, asserted or unasserted, foreseen or unforeseen, suspected or unsuspected, now existing, heretofore existing or which may heretofore accrue against any of the Lender Parties solely in their capacities as such under the Loan Documents, whether held in a personal or representative capacity, and liabilities whatsoever which are based on any act, fact, event or omission or other matter, cause or thing; in each case of the foregoing occurring at or from any time prior to and including the date hereof in any way, directly or indirectly arising out of, connected with or relating to the Agreement or any other Loan Document and the transactions contemplated thereby, except for the duties and obligations expressly set forth in this Amendment or the other Loan Documents (individuallyeach, a “Claim” and collectively, the “Claims”) ). Each Releasing Party further hereby represents that it has received the advice of legal counsel with regard to the releases contained herein, and having been so advised stipulates and agrees with respect to all Claims, that it hereby waives any and all provisions, rights, and benefits conferred by any state or federal law of the United States, or any principle of common law, including, without limitation, the benefit of the provisions of Section 1542 of the Civil Code of California, which provides as follows: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH A CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER, MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” As to each and every kind claim released hereunder, each Borrower and natureeach Guarantor also waives the benefit of each other similar provision of applicable federal or state law (including without limitation the laws of the state of California), if any, pertaining to general releases after having been advised by its legal counsel with respect thereto. Each Borrower and each Guarantor acknowledges that it may hereafter discover facts different from or in addition to those now known or unknownbelieved to be true with respect to such claims, suspected or unsuspected, at law or in equity, which any Releasing Party may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upondemands, or by reason causes of action and agrees that this instrument shall be and remain effective in all respects notwithstanding any circumstance, action, cause, such differences or thing whatsoever which arises at any time on or prior to the date of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Agreement, any of the Loan Documents or any of the transactions hereunder or thereunder. (b) additional facts. Each Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) . Each Borrower and each Guarantor Guarantor, for itself and on behalf of its successors, assigns, and officers, directors, employees, agents and attorneys, and any Person acting for or on behalf of, or claiming through it, hereby absolutely, unconditionally and irrevocably, covenants and agrees with and in favor of each Releasee above that no factit will not ▇▇▇ (at law, eventin equity, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner regulatory proceeding or otherwise) any Releasee on the finalbasis of any claim released, absolute remised and unconditional nature of discharged by such Person pursuant to the release set forth aboveabove release.

Release. (a) In consideration of the agreements of Agent and Lenders contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached heretoEach Borrower, on behalf of itself and its successors and assignsaffiliates, and its present or their successors, assigns and former membersagents, shareholdershereby expressly forever waives, releases and discharges any and all claims (including, without limitation, cross-claims, counterclaims, and rights of setoff and recoupment), causes of action (whether direct or derivative in nature), demands, suits, costs, liabilities, responsibilities, disputes, obligations, expenses and damages (collectively, the “Claims”) any of them may have or allege to have as of the date of this Amendment (and all defenses that may arise out of any of the foregoing) of any nature, description, or kind whatsoever, based in whole or in part on facts, whether actual, contingent or otherwise, now known, unknown, or subsequently discovered, whether arising in law, at equity or otherwise, against either Lender or Holder, or any of their respective subsidiaries, affiliates, subsidiariesagents, divisionsprincipals, predecessorsmanagers, managing members, members, stockholders, “controlling persons” (within the meaning of the United States federal securities laws), directors, officers, employees, attorneys, employeesconsultants, advisors, agents, legal representatives trusts, trustors, beneficiaries, heirs, executors and other representatives administrators of each of the foregoing (Borrowercollectively, the “Released Parties”) arising out of the Existing Agreement, the Existing Loan Documents, the Existing Warrant Agreement, the Loan Agreement, the Loan Documents and any or all of the actions and transactions contemplated hereby or thereby, including any actual or alleged performance or non-performance of any of the Released Parties under the Existing Agreement, the Existing Loan Documents, the Existing Warrant Agreement, the Loan Agreement and the Loan Documents; provided that nothing in this Amendment shall be deemed to release Lender from any of its obligations under the Loan Agreement or Holder from any of its obligations under the Existing Warrant Agreement. Each Borrower hereby acknowledges that the agreements in this Section 6 are intended to be in full satisfaction of all or any alleged injuries or damages arising in connection with the Claims. In entering into this Amendment, each Guarantor Borrower expressly disclaims any reliance on any representations, acts, or omissions by any of the Released Parties and hereby agrees and acknowledges that the validity and effectiveness of the releases set forth above does not depend in any way on any such representation, acts and/or omissions or the accuracy, completeness, or validity thereof. The provisions of this Section 6 shall survive (i) the entry into the Loan Agreement and the Loan Documents, the payment in full of all Secured Obligations of Borrowers under or in respect of the Loan Agreement and the other Loan Documents and all such other Persons being hereinafter referred to collectively as amounts owing thereunder and the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each termination of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as Loan Documents and (ii) the “Releasees” and individually as a “Releasee”), exercise by Holder of and from all demands, actions, causes of action, suits, damages and any and all other claims, counterclaims, defenses, of its rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, known or unknown, suspected or unsuspected, at law or in equity, which any Releasing Party may now or hereafter own, hold, have or claim to have against under the Releasees or any of them for, upon, or by reason of any circumstance, action, cause, or thing whatsoever which arises at any time on or prior to the date of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Existing Warrant Agreement, any of the Loan Documents or any of the transactions hereunder or thereunder. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) In consideration of the agreements of Agent payments and Lenders contained herein benefits to be made under the Employment Agreement (the “Employment Agreement”), by and for other good among D▇▇▇ ▇▇▇▇▇▇▇ (“Executive”), FrontView REIT Inc., a Maryland corporation (the “REIT”), FrontView Operating Partnership LP, a Delaware limited partnership (the “Operating Company”), and valuable considerationthe Operating Company’s subsidiary, FrontView Employee Sub, LP, a Delaware limited liability company (together with the REIT and the Operating Company, the receipt and “Company”), the sufficiency of which are hereby acknowledgedExecutive acknowledges, Borrower Executive, with the intention of binding Executive and each Guarantor executing a Consent and Reaffirmation attached heretoExecutive’s heirs, on behalf of itself and its successors executors, administrators, and assigns, does hereby release, remise, acquit, and forever discharge the Company and each of its subsidiaries and Affiliates (the “Company Affiliated Group”), their present and former membersofficers, directors, executives, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officersagents, attorneys, employees, agents, legal representatives and other representatives employee benefit plans (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lenderfiduciaries thereof), and each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisionsthe successors, predecessors, directorsand assigns of each of the foregoing (collectively, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “ReleaseeCompany Released Parties”), of and from any and all demandsclaims, actions, causes of action, complaints, charges, demands, rights, damages, debts, sums of money, accounts, financial obligations, suits, damages and any and all other claimsexpenses, counterclaimsattorneys’ fees, defenses, rights of set-off, demands and liabilities whatsoever (individuallyof whatever kind or nature in law, a “Claim” equity, or otherwise, whether accrued, absolute, contingent, unliquidated, or otherwise and collectively, “Claims”) of every kind and nature, whether now known or unknown, suspected suspected, or unsuspected, at law that Executive, individually or in equityas a member of a class, which any Releasing Party may now or hereafter ownhas, hold, have or claim to have against the Releasees or any of them for, uponowns, or by reason of any circumstance, action, causeholds, or thing whatsoever which arises has at any time heretofore had, owned, or held, arising on or prior to the date of this Amendmenthereof, for or on account against any Company Released Party that arises out of, or in relation relates to, or in any way in connection with this Amendment, the Credit Employment Agreement, any of Executive’s employment with the Loan Documents Company or any of the transactions hereunder its subsidiaries and Affiliates, or thereunder. any termination of such employment, including claims for (bi) Borrower and each Guarantor understandsseverance or vacation benefits, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any actionunpaid wages, suit salary, or incentive payments, (ii) breach of contract, wrongful discharge, impairment of economic opportunity, defamation, intentional infliction of emotional harm, or other proceeding which may be institutedtort, prosecuted (iii) any violation of applicable state and local labor and employment laws (including, without limitation, all laws concerning unlawful and unfair labor and employment practices), and (iv) employment discrimination under any applicable federal, state, or attempted in breach local statute, provision, order, or regulation, and including, without limitation, any claim under Title VII of the provisions Civil Rights Act of such release. 1964 (c) Borrower “Title VII”), the Civil Rights Act of 1988, the Fair Labor Standards Act, the Americans with Disabilities Act (“ADA”), the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), the Age Discrimination in Employment Act (“ADEA”), and each Guarantor agrees that no factany similar or analogous state statute, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.excepting only:

Release. (a) In consideration As a material part of the agreements of Agent and Lenders contained herein and for other good and valuable considerationconsideration to Purchaser hereunder, the receipt Stockholder and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached heretothe Company, on behalf of itself and its successors officers, directors, shareholders, successors, and assigns, hereby fully, forever, and irrevocably waive, release, and discharge Purchaser, and its present and former membersofficers, directors, shareholders, affiliatessuccessors, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders from any and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”)claims, of and from all demands, actionslosses, obligations, damages, causes of action, suitsliens, damages costs, Liabilities and any and all other claimsliabilities, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, whether known or unknown, suspected or unsuspected, at law material or immaterial, of any and every kind or nature whatsoever that arise from or in equity, which any Releasing Party may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, uponconnection with, or are directly or indirectly related to: (a) the West Riverside Purchase Agreement and the Assignment Agreement, including any breaches or defaults by reason the West Riverside Sellers of any circumstancerepresentations, actionwarranties, causecovenants, or thing whatsoever which arises at any time on or prior to conditions, and agreements thereunder, (b) the date West Riverside Property and its use, including, without limitation, all potential shareholder actions, defects, inaccuracies, and inadequacies in the environmental, title, land use, water rights, legal, and other conditions of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Agreement, any of the Loan Documents or any of the transactions hereunder or thereunder. (b) Borrower West Riverside Property, and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower all statements and information made or provided by Purchaser or the West Riverside Sellers with respect to the West Riverside Purchase Agreement, as amended by the Assignment Agreement and/or the West Riverside Property. Each of the Stockholder and the Company hereby acknowledges that (i) he or it may hereafter discover facts different from or in addition to those known or believed to be true as of the Effective Date, First Closing Date, or (if applicable) the Second Closing Date, regarding the matters set forth in clauses (a), (b), and (c) of this Section (the “Released Matters”), (ii) the Stockholder’s and the Company’s agreement to fully, forever, and irrevocably waive, release, and discharge Purchaser, and each Guarantor agrees that no factof its officers, eventdirectors, circumstanceshareholders, evidence successors, and assigns, as set forth herein shall remain in full force and effect, notwithstanding the existence or transaction discovery of any such different or additional facts, and (iii) the Stockholder and the Company knowingly and voluntarily waive any and all rights under any applicable federal, state, local, or other laws which could now be asserted do, or which may hereafter be discovered shall affect would or might in any manner or to any extent, negatively effect the final, absolute and unconditional nature validity or enforceability of all or any part of the release releases set forth abovein this Section 4.6. In furtherance of the foregoing, each of the Stockholder and the Company acknowledges that he or it is familiar with, and hereby waives and relinquishes any rights and benefits which he or it has or may have under, Section 1542 of the California Civil Code, which provides: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.

Release. (a) In consideration of the agreements of Agent and Lenders contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached hereto, The Releasor makes this Release on behalf of itself the Releasor and its successors and the Releasor’s successors, assigns, heirs, beneficiaries, executors, administrators, creditors, representatives, agents and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives Affiliates (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” ”). The Release is given to the Company and individually as a “Releasing Party”its parents, hereby absolutelysubsidiaries, unconditionally and irrevocably releasesAffiliates, remises and forever discharges Agent, each Lenderpartners, and each of their respective successors and assignspredecessors, successors, and assigns and each and all of their respective past, present and former shareholdersor future members, affiliates, subsidiaries, divisions, predecessorsofficers, directors, officersequity holders, trustees, representatives, employees, principals, agents, insurers, partners, lenders, attorneys, employees, agents, legal representatives and other representatives advisors; and any employee benefit plan established or maintained by the foregoing entities and their plan administrators (Agentcollectively, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “ReleaseeReleased Parties”). In consideration of the promises and covenants set forth herein and in the Employment Agreement, Releasor hereby fully, finally and irrevocably releases, acquits and forever discharges the Released Parties forever and unconditionally of and from any and all demandscommitments, actions, debts, sums of money, claims, counterclaims, suits, causes of action, suitsdamages, damages penalties, demands, liabilities, obligations, costs, expenses, contracts, covenants, controversies, agreements, promises, judgments and any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) compensation of every kind and naturenature whatsoever, known past, present or unknown, suspected or unsuspectedfuture, at law or in equity, whether known or unknown, contingent or otherwise, existing or claimed to exist, which such Releasing Parties, or any Releasing Party of them, had, has or may now or hereafter ownhave had at any time arising from the beginning of time through the date Releasor signs this Release, hold, have or claim to have against the Releasees Released Parties, or any of them, including those relating to or arising out of or from the Employment Agreement or the Releasor’s service as an employee, officer and/or director of the Company and the Releasor’s termination of employment thereof (the “Claims”). The Claims include Claims for (a) the payment of Base Salary; Bonus; employee benefits; lost wages or benefits; any other compensation or benefits; compensatory damages; punitive damages; penalties; attorneys’ fees or costs; equitable relief; or any other form of damages or relief; (b) any discrimination claim based on race, religion, color, national origin, age, sex, sexual orientation or preference, disability, or other protected classification under the federal, state, municipal, or local laws of employment, including those arising under the common law, and any alleged violation of the Age Discrimination and Employment Act of 1967 (“ADEA”), the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, the Equal Pay Act, the Civil Rights Act of 1991, Americans With Disabilities Act, the Employee Retirement Income Security Act of 1974, the Fair Labor Standards Act, the Family and Medical Leave Act, the Occupational Safety and Health Act, or the Worker Adjustment and Retraining Notification Act, all as amended, and any other law; (c) wrongful termination, back pay, or future wage loss; (d) any other claim, whether in tort, contract or otherwise; and/or (e) any claim for costs, fees or other expenses, including attorneys’ fees. Nothing herein shall be deemed to release the Released Parties or any of them forhereunder from and the term “Claim” shall exclude (i) any claims or - 2 –[correct pagination] DM_US 156368491-1.103640.0013 |US-DOCS\126616667.2|| other rights that either Party may have arising from a breach by the other Party of its obligations set forth in this Release, upon(ii) any claim, right or by reason remedy of any circumstanceof the Releasing Parties under, action, cause, or thing whatsoever which arises at any time on or prior to the date of this Amendment, for or on account of, or in relation related to, arising out of or in any way in connection with this Amendment, the Credit Agreement, any provisions of the Loan Documents Employment Agreement that survive the termination of the Releasor’s employment, or any of the transactions hereunder or thereunder. Released Parties’ obligations under any such agreements in this subsection (bii), (iii) Borrower and each Guarantor understands, acknowledges and agrees that the release Company’s obligations to make the Severance Payments set forth above may in the Employment Agreement or to provide benefits under any other plan of the Company, or (iii) any claims or rights that cannot be pleaded waived or released as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach matter of the provisions of such releaselaw. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. Except in regard to your rights under the Share Exchange Agreement, this Agreement, and the Related Agreements (a) In consideration of the agreements of Agent if any), you, for and Lenders contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached hereto, on behalf of itself yourself and its successors your predecessors, successors, heirs, executors, administrators, beneficiaries, legatees and assignsassigns (collectively, the “Releasors”) hereby knowingly, fully, unconditionally, irrevocably and completely forever release and discharge Kannalife, the Company, each “Affiliate” (within the meaning of Rule 405 promulgated under the Securities Act of 1933, as amended) of Kannalife, the Company, and its direct and indirect subsidiaries (together, the “Companies”) and each of the Companies’ respective past or present and former stockholders, partners, members, shareholdersofficers, affiliatesdirectors, consultants, attorneys, subsidiaries, divisions, predecessors, directors, officers, attorneys, employeesAffiliates, agents, legal advisors, representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, employees and each of their respective successors and assignsheirs, and their respective present and former shareholders, affiliates, subsidiaries, divisionsexecutors, predecessors, directorssuccessors, officersadministrators, attorneysbeneficiaries, employeeslegatees and assigns (collectively, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), from, and agree not to s▇▇ any of the Releasees with respect to, any and from all demandsclaims, actions, causes of action, suits, damages and any and all other claimsdebts, counterclaimsdues, sums of money, accounts, reckonings, covenants, contracts, controversies, agreements, promises, variances, trespasses, damages, judgments, expenses, executions, affirmative defenses, rights of set-off, demands and other obligations or liabilities whatsoever whatsoever, in law or equity, whether known or unknown, past or present, asserted or unasserted, suspected or unsuspected, fixed or contingent (individually, a “Claim” and collectively, “Claims”) of every kind and nature, known or unknown, suspected or unsuspected, at law or in equity), which any Releasing Party may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upon, or by reason of any circumstance, action, cause, or thing whatsoever which arises at any time on or prior to the date of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Agreement, any of the Loan Documents you or any of the transactions hereunder Releasors ever had, now have or thereunder. may ever have had against any of Releasees from the beginning of the world until the Effective Date (b) Borrower and each Guarantor understandsas defined in Section 7 below), acknowledges and agrees provided, however, that the foregoing shall not release set forth above may be pleaded as a full any Releasee from any obligation of any Releasee to the undersigned Participating Stockholder under any provision of the Share Exchange Agreement, this Agreement or any Related Agreements. With the exception of the rights and complete defense obligations created by this Agreement or expressly reserved under this Agreement, it is the intent of the parties to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of waive the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature § 1542 of the release set forth above.California Civil Code, which provide as follows:

Release. (a) In consideration From and after the Effective Time of the agreements of Agent Merger, Shareholder on Shareholder’s own behalf and Lenders contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached hereto, on behalf of itself and its successors and assignsShareholder’s past, and its present and former members, shareholders, future affiliates, subsidiaries, divisions, predecessors, directors, officersagents, attorneys, employeesadministrators, agentsheirs, legal representatives executors, spouses, trustees, beneficiaries, representatives, successors and other representatives assigns claiming by or through Shareholder (Borrowercollectively, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing PartyRelated Persons”), hereby absolutely, unconditionally and irrevocably releasesRELEASES and FOREVER DISCHARGES (the “Release”) Company, remises and forever discharges Agent, each Lender, and each of their respective successors and assigns, Heritage Bank and their respective present and current or former shareholders, affiliates, subsidiaries, divisionssubdivisions, predecessorsofficers, directors, officersemployees, attorneysmanagers, employeespartners, principals, advisors, agents, legal representatives and stockholders, members, investors, equity holders or other representatives (Agentincluding attorneys, Lenders accountants, consultants, bankers and financial advisors), successors (including Parent and Citizens), predecessors or assigns (each, a “Released Party” and collectively, the “Released Parties”) from the following (collectively, the “Releasing Party Claims”): any and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”claims, demands, allegations, assertions, complaints, controversies, charges, duties (fiduciary or otherwise), breaches of and from all demandsduties, actionsgrievances, rights, causes of action, actions, suits, damages liabilities, debts, obligations, promises, commitments, agreements, guarantees, endorsements, duties, damages, costs, losses, debts and expenses (including attorneys’ fees and costs incurred) of any nature whatsoever (whether direct or indirect, known or unknown, disclosed or undisclosed, matured or unmatured, accrued or unaccrued, asserted or unasserted, absolute or contingent, determined or conditional, express or implied, fixed or variable and whether vicarious, derivative, joint, several or secondary) relating to the Released Parties, including, without limitation, any and all other claimsactions, counterclaimsactivities, defensesassets, rights liabilities and the ownership of set-offany securities, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, whether known or unknown, suspected or unsuspected, absolute or contingent, direct or indirect or nominally or beneficially possessed or claimed by S▇▇▇▇▇▇▇▇▇▇, whether the same be in administrative proceedings, in arbitration, at law law, in equity or in equitymixed, which any Releasing Party may Shareholder ever had, now has or hereafter own, hold, have or claim to may have against any or all of the Releasees or any of them forReleased Parties, upon, or by reason in respect of any circumstanceand all agreements, action, cause, liabilities or thing whatsoever which arises at any time obligations entered into or incurred on or prior to the date of this Amendment, for or on account ofhereof, or in relation respect of any event occurring or circumstances existing on or prior to the date hereof, whether or not relating to claims pending on, or asserted after, the date hereof; provided, however, that the foregoing release does not extend to, include or restrict or limit in any way, and each Releasing Party hereby reserves such Releasing Party’s rights, if any, and the right of the other Releasing Parties, if any, to pursue any and all Releasing Party Claims that such Releasing Party may now or in the future have solely on account of (a) any way in connection with this Amendmentexisting rights of such Releasing Party under any severance agreement, the Credit Agreement, any employment agreement or other employee benefit plan of the Loan Documents Company Parties of which Shareholder is a party or any of the transactions hereunder or thereunder. is otherwise a beneficiary thereof, (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis rights or claims for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach benefits under benefit plans of the provisions Company Parties (or their successors) (including, without limiting the generality of such release. the foregoing, COBRA benefits and rights to account balances, earnings thereon and forfeiture allocations), (c) Borrower and each Guarantor agrees that no factrights under any applicable workers’ compensation statutes arising out of compensable job related injuries, event(d) any claims relating to salary, circumstancevacation pay or other compensation received in the ordinary course of business consistent with past practice, evidence (e) any rights to indemnification for serving as an officer, director, agent or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature employee of the release set forth aboveCompany Parties or any affiliates of the Company Parties, or serving at the request of the Company Parties as a trustee or fiduciary of any benefit plan, provided that such rights exist as a matter of law or contract or pursuant to the corporate documents of such applicable company, (f) any rights under the Merger Agreement to the Merger Consideration and (g) any claim which, as a matter of applicable Law, cannot be released.

Release. (a) In consideration Seller hereby, for itself and on behalf of the agreements all of Agent its past and Lenders contained herein present Affiliates and for other good Representatives, and valuable considerationeach of their respective beneficiaries, Affiliates, successors, assigns and Representatives (collectively, with Seller, the receipt “Releasors”), fully and sufficiency of which are hereby acknowledgedunconditionally releases, Borrower acquits and forever discharges Buyer and each Guarantor executing of its past, present and future Affiliates and Representatives, and each of their respective beneficiaries, Affiliates, successors, assigns and Representatives (collectively, the “Releasees”), from any and all manner of Actions, Liabilities debts, damages, costs, losses, expenses (including attorneys’ and other professional fees and expenses), sums of money, accounts, bonds, bills, covenants, compensation, contracts, controversies, omissions, promises, variances, trespasses, judgments, executions or other relief, whether known or unknown, matured or unmatured, suspected or unsuspected, fixed, contingent or otherwise, whether in law or equity, which such Releasor ever had as of or prior to the date hereof against any Releasee (collectively, the “Released Matters”). Notwithstanding anything to the contrary in this Section 9.17(a), Actions expressly permitted to be brought under the terms of this Agreement or any Other Agreement and matters that cannot be released as a Consent and Reaffirmation attached heretomatter of Law are expressly excluded from “Released Matters”. (b) Seller, on behalf of itself and its successors and assigns, and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as of the “Releasing Parties” and individually as a “Releasing Party”Releasors, hereby absolutelyirrevocably covenants to refrain from, unconditionally and irrevocably releasesdirectly or indirectly, remises and forever discharges Agentasserting any claim or demand or commencing, each Lenderinstituting or causing to be commenced, and each any Action of their respective successors and assignsany kind against any Releasee, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of and from all demands, actions, causes of action, suits, damages and any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, known or unknown, suspected or unsuspected, at law or in equity, which any Releasing Party may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, based upon, or by reason of any circumstance, action, cause, or thing whatsoever which arises at any time on or prior to the date of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Agreement, or arising from any of the Loan Documents or any of the transactions hereunder or thereunder. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit Released Matter or other proceeding which may matter released or purported to be instituted, prosecuted or attempted in breach of the provisions of such releasereleased pursuant to Section 9.17(a). (c) Borrower Seller represents and agrees that it (i) fully understands its rights to discuss all aspects of this Agreement, including this Section 9.17, with its attorneys, (ii) has availed itself of this right, (iii) has carefully read and fully understands all of the terms of this Agreement, including this Section 9.17, (iv) has not transferred or assigned any rights or claims that it is hereby purporting to release herein, (v) is voluntarily, and with proper and full authority, entering into this Agreement, and (vi) has had a reasonable period of time to consider the provisions of this Agreement and this Section 9.17, and that it has considered them carefully before executing this Agreement. (d) Seller acknowledges that the Laws of many states, including California, provide substantially the following: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, AND THAT IF KNOWN BY HIM OR HER WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.” Seller acknowledges that such provisions are designed to protect a person or entity from waiving claims that he, she or it does not know exist or may exist. Nonetheless, S▇▇▇▇▇ agrees, on behalf itself and each Guarantor of the Releasors, that Seller, on behalf of itself and the Releasors, shall be deemed to waive any such provision. (e) The Parties acknowledge and agree that a breach of any other agreement between the Parties or any of the Releasees shall not affect the validity of this Section 9.17. Without limiting the foregoing, in the event of any claim, judgment, award, or order in favor of any Party, now or at any time in the future, regardless of the basis therefor, this Section 9.17 shall not be affected in any manner by such claim, judgment, award, or order, and each Party hereby irrevocably renounces, relinquishes, waives, abandons, and otherwise agrees that no factsuch claim, eventjudgment, circumstanceaward, evidence or transaction which could now be asserted or which may hereafter be discovered order shall affect in any manner the final, absolute and unconditional nature of the release set forth aboveway affect this Section 9.17.

Release. (a) In consideration of the agreements of Agent The Holder, on its own behalf and Lenders contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached hereto, on behalf of itself and its successors and assigns, and its past or present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneysmanagers, employees, principals, agents, legal representatives representatives, attorneys, partners, predecessors, successors, assigns, beneficiaries, parents, subsidiaries, affiliates, divisions, owners, co-owners, heirs, administrators and other representatives executors (Borrowercollectively, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing PartyReleasors”), hereby hereby: (a) generally, completely, absolutely, unconditionally and irrevocably releases, remises acquits, and forever discharges Agentthe Company, each Lenderits affiliates and subsidiaries, and each of their respective successors and assigns, and their respective past or present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneysmanagers, employees, principals, agents, legal representatives representatives, attorneys, partners, predecessors, successors, assigns, beneficiaries, parents, subsidiaries, affiliates, divisions, owners, co-owners, heirs, administrators and other representatives executors (Agentcollectively, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), ) of and from any and all obligations, claims and causes of action of every nature and description (including all demands, actions, causes of actionproceedings, suits, damages debts, liabilities, losses, fees, penalties, judgments, settlements, attorneys’ fees or costs and any and all other claimsdamages, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”expenses or costs) of every kind and whatever nature, regardless of whether presently known or unknown, suspected pending or unsuspectedfuture, certain or contingent, accrued or unaccrued, at law or in equityequity that the Releasors had, which any Releasing Party may now or hereafter own, hold, have or claim to hereinafter may have against the Releasees Releasees, or any of them forarising out of or in connection with the Additional Return Agreement and any rights or obligations set forth therein, uponincluding any rights of the Releasors to receive the Returns and the Company’s obligations, or including any payment obligations, in respect of any unpaid Returns, by reason of any circumstance, action, cause, acts or thing whatsoever which arises at any time on or prior to the date of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Agreement, any of the Loan Documents or any of the transactions hereunder or thereunder.omissions whatsoever; and (b) Borrower irrevocably covenants to refrain from, directly or indirectly, asserting any claim or demand, or commencing, instituting, participating or causing to be commenced or instituted, any lawsuit or action of any type against any of the Releasees arising out of or in connection with the Additional Return Agreement and each Guarantor understands, acknowledges and agrees that the release any rights or obligations set forth above may be pleaded as therein, including any rights of the Releasors to receive the Returns and the Company’s obligations, including any payment obligations, in respect of any unpaid Returns, either through a full and complete defense to any Claim and may be used as a basis for an injunction against any class action, suit derivative action or other proceeding which may be instituteddirect action, prosecuted based on any acts or attempted in breach of the provisions of such release.omissions whatsoever; and (c) Borrower waives any and each Guarantor agrees that no factall claims and demands whatsoever against the Releasees arising out of or in connection with the Additional Return Agreement and any rights or obligations set forth therein, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in including any manner the final, absolute and unconditional nature rights of the release set forth aboveReleasors to receive the Returns and the Company’s obligations, including any payment obligations, in respect of any unpaid Returns.

Release. (a) In consideration Each of the agreements of Agent and Lenders contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached heretoBZF Trustee, on behalf of itself itself, its assigns and its successors and assignssuccessors-in-interest under this Agreement, and its present and former membersBZF, shareholderson behalf of himself, affiliateshis heirs, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal his personal representatives and other representatives his successors-in-interest under this Agreement (Borrowercollectively, each Guarantor and all such other Persons being hereinafter referred to collectively as the “BZF Releasing Parties” and individually as a “Releasing Party”), hereby absolutely, irrevocably and unconditionally and irrevocably releases, remises releases and forever discharges AgentNASCAR, each LenderNew Holdco, the Company, JCF and LDK and each of their respective successors Affiliates and assigns, and each of their respective present current and former shareholders, affiliates, subsidiaries, divisions, predecessorsofficers, directors, employees, partners, managers, members, advisors, financial advisors, lenders, successors and assigns (collectively, the “NASCAR Released Parties”), and (b) each of NASCAR, New Holdco, the Company, JCF and LDK and each of their respective Affiliates and each of their respective current and former officers, attorneysdirectors, employees, agentspartners, legal managers, members, advisors, financial advisors, lenders, successors and assigns (collectively, the “NASCAR Releasing Parties”), hereby irrevocably and unconditionally releases and forever discharges the BZF Trustee, its assigns and successors-in-interest under this Agreement, and BZF and his heirs, his personal representatives and other representatives his successors-in-interest under this Agreement (Agentcollectively, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “ReleaseeBZF Released Parties”), in each case, of and from any and all demands, actions, causes of action, suits, damages proceedings, executions, judgments, duties, debts, dues, accounts, bonds, contracts and any covenants (whether express or implied), and all other claims, counterclaims, defenses, rights of set-off, claims and demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, known or unknown, suspected or unsuspected, at whether in law or in equityequity which the BZF Releasing Parties or the NASCAR Releasing Parties, which as applicable, may have against any Releasing Party may of the NASCAR Released Parties or the BZF Released Parties, as applicable, now or hereafter ownin the future, holdin each case, in respect of any cause or matter arising from or relating in any way to the BZF Company Shares, BZF’s prior employment with NASCAR, National Association For Stock Car Auto Racing, Inc., a Florida corporation (“NASCAR SUB”), or their respective Affiliates (or the termination thereof), and that certain Sale Transaction Bonus Agreement between BZF and NASCAR SUB, dated August 1, 2013 (the “Bonus Agreement”); provided, however, that the BZF Releasing Parties’ rights and claims arising out of or relating to the Bonus Agreement, and any obligations of any NASCAR Released Party (including NASCAR SUB) thereunder, will be waived, released and discharged hereby only upon the consummation of, and only insofar as those rights and claims arise upon the consummation of, the transactions contemplated by the ISC Merger Agreement (in the form attached hereto as Exhibit A, including with respect to the terms and conditions thereof and the parties thereto, but irrespective of any amendments or changes thereto (even as may otherwise be contemplated or permitted by the ISC Merger Agreement) except as such amendments and changes do not result in any material change in the structure of such transactions or the parties thereto (excluding the addition or removal of majority-owned subsidiaries of New Holdco or NASCAR)) and the related restructurings of New Holdco, NASCAR and their respective Affiliates in connection therewith (including, for the avoidance of doubt, the acquisition of NASCAR by New Holdco or its wholly-owned subsidiaries, the conversion of NASCAR into (or merger of NASCAR with and into) a limited liability company that is wholly-owned, directly or indirectly, by New Holdco, and the contribution of shares of ISC Common Stock or entities (or equity interests thereof) that own shares of ISC Common Stock to New Holdco, in each case, in a transaction or series of related transactions); and provided further, however, that nothing contained herein releases or discharges any actions, causes of action, suits, proceedings, executions, judgments, duties, debts, dues, accounts, bonds, contracts, covenants (whether express or implied), claims or demands whatsoever, arising out of or relating to (i) any Party’s respective rights or obligations hereunder, under the WCF Agreement, under the agreements related to the Silver State Transaction and under the agreements related to the WOLP Transactions; (ii) any rights or claims which first arise after the applicable Party’s execution hereof (other than those arising under the Bonus Agreement in accordance with this Section 5.3); (iii) any acts or omissions constituting illegal conduct, fraud or embezzlement; (iv) any rights BZF or his Affiliates may have to indemnification or claim to have against the Releasees directors’ and officers’ liability insurance coverage from or through NASCAR, NASCAR SUB or any of them fortheir respective subsidiaries or Affiliates; or (v) any claims, uponcauses of action, demands, fees or liabilities of any kind whatsoever which cannot be waived by law. The BZF Releasing Parties and the NASCAR Releasing Parties, as applicable, hereby irrevocably agree not to assert, directly or indirectly, any claim or demand, or by reason to commence, institute or cause to be commenced or instituted, any proceeding of any circumstance, action, cause, or thing whatsoever which arises at kind against any time on or prior to the date of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Agreement, any of the Loan Documents NASCAR Released Party or any of the transactions hereunder or thereunderBZF Released Party, as applicable, based upon any matter released hereby. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) Each of the Borrowers and the Guarantors may have certain Claims against the Released Parties, as those terms are defined below, regarding or relating to the Credit Agreement or the other Loan Documents. The Agent, the Lenders, the Borrowers and the Guarantors desire to resolve each and every one of such Claims in conjunction with the execution of this Amendment and thus each of the Borrowers and the Guarantors makes the releases contained in this Section 5. In consideration of the agreements of Agent and the Lenders contained herein entering into this Amendment and for other good agreeing to substantial concessions as set forth herein, each of the Borrowers and valuable consideration, the receipt Guarantors hereby fully and sufficiency unconditionally releases and forever discharges each of which are hereby acknowledged, Borrower the Agent and each Guarantor executing a Consent and Reaffirmation attached hereto, on behalf of itself and its successors and assignsthe Lenders, and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, their respective directors, officers, employees, subsidiaries, branches, affiliates, attorneys, employees, agents, legal representatives representatives, successors and other representatives (Borrower, each Guarantor assigns and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” persons, firms, corporations and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each organizations acting on any of their respective successors and assignsbehalves (collectively, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”"Released Parties"), of and from any and all demandsclaims, actionsallegations, causes of action, suits, damages and any and all other claims, counterclaims, defenses, rights of set-off, costs or demands and liabilities whatsoever (individuallyliabilities, a “Claim” and collectively, “Claims”) of every whatever kind and or nature, from the beginning of the world to the date on which this Amendment is executed, whether known or unknown, liquidated or unliquidated, fixed or contingent, asserted or unasserted, foreseen or unforeseen, matured or unmatured, suspected or unsuspected, at law anticipated or in equityunanticipated, which any Releasing Party may now the Borrowers or the Guarantors has, had, claims to have had or hereafter own, hold, have or claim claims to have against the Releasees or any of them for, upon, or Released Parties by reason of any circumstance, action, causeact or omission on the part of the Released Parties, or thing whatsoever which arises at any time on or of them, occurring prior to the date on which this Amendment is executed, including all such loss or damage of any kind heretofore sustained or that may arise as a consequence of the dealings among the parties up to and including the date on which this AmendmentAmendment is executed, for including the administration or on account ofenforcement of the Advances, or in relation to, or in any way in connection with this Amendmentthe Obligations, the Credit Agreement, Agreement or any of the Loan Documents or any (collectively, all of the transactions hereunder foregoing, the "Claims"). Each of the Borrowers and the Guarantors represents and warrants that it has no knowledge of any claim by it against the Released Parties or thereunder. (b) Borrower of any facts or acts of omissions of the Released Parties which on the date hereof would be the basis of a claim by the Borrowers or the Guarantors against the Released Parties which is not released hereby. Each of the Borrowers and each Guarantor understands, acknowledges the Guarantors represents and agrees warrants that the release set forth above may be pleaded as foregoing constitutes a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach release of the provisions of such releaseall Claims. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) In For and in consideration of the agreements of Agent and Lenders contained herein payment to be made and for other good and valuable considerationconsideration to be provided to Employee pursuant to this Agreement, the receipt and sufficiency of which are hereby acknowledgedEmployee, Borrower and each Guarantor executing a Consent and Reaffirmation attached heretofor himself, on behalf of itself and its his heirs, executors, administrators, trustees, legal representatives, successors and assignsassigns (hereinafter, collectively referred to as "Releasors"), hereby forever releases and discharges the Company and any of its past, present or future parent entities, and its present and former membersall of the partners, shareholderssubsidiaries, affiliates, subsidiaries, divisions, predecessorsemployee benefit and/or pension plans or funds, successors and assigns of each and any of its or their past, present or future directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrowertrustees, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneysadministrators, employees, agents, legal representatives and other representatives or assigns (Agent, Lenders whether acting as agents for the Company or in their individual capacities) (hereinafter collectively referred to as "Releasees") from any and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”)claims, of and from all demands, actions, causes of action, suits, damages and any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities of any kind whatsoever (individuallyupon any legal or equitable theory, a “Claim” and collectivelywhether contractual, “Claims”) of every kind and naturecommon-law, statutory, federal, state, local, or otherwise), whether known or unknown, suspected by reason of any act, omission, transaction or unsuspectedoccurrence which Releasors ever had, at law or in equity, which any Releasing Party may now have or hereafter owncan, hold, have shall or claim to may have against Releasees up to and including the Termination Date. Without limiting the generality of the foregoing, Releasors hereby release and discharge Releasees from: (a) any and all claims relating to Employee's employment ("employment" in this Agreement refers to any remunerative relationship, including without limitation, any form of independent contractor or consultant relationship); (b) any and all claims of them employment discrimination, harassment and/or retaliation under any federal, state or local statute or ordinance, including without limitation, any and all claims under Title VII of the Civil Rights Act, the Age Discrimination in Employment Act, the Fair Labor Standards Act, the Family and Medical Leave Act, the Americans with Disabilities Act, the Employee Retirement Income Security Act, the New York State Executive Law, the New York City Administrative Code; (c) any and all claims for tortious conduct, wrongful discharge and/or breach of employment contract or commission agreement; and (d) any all claims for attorney's fees, costs, disbursements and the like which Employee ever had, now has or hereafter can, shall or may have against Releasees for, upon, upon or by reason of any circumstanceact, actionomission, cause, transaction or thing whatsoever which arises at any time on or prior occurrence up to and including the date of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Agreement, any of the Loan Documents or any of the transactions hereunder or thereunderTermination Date. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) In consideration Subject to Section 7.8 and excluding, in all instances, any claims relating to or arising out of this Agreement, the Ancillary Documents and the transactions contemplated thereby (in all cases to the extent expressly provided in ARTICLE X below), effective as of the agreements Closing, (i) each Designated Stockholder, solely in its capacity as an equityholder of Agent the Company and Lenders contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached heretosolely as it relates to matters arising in connection therewith, on behalf of itself and its successors and successors, assigns, heirs, beneficiaries, creditors, Agents, trustees and Affiliates (the “Stockholder Releasing Parties”), and (ii) each of the Purchaser, the Company, and each of the Company’s Subsidiaries, on behalf of itself and its present respective successors, assigns, creditors, Agents, trustees, and former membersAffiliates (the “Company Releasing Parties” and together with the Stockholder Releasing Parties, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”), hereby absolutelyfully, unconditionally finally and irrevocably releases, remises acquits and forever discharges Agent(x) in the case of the Stockholder Releasing Parties, the Purchaser, the Company and each of its Subsidiaries and Special Affiliates and each such Person’s successors, assigns, Affiliates and Agents (the “Company Released Parties”), and (y) in the case of the Company Releasing Parties, each LenderManagement Stockholder (as relates to such Management Stockholder’s capacity as an equityholder, officer, director, manager and employee of the Company or any of its Subsidiaries), each Designated Stockholder (solely as it relates to such Designated Stockholder’s capacity as an equityholder of the Company), each other officer, director and manager of the Company or any of its Subsidiaries in any such capacity, and each of their respective successors and such foregoing Person’s successors, assigns, beneficiaries, heirs, executors, personal or legal representatives, Affiliates and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives Agents (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “ReleaseesStockholder Released Parties,” and individually as a collectively, the “ReleaseeReleased Parties”), of and from any and all demandscommitments, actions, debts, claims, counterclaims, suits, causes of action, suitsdamages, damages demands, and any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) compensation of every kind and naturenature whatsoever, past, present or future, whether known or unknown, contingent or otherwise, suspected or unsuspected, at law or in equity, which the Stockholder Releasing Parties, or any of them, on the one hand, and which the Company Releasing Party Parties, or any of them, on the other hand, had, has or may now or hereafter ownhave had at any time in the past until and including the Closing Date, hold, have or claim to have against the Releasees Company Released Parties, or any of them for, upon(in the case of the Stockholder Releasing Parties and solely in their capacity as equityholders of the Company and solely as relates to matters arising in connection therewith), or by reason the Stockholder Released Parties, or any of them (in the case of the Company Releasing Parties and solely (x) with respect to each Management Stockholder, in his capacity as an equityholder, officer, director, manager and employee of the Company or any of its Subsidiaries, (y) with respect to each Designated Stockholder, in such Designated Stockholder’s capacity as an equityholder of the Company and (z) with respect to each other officer, director and manager of the Company or any of its Subsidiaries, in any such capacity), which relate to or arise out of any circumstance, action, cause, such Released Party’s prior or thing whatsoever which arises at any time on or prior to existing relationship with the date of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit AgreementCompany, any of the Loan Documents its Subsidiaries or any of their respective predecessors or Affiliates and including claims pending on, or asserted after, the transactions hereunder Closing Date (collectively, “Causes of Action”). For the sake of clarity, Causes of Action shall not include and may be made against (without the foregoing serving to release) (i) any of the current or thereunderformer directors, officers or employees of the Company or any of its Subsidiaries from any Liability such Persons may have to the Company or any Subsidiary as a result of such Person’s deliberate fraud, intentional misconduct, embezzlement, larceny, misappropriation or similar crimes and misdemeanors or (ii) the Company or any of its Subsidiaries for any wages, accrued benefits or similar amounts owed to any employee of the Company or any of its Subsidiaries through the Closing Date. (b) Borrower Each Stockholder Releasing Party and each Guarantor understandsCompany Releasing Party, acknowledges as the case may be, hereby represents to the Company Released Parties (in the case of each Stockholder Releasing Party) and agrees to the Stockholder Released Parties (in the case of each Company Releasing Party) that such Releasing Party (i) has not assigned any Causes of Action against such Released Party, (ii) fully intends to release all Causes of Action against such Released Parties including unknown and contingent Causes of Action, and (iii) has consulted with counsel with respect to the release set forth above may be pleaded as a full execution and complete defense to any Claim delivery of this Release and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach has been fully apprised of the provisions of such releaseconsequences hereof. (c) Borrower Each Stockholder Releasing Party and each Guarantor Company Releasing Party, as the case may be, hereby irrevocably covenants to refrain from, directly or indirectly, asserting any claim or demand, or commencing, instituting or causing to be commenced, any proceeding of any kind against any of the Company Released Parties (in the case of each Stockholder Releasing Party) and any of the Stockholder Released Parties (in the case of each Company Releasing Party), based upon any Causes of Action. Each Stockholder Releasing Party and each Company Releasing Party, as the case may be, further agrees that no factthat, eventin the event such Releasing Party brings a claim or charge covered by this Section 7.11 or does not dismiss and withdraw any claim covered by this Section 7.11 in which such Releasing Party seeks damages or any other relief against any Company Released Party (in the case of each Stockholder Releasing Party) or any Stockholder Released Party (in the case of each Company Releasing Party), circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in the event such Releasing Party seeks to recover against any such Released Party in any manner the finalclaim brought by a Governmental Entity on such Releasing Party’s behalf, absolute and unconditional nature of the release set forth abovein this Section 7.11 shall serve as a complete defense to such claims or charges. (d) This Section 7.11 shall be for the benefit of, and shall be enforceable by, each Released Party.

Release. (a) In consideration Each of the agreements Loan Parties (on behalf of itself and its Affiliates) for itself and for its successors in title and assignees and, to the extent the same is claimed by right of, through or under any of the Loan Parties, for its past, present and future employees, agents, representatives (other than legal representatives), officers, directors, shareholders, and trustees (each, a “Releasing Party” and collectively, the “Releasing Parties”), does hereby remise, release and discharge, and shall be deemed to have forever remised, released and discharged, the Administrative Agent, Collateral Agent and each of the Lenders contained herein in their respective capacities as such under the Loan Documents, and for other good and valuable considerationthe Administrative Agent’s, the receipt and sufficiency of which are hereby acknowledged, Borrower Collateral Agent’s and each Guarantor executing a Consent ▇▇▇▇▇▇’s respective successors-in- title, legal representatives and Reaffirmation attached heretoassignees, past, present and future officers, directors, affiliates, shareholders, trustees, agents, employees, consultants, experts, advisors, attorneys and other professionals and all other persons and entities to whom the Administrative Agent, Collateral Agent and each of the Lenders or any of their respective successors-in-title, legal representatives and assignees, past, present and future officers, directors, affiliates, shareholders, trustees, agents, employees, consultants, experts, advisors, attorneys and other professionals would be liable if such persons or entities were found to be liable to any Releasing Party or any of them (collectively, hereinafter the “Releasees”), from any and all manner of action and actions, cause and causes of action, claims, charges, demands, counterclaims, crossclaims, suits, debts, dues, sums of money, accounts, reckonings, bonds, bills, specialties, covenants, contracts, rights of setoff and recoupment, controversies, damages, judgments, expenses, executions, liens, claims of liens, claims of costs, penalties, attorneys’ fees, or any other compensation, recovery or relief on account of any liability, obligation, demand or cause of action of whatever nature, whether in law, equity or otherwise, whether known or unknown, fixed or contingent, joint and/or several, secured or unsecured, due or not due, primary or secondary, liquidated or unliquidated, contractual or tortious, direct, indirect, or derivative, asserted or unasserted, foreseen or unforeseen, suspected or (b) Each of the Loan Parties, on behalf of itself and its successors and successors, assigns, and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, other legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”representatives, hereby absolutely, unconditionally and irrevocably releasesirrevocably, remises covenants and forever discharges Agentagrees with and in favor of each Releasee that it will not sue (at law, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of and from all demands, actions, causes of action, suits, damages and any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, known or unknown, suspected or unsuspected, at law or in equity, which in any Releasing regulatory proceeding or otherwise) any Releasee on the basis of any Claim released, remised and discharged by any Loan Party may now or hereafter own, hold, have or claim pursuant to have against the Releasees Section 10(a) hereof. If any Loan Party or any of them forits successors, upon, assigns or by reason of any circumstance, action, cause, or thing whatsoever which arises at any time on or prior to other legal representatives violates the date of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendmentforegoing covenant, the Credit AgreementLoan Parties, each for itself and its successors, assigns and legal representatives, agrees to pay, in addition to such other damages as any of the Loan Documents or any of the transactions hereunder or thereunder. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above Releasee may be pleaded sustain as a full result of such violation, all attorneys’ fees and complete defense to costs incurred by any Claim and may be used Releasee as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions result of such releaseviolation. 11. Governing Law. THIS WAIVER SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK APPLICABLE TO CONTRACTS MADE AND TO BE PERFORMED IN THE STATE OF NEW YORK. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. From and after the Closing, (a) In consideration each Company Shareholder hereby agrees on behalf of the agreements of Agent such Company Shareholder and Lenders contained herein such Company Shareholder’s predecessors, successors, assigns, heirs, executors, legatees, administrators, beneficiaries, Affiliates, representatives and for other good agents, hereby fully, finally and valuable considerationirrevocably releases, acquits and forever discharges Parent, the receipt Company, and sufficiency their respective officers, directors, Affiliates, predecessors, successors and assigns, and the beneficiaries, heirs, executors, attorneys and representatives of which are any of them, and (b) each of Parent and the Company hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached heretoagrees, on behalf of itself and its Subsidiaries, predecessors, successors, assigns, heirs, executors, legatees, administrators, beneficiaries, representatives and agents hereby fully, finally and irrevocably releases, acquits and forever discharges each Company Shareholder, and their respective officers, directors, Affiliates, predecessors, successors and assigns, and its present the beneficiaries, heirs, executors, attorneys and former membersrepresentatives of any of them (the Persons granting such release and the Persons with respect to whom such releases are granted on their behalf, shareholdersin (a) or (b), affiliatesas applicable, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other the Persons being hereinafter referred to collectively released in (a) or (b), as applicable, collectively, the “Releasees” and individually as a “ReleaseeReleased Parties”), of from any and from all demandscommitments, actions, charges, complaints, agreements, controversies, claims, suits, causes of action, suitsdamages, damages demands, liabilities, and any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) obligations of every kind and naturenature whatsoever, whether arising from any express, implied, oral or written contract or otherwise, known or unknown, suspected past, present or unsuspectedfuture, at law Law or in equity, which any contingent or otherwise (collectively, a “Potential Claim”), that the Releasing Party may now or hereafter ownParties, hold, have or claim to have against the Releasees or any of them forthem, uponhad, has or by reason may have had against any of the Released Parties for any circumstancematter, action, cause, cause or thing whatsoever which arises relating to the Company, any of its Subsidiaries, officers and directors, and the Joint Venture Entities occurring at any time on at or prior to the date Effective Time (the “Released Matters”); provided, however, that the Released Matters do not include, and the Releasing Parties expressly do not release or discharge (i) any Potential Claim arising from or relating to or based upon the terms of this AmendmentAgreement, for the other Transaction Documents and the Transactions (including, if applicable, the right to such Company Shareholder’s portion of the Merger Consideration and Preferred Share Consideration subject to the terms and conditions set forth herein) or on account ofany agreement (that is identified in the Disclosure Schedule) entered into by the Releasing Parties in connection with the Transactions that by their terms expressly survive the Closing, or in relation to(ii) any Potential Claim that cannot be waived as a matter of applicable Law, or (iii) any Potential Claim unrelated in any way in connection with this Amendment, to the Credit Agreement, any of the Loan Documents Company or any of its businesses, (iv) any rights to continuing indemnification under (A) the transactions hereunder Company’s, its Subsidiary’s or thereunder. the Joint Venture Entities’ organizational documents, (bB) Borrower any indemnification agreement to which the Releasing Party and each Guarantor understandsthe Company are parties and that is identified in the Disclosure Schedule or (C) any applicable policy of directors’ and officers’ insurance maintained by the Company, acknowledges and agrees (v) any Potential Claim arising from or relating to salary, reimbursement for expenses, bonuses (including retention bonuses), change of control or severance payments, or other compensation or employment benefits earned or accrued by or for the benefit of such Releasing Parties prior to the Effective Time in respect of services performed by such Company Shareholder as an employee, consultant, officer, advisor or director of the Company prior to the Closing (except that the release set forth above may be pleaded as a full and complete defense exception in this clause will not include any Potential Claim relating to the right to acquire any Claim and may be used as a basis for an injunction against any actioncapital stock, suit or other proceeding which may be instituted, prosecuted or attempted in breach equity interest of the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence Company not already held or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature owned as of the release set forth aboveClosing), (vi) any defenses that are necessary to enable the Releasing Parties to defend any claim asserted by a Released Party, (vii) any rights such Releasing Party may have arising in respect of a commercial relationship with a Released Party unrelated to the Transactions, or (viii) any Potential Claim based on Fraud.

Release. (a) In consideration of Effective upon and following the agreements of Agent and Lenders contained herein and for other good and valuable considerationClosing, the receipt Buyer, on its own behalf and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached hereto, on behalf of itself the Company and its successors the Subsidiaries of the Company, generally, irrevocably, unconditionally and assignscompletely releases and forever discharges the Sellers and any of their respective former, current and its present and former membersfuture direct or indirect equityholders, controlling persons, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneysemployees, agents, Affiliates, members, managers, general or limited partners or assignees (collectively, the “Released Parties”) from all past, present and future disputes, claims, losses, controversies, demands, rights, liabilities, actions and causes of action of every kind and nature that the Company or any of its Subsidiaries has or may have arising from any matter concerning the Company and its Subsidiaries occurring prior to the Closing Date (other than as contemplated hereby), including for controlling stockholder liability or breach of any fiduciary duty relating to any pre-Closing actions or failures to act by the Released Parties; provided that, nothing in this Section 9.10 shall release the Released Parties from their obligations under this Agreement or for their fraud or willful misconduct. (b) Effective upon and following the Closing, each Seller, generally, irrevocably, unconditionally and completely releases and forever discharges the Company and its Subsidiaries and any of their respective former, current and future directors, officers, employees, agents, legal representatives Affiliates, members, managers, general or limited partners or assignees from all past, present and future disputes, claims, losses, controversies, demands, rights, liabilities, actions and causes of action of every kind and nature that such Seller has or may have arising from any matter concerning such Seller occurring prior to the Closing Date (other representatives (Borrowerthan as contemplated hereby); provided that, each Guarantor nothing in this Section 9.10 shall release any of the Company and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” its Subsidiaries and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each any of their respective successors former, current and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, future directors, officers, attorneys, employees, agents, legal representatives and other representatives (AgentAffiliates, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”)members, of and managers, general or limited partners or assignees from all demands, actions, causes of action, suits, damages and any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, known their obligations under this Agreement or unknown, suspected for their fraud or unsuspected, at law or in equity, which any Releasing Party may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upon, or by reason of any circumstance, action, cause, or thing whatsoever which arises at any time on or prior to the date of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Agreement, any of the Loan Documents or any of the transactions hereunder or thereunderwillful misconduct. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) In consideration of, among other things, the Investor's execution and delivery of this Agreement and consideration of the agreements of Agent and Lenders contained herein Investor's entry into the Transaction Documents, and for other good and valuable consideration, consideration the receipt and sufficiency of which are is hereby acknowledgedacknowledged by the Company, Borrower and each Guarantor executing a Consent and Reaffirmation attached heretothe Company, on behalf of itself and itself, its predecessors, successors and assigns, Subsidiaries and its present affiliates (collectively, "Releasors"), hereby forever (i) agrees and former memberscovenants not to ▇▇▇ or prosecute against any Releasee (as defined below) and (ii) conclusively, shareholdersabsolutely, affiliatesunconditionally, subsidiariesirrevocably and forever releases, divisionswaives, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrowerdischarges to the fullest extent permitted by law, each Guarantor Releasee from, any and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” claims (including, without limitation, crossclaims, counterclaims, rights of set-off and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”recoupment), of and from all demands, actions, causes of action, suits, debts, accounts, interests, liens, promises, obligations, warranties, liabilities, damages and any consequential and all other claimspunitive damages, counterclaimsdemands, defensesagreements, rights of set-offbonds, demands and liabilities bills, specialties, covenants, controversies, variances, trespasses, judgments, executions, costs, expenses or claims whatsoever (individually, a “Claim” and collectively, “the "Claims”) "), of every kind whatsoever nature and naturekind, whether known or unknown, suspected or unsuspected, whether arising at law or in equity, which any Releasing Party may now or hereafter own, hold, have or claim to have that such Releasor has against the Releasees Investor or would have been legally entitled to assert (whether individually or collectively) in any capacity against its affiliates, shareholders and "controlling persons" (within the meaning of them forthe federal securities laws), uponand their respective predecessors, successors and assigns and each and all of the officers, directors, employees, and agents, attorneys, advisors, auditors, consultants and other representatives of each of the foregoing (collectively, the "Releasees"), based in whole or by reason in part on facts whether or not now known, from the beginning of time through and including the date of this Agreement, that relate to, arise out of or otherwise are in connection with any circumstanceor all of the Investor's Notes, actionthe Investor's Existing Notes, causethe Security Documents, or thing whatsoever which arises at the other Transaction Documents and any time on or other agreement entered into prior to the date of this Amendmenthereof between the Releasor and the Releasee (collectively, for or on account ofthe "Released Documents"), or in relation to, any transactions contemplated thereby or in any way acts or omissions in connection with this Amendmenttherewith; provided, however, that the Credit Agreement, foregoing shall not release the Releasee from its express obligations under any of the Loan Documents or any of the transactions hereunder or thereunderReleased Documents. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) In consideration of From and after the agreements of Agent and Lenders contained herein and for other good and valuable considerationClosing, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached heretoParty, on behalf of itself and each of its successors Subsidiaries and assigns, and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, Affiliates and each of their respective successors and assignsassigns (each, a “Releasor”) with effect from and after the Closing, hereby irrevocably waives, remises, releases, acquits and forever discharges, to the fullest extent permitted by applicable Law, the other Party and such other Party’s Affiliates, and each of their respective past, present and former shareholdersor future officers, affiliates, subsidiaries, divisions, predecessorsmanagers, directors, officersshareholders, attorneyspartners, members, employees, agentscounsel and agents (collectively, the “Released Parties”) from any and all actions, legal representatives and other representatives (Agentproceedings, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”)administrative proceedings, of and from all demands, actionsarbitration proceedings, causes of action, suits, damages debts, dues, sums of money, accounts, reckoning, bonds, bills, liabilities, specialties, covenants, contracts, controversies, agreements, promises, variances, trespasses, damages, losses, judgments, extents, executions, claims and demands, of any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and naturenature whatsoever, known or unknown, suspected which such Releasor ever had, now has or unsuspected, at law or in equity, which any Releasing Party may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upon, on or by reason of the License Agreement or the Supply Agreements (each, a “Released Claim”) and agrees not to bring or threaten to bring or otherwise join in any circumstanceReleased Claim against the Released Parties or any of them; provided, however, for purposes of this Section 9.14 that “Released Claims” shall not include any such actions, legal proceedings, administrative proceedings, arbitration proceedings, causes of action, causesuits, debts, dues, sums of money, accounts, reckoning, bonds, bills, liabilities, specialties, covenants, contracts, controversies, agreements, promises, variances, trespasses, damages, Losses, judgments, extents, executions, claims or demands that any Releasor may have under this Agreement, or thing whatsoever which arises at any time on Related Agreement or prior to any transaction contemplated by the date of this Amendment, for or on account offoregoing, or in relation to, or in any way other agreement entered into in connection with this Amendmentthe foregoing, including a Releasor’s rights to enforce the Credit Agreementrights, any of the Loan Documents or any of the transactions hereunder or thereunder. (b) Borrower remedies and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or all other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such releasethis Agreement and Related Agreements pursuant to the terms hereof or thereof. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. 13.1 On the Effective Date, the Parties and each and every Settlement Class Member shall be bound by this Settlement Agreement and shall have recourse only to the benefits, rights, and remedies provided hereunder. No other action, demand, suit, arbitration, or other claim may be pursued against U-Haul or any Released Persons with respect to the Released Claims. 13.2 Upon the Effective Date, and to the fullest extent permitted by law, each Settlement Class Member, including Plaintiffs, shall, either directly, indirectly, representatively, as a member of or on behalf of the general public or in any capacity, be permanently barred and enjoined from commencing, prosecuting, pursuing, or participating in any recovery in any action in this or any other forum (aother than participation in the Settlement as provided herein) In in which any of the Released Claims is asserted. 13.3 On the Effective Date and in consideration of the agreements of Agent promises and Lenders contained herein and for other good and valuable considerationcovenants set forth in this Settlement Agreement, the receipt and sufficiency of which are hereby acknowledged, Borrower (i) Plaintiffs and each Guarantor executing a Consent and Reaffirmation attached hereto, on behalf of itself and its successors and assigns, and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each LenderSettlement Class Member, and each of their respective successors spouses and children with claims on behalf of the Settlement Class Member, executors, representatives, guardians, wards, heirs, estates, successors, predecessors, next friends, co- borrowers, co-obligors, co-debtors, legal representatives, attorneys, agents, and assigns, and all those who claim through them or who assert claims (or could assert claims) on their respective behalf (including the government in the capacity as parens patriae or on behalf of creditors or estates of the releasors), and each of them (collectively and individually, the “Releasing Persons”), and (ii) Class Counsel and Plaintiffs’ Counsel and each of their past and present and former shareholderslaw firms, affiliatespartners, subsidiaries, divisions, predecessors, directors, officers, attorneysor other employers, employees, agents, legal representatives representatives, successors, or assigns will be deemed to have, and other representatives by operation of the Final Order and Judgment shall have, fully, finally, completely, and forever released and discharged the Released Persons from the Released Claims. The release set forth in the preceding sentence (Agentthe “Release”) shall be included as part of any judgment, Lenders so that all Released Claims shall be barred by principles of res judicata, collateral estoppel, and claim and issue preclusion. 13.4 Without in any way limiting the scope of the Release, the Release covers, without limitation, any and all claims for attorneys’ fees, costs, and expenses incurred by Class Counsel or any other counsel representing Plaintiffs or Settlement Class Members, or any of them, in connection with or related in any manner to the Lawsuit, the Settlement, the administration of such Settlement and/or the Released Claims, as well as any and all claims for Service Awards to Plaintiffs. 13.5 Subject to Court approval, as of the Effective Date, all Settlement Class Members shall be bound by this Settlement Agreement and the Release and all of their claims shall be dismissed with prejudice and released, irrespective of whether they received actual notice of the Lawsuit or this Settlement. 13.6 As of the Effective Date, the Released Persons are deemed, by operation of the entry of the Final Order and Judgment, to have fully released and forever discharged Plaintiffs, the Settlement Class Members, Class Counsel, or any other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”)counsel representing Plaintiffs or Settlement Class Members, or any of them, of and from all demands, actions, causes any claims arising out of action, suits, damages and any and all the Lawsuit or the Settlement. Any other claims, counterclaims, defenses, rights of setclaims or defenses U-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, known Haul or unknown, suspected or unsuspected, at law or in equity, which any Releasing Party other Released Persons may now or hereafter own, hold, have or claim to have against Plaintiffs, the Releasees Settlement Class Members, Class Counsel, Plaintiffs’ Counsel, or any other counsel representing Plaintiffs or Settlement Class Members, including, without limitation, any claims based upon or arising out of them forany employment, upondebtor-creditor, contractual, or by reason other business relationship that are not based upon or do not arise out of any circumstancethe institution, actionprosecution, causeassertion, settlement, or thing whatsoever which arises at resolution of the Lawsuit or the Released Claims are not released, are specifically preserved and shall not be affected by the preceding sentence. 13.7 Nothing in the Release shall preclude any time on or prior action to enforce the date terms of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Settlement Agreement, including participation in any of the Loan Documents or any of the transactions hereunder or thereunderprocesses detailed herein. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) In consideration Except as otherwise set forth in this Agreement, upon consummation of the agreements Closing, each of Agent the Partnership and Lenders contained herein Buyer, for itself, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached hereto, on behalf of itself and its successors and directors, managers, officers, employees, agents, assigns, and its present and former membersrepresentatives, shareholderspredecessors in interest, affiliatessuccessors, subsidiaries, divisions, predecessorsAffiliates and all related companies and entities, does hereby release, acquit and forever discharge Sellers, and each and every one of their present and former directors, managers, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors and assigns, and their respective present and former shareholdersrepresentatives, affiliatespredecessors in interest, successors, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders Affiliates and all such other Persons being hereinafter referred to collectively as related companies and entities (individually, a “Seller Party” and collectively, the “Releasees” Seller Parties”) from and individually as a “Releasee”)against any and all claims, of and from all demands, assertions, disputes, disagreements, indebtedness, rights, actions, causes of action, suitscosts, expenses, compensation and damages of any kind whatsoever and any other claim whatsoever arising out of or in any way related to (i) the business, conduct and operation of the Partnership and the Hospital from January 10, 2006, until the Effective Time; and (ii) the actual or alleged breach or nonperformance of the Partnership Agreement or the Management Agreement, and the duties and responsibilities therein set forth, excluding (A) those obligations arising directly under this Agreement or any other agreements or instruments contemplated herein or related hereto, ancillary to this Agreement, and (B) any rights and remedies of Sellers and their Affiliates under Section 12.17. (b) Except as otherwise set forth in this Agreement, upon consummation of the Closing, each Seller, for itself, and on behalf of its directors, managers, officers, employees, agents, assigns, representatives, predecessors in interest, successors, subsidiaries, divisions, Affiliates and all other claimsrelated companies and entities, counterclaimsdoes hereby release, defensesacquit and forever discharge the Partnership and Buyer, rights and each and every one of set-offtheir present and former directors, demands managers, officers, employees, agents, assigns, representatives, predecessors in interest, successors, subsidiaries, divisions, Affiliates and liabilities whatsoever all related companies and entities (individually, a “ClaimBuyer 44 Party” and collectively, the “ClaimsBuyer Parties”) from and against, any and all claims, demands, assertions, disputes, disagreements, indebtedness, rights, actions, causes of every kind action, costs, expenses, compensation and nature, known or unknown, suspected or unsuspected, at law or in equity, which any Releasing Party may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upon, or by reason damages of any circumstance, action, cause, or thing kind whatsoever which arises at and any time on or prior to the date other claim whatsoever arising out of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendmentrelated to (i) the business, conduct and operation of the Credit Partnership and the Hospital from January 10, 2006, until the Effective Time; and (ii) the actual or alleged breach or nonperformance of the Partnership Agreement, any of and the Loan Documents duties and responsibilities therein set forth, excluding (A) those obligations arising directly under this Agreement or any other agreements or instruments contemplated herein or related hereto, ancillary to this Agreement and (B) any rights and remedies of the transactions hereunder or thereunderBuyer and its Affiliates under Section 12.17. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) Each of the Borrowers and the Guarantors may have certain Claims against the Released Parties, as those terms are defined below, regarding or relating to the Credit Agreement or the other Loan Documents. The Agent, the Lenders, the Borrowers and the Guarantors desire to resolve each and every one of such Claims in conjunction with the execution of this Amendment and thus each of the Borrowers and the Guarantors makes the releases contained in this Section 6. In consideration of the agreements of Agent and the Lenders contained herein entering into this Amendment and for other good agreeing to substantial concessions as set forth herein, each of the Borrowers and valuable consideration, the receipt Guarantors hereby fully and sufficiency unconditionally releases and forever discharges each of which are hereby acknowledged, Borrower the Agent and each Guarantor executing a Consent and Reaffirmation attached hereto, on behalf of itself and its successors and assignsthe Lenders, and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, their respective directors, officers, employees, subsidiaries, branches, affiliates, attorneys, employees, agents, legal representatives representatives, successors and other representatives (Borrower, each Guarantor assigns and all such other Persons being hereinafter referred to collectively as persons, firms, corporations and organizations acting on any of their behalves (collectively, the “Releasing Released Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of and from any and all demandsclaims, actionsallegations, causes of action, suits, damages and any and all other claims, counterclaims, defenses, rights of set-off, costs or demands and liabilities whatsoever (individuallyliabilities, a “Claim” and collectively, “Claims”) of every whatever kind and or nature, from the beginning of the world to the date on which this Amendment is executed, whether known or unknown, liquidated or unliquidated, fixed or contingent, asserted or unasserted, foreseen or unforeseen, matured or unmatured, suspected or unsuspected, at law anticipated or in equityunanticipated, which any Releasing Party may now the Borrowers or the Guarantors has, had, claims to have had or hereafter own, hold, have or claim claims to have against the Releasees or any of them for, upon, or Released Parties by reason of any circumstance, action, causeact or omission on the part of the Released Parties, or thing whatsoever which arises at any time on or of them, occurring prior to the date on which this Amendment is executed, including all such loss or damage of any kind heretofore sustained or that may arise as a consequence of the dealings among the parties up to and including the date on which this AmendmentAmendment is executed, for including the administration or on account ofenforcement of the Advances, or in relation to, or in any way in connection with this Amendmentthe Obligations, the Credit Agreement, Agreement or any of the Loan Documents or any (collectively, all of the transactions hereunder foregoing, the “Claims”). Each of the Borrowers and the Guarantors represents and warrants that it has no knowledge of any claim by it against the Released Parties or thereunder. (b) Borrower of any facts or acts of omissions of the Released Parties which on the date hereof would be the basis of a claim by the Borrowers or the Guarantors against the Released Parties which is not released hereby. Each of the Borrowers and each Guarantor understands, acknowledges the Guarantors represents and agrees warrants that the release set forth above may be pleaded as foregoing constitutes a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach release of the provisions of such releaseall Claims. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) In consideration Each of the agreements of Agent Parent and Lenders contained herein the Borrower, for itself and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached hereto, on behalf of itself and its heirs, legal representatives, affiliates, successors and assigns, hereby: (a) expressly waives, releases and relinquishes any and all defenses, affirmative defenses, setoffs, claims, counterclaims and causes of action of any kind or nature whatsoever which the Borrower has asserted, or might assert, against Healthtronics or any of its present and former affiliates or any shareholders, members, shareholderspartners, affiliates, subsidiaries, divisions, predecessorsemployees, directors, officers, attorneysrepresentatives or agents of Healthtronics or any of its affiliates (collectively, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Released Parties” and individually as a “Releasing Party”) with respect to the Promissory Notes or the indebtedness evidenced thereby, hereby absolutelyor with respect to any other documents or instruments now or heretofore evidencing, unconditionally and irrevocably securing or in any way relating to the Promissory Notes or the indebtedness evidenced thereby, including without limitation the Purchase Agreement, or with respect to any other matter, cause or thing relating in any way to the Promissory Notes or the Purchase Agreement; (b) expressly remises, releases, remises acquits, satisfies and forever discharges Agent, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders Released Party from any and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”)manner of debts, of and from all demandsaccountings, bonds, warranties, representatives, covenants, promises, contracts, controversies, agreements, liabilities, obligations, expenses, damages, judgments, executions, actions, causes of action, suits, damages and any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individuallycauses of action of any nature whatsoever, a “Claim” and collectively, “Claims”) of every kind and nature, known or unknown, suspected or unsuspected, whether at law or in equity, which any Releasing Party may either now accrued or hereafter ownmaturing, holdwhich the Borrower now has or hereafter can, shall or may have or claim to have against the Releasees or any of them for, upon, or by reason of any circumstancematter, actioncause or thing, cause, or thing whatsoever which arises at any time on or prior from the beginning of the world to and including the date of this Amendment, for or on account of, or in relation to, or hereof relating in any way to the Promissory Notes, including specifically, but without limitation, matters arising out of or relating to: (i) the Promissory Notes or the indebtedness evidenced thereby, including but not limited to, the administration thereof; (ii) the exercise or attempted exercise by any Released Party of any of its rights and remedies against the Borrower or the assets thereof on account of any Event of Default or otherwise; (iii) any other agreement or transaction between the Borrower and any Released Party relating in any way to the Promissory Notes and (iv) any Event of Default; and (c) expressly covenants and agrees never to institute or cause to be instituted or continue prosecution of any suit or other form of action or proceeding of any kind or nature whatsoever against any Released Party by reason of or in connection with this Amendment, the Credit Agreement, any of the Loan Documents foregoing matters, claims or any causes of the transactions hereunder or thereunderaction. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ (a) In consideration of the agreements of Agent and Lenders contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached hereto“Releasor”), on behalf of itself the Releasor and the Releasor’s heirs, executors, administrators and legal representatives, in consideration of the severance to be paid and other benefits to be provided pursuant to the Amended and Restated Change in Control Severance Agreement between the Releasor and the Company dated [●] (the “CIC Agreement”), hereby irrevocably, unconditionally, generally and forever releases and discharges National Health Investors, Inc. together with its successors and assigns, and its present current and former membersparents, shareholdersaffiliates and subsidiaries (the “Company”), affiliates, subsidiaries, divisions, predecessorseach of their respective current and former officers, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lenderadvisors, and each of their respective successors and assignsheirs, and their respective present and former shareholdersexecutors, administrators, legal representatives, receivers, affiliates, subsidiariesbeneficial owners, divisionssuccessors and assigns (collectively, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of from, and from all demandshereby waives and settles, any and all, actions, causes of action, suits, damages and debts, promises, damages, or any and all other claimsliability, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and natureclaims or demands, known or unknownunknown and of any nature whatsoever and which the Releasor ever had, suspected or unsuspected, at law or in equity, which any Releasing Party may now has or hereafter owncan, holdshall or may have, have or claim to have against the Releasees or any of them for, upon, or by reason of any circumstancematter, action, cause, cause or thing whatsoever which arises at any time on or prior from the beginning of the world to the date of this AmendmentRelease, including those arising directly or indirectly pursuant to or out of the Releasor’s employment with the Company or the termination of such employment (collectively, “Claims”), including, without limitation, any Claims (i) arising under any federal, state, local or other statutes, orders, laws, ordinances, regulations or the like that relate to the employment relationship and/or worker or workplace protection, and/or specifically prohibit discrimination based upon age, race, religion, gender, national origin, disability, sexual orientation or any other unlawful bases, including, without limitation, the Age Discrimination in Employment Act of 1967, as amended (“ADEA”), Title VII of the Civil Rights Act of 1964, as amended, the Civil Rights Act of 1991, as amended, the Civil Rights Acts of 1866 and 1871, as amended, the Americans with Disabilities Act of 1990, as amended, the Employee Retirement Income Security Act of 1974, as amended, the Family and Medical Leave Act of 1993, as amended, the Older Workers Benefit Protection Act (“OWBPA”), the Equal Pay Act, Rehabilitation Act of 1973, ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment Retraining and Notification (“WARN”) Act, and any and all applicable rules and regulations promulgated pursuant to or concerning any of the foregoing statutes; (ii) arising under or pursuant to any contract, express or implied, written or oral, including, without limitation, the CIC Agreement; (iii) for wrongful dismissal or on account oftermination of employment; (iv) for tort, tortious or harassing conduct, infliction of mental or emotional distress, fraud, libel or slander; and (v) for damages, including, without limitation, punitive or compensatory damages or for attorneys’ fees, expenses, costs, wages, injunctive or equitable relief. The Releasor agrees not to file, assert or commence any Claims against any Releasee with any federal, state or local court or any administrative or regulatory agency or body. Notwithstanding the foregoing, nothing herein shall constitute a release by the Releasor of a claim to the extent such Claim is not waivable as a matter of applicable law. Without limiting the generality of the foregoing, nothing herein shall affect any right to: • File an administrative charge with the Equal Employment Opportunity Commission, subject to the restriction that if any such charge is filed, the Releasor agrees and covenants that should the Releasor or any other person, organization, or other entity file, charge, claim, sue or cause or permit to be filed any charge with the Equal Employment Opportunity Commission, civil action, suit or legal proceeding against the Releasees (or any of them) involving any matter occurring at any time in relation the past, the Releasor will not seek or accept any personal relief (including, but not limited to, a monetary award, recovery, relief or settlement) in such charge, civil action, suit or proceeding; • Provide any information in response to a valid subpoena, court order, other legal process or as otherwise required to be provided by law; • Challenge the validity or enforceability of this Release (including under the ADEA); • Apply for unemployment compensation or workers’ compensation benefits; or • Report possible violations of federal or state law or regulation to any governmental agency or entity or self-regulatory organization or to cooperate with such agency, entity, or organization, without notice to the Company (and to receive a whistleblower award provided by law for providing such information). The Releasor represents and warrants that there has been no assignment or other transfer of any interest in any Claim that the Releasor may have against the Releasees, or any of them, and the Releasor agrees to indemnify and hold the Releasees, and each of them, harmless from any Claims, or other liability, demands, damages, costs, expenses and attorneys’ fees incurred by the Releasees, or any of them, as a result of any person asserting any such assignment or transfer. It is the intention of the parties that this indemnity does not require payment as a condition precedent to recovery by the Releasees against the Releasor under this indemnity. The Releasor agrees that if the Releasor hereafter commences, joins in, or in any way manner seeks relief through any suit arising out of, based upon, or relating to any Claim released hereunder, or in connection any manner asserts against the Releasees, or any of them, any Claim released hereunder, then the Releasor shall pay to the Releasees, and each of them, in addition to any other damages caused to the Releasees thereby, all attorneys’ fees incurred by the Releasees in defending or otherwise responding to said suit or Claim. The Releasor acknowledges that the amounts to be paid or provided to the Releasor under the CIC Agreement include benefits, monetary or otherwise, that the Releasor has not earned or accrued, or to which the Releasor is not already entitled. The Releasor acknowledges that the Releasor is hereby advised by the Company to consult with the Releasor’s attorney concerning the waivers contained in this AmendmentRelease, that the Credit AgreementReleasor has consulted with counsel, and that the waivers the Releasor has made herein are knowing, conscious and with full appreciation that the Releasor is forever foreclosed from pursuing any of the Loan Documents rights so waived. The Releasor has a period of [21][45] days from the date on which a copy of this Release has been delivered to the Releasor to consider whether to sign it. In addition, in the event that the Releasor elects to sign and return to the Company a copy of this Release, the Releasor has a period of seven (7) days (the “Revocation Period”) following the date of such return to revoke this Release, which revocation must be in writing and delivered to National Health Investors, Inc., [ADDRESS], Attention: [INSERT], or any such address as agreed to by the Releasor and the Company, within the Revocation Period. This Release, and the Releasor’s right to receive the amounts to be paid to the Releasor under the CIC Agreement, shall not be effective or enforceable until the expiration of the transactions hereunder or thereunder. (b) Borrower and each Guarantor understands, acknowledges and agrees that Revocation Period without the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach Releasor’s exercise of the provisions Releasor’s right of such release. (c) Borrower and each Guarantor agrees that no factrevocation. This Release shall not be amended, event, circumstance, evidence supplemented or transaction which could now be asserted or which may hereafter be discovered shall affect otherwise modified in any manner way except in a writing signed by the finalReleasor and the Company. This Release shall be governed by, absolute and unconditional nature construed and enforced in accordance with, the laws of the release set forth above________, without reference to its principles of conflicts of law.

Release. (a) In consideration of, among other things, Lender’s execution and delivery of this Agreement, each of the agreements of Agent and Lenders contained herein and for other good and valuable considerationParent, the receipt and sufficiency of which are hereby acknowledgedCompany, Borrower and each Guarantor executing a Consent and Reaffirmation attached hereto, any party claiming on behalf of itself the Parent or the Company, the Parent or the Company’s equityholders and its successors residual claimants and assigns, and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors and assignsassigns of each (collectively, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “ReleaseeReleasors”), hereby forever agrees and covenants not to ▇▇▇ or prosecute against the Releasees (as defined in this Section 4.20) and hereby forever waives, releases and discharges each Releasee from, any and all claims (including, without limitation, cross-claims, counterclaims, rights of set-off and from all demandsrecoupment), actions, causes of action, suits, debts, accounts, interests, Liens, promises, warranties, damages and any consequential and all other claimspunitive damages, counterclaimsdemands, defensesagreements, rights of set-offbonds, demands and liabilities bills, specialties, covenants, controversies, torts, variances, trespasses, judgments, executions, costs, expenses or claims whatsoever (individually, a “Claim” and collectively, the “Claims”) ), that such Releasor now has or hereafter may have, of every kind whatsoever nature and naturekind, whether known or unknown, suspected or unsuspected, whether arising at law or in equity, which against Lender in any Releasing Party may capacity and its shareholders and “controlling persons” (within the meaning of the federal securities laws), and their respective successors and assigns and each and all of the officers, directors, employees, agents, attorneys, advisors, auditors, consultants, Affiliates and other representatives of each of the foregoing (collectively, the “Releasees”), based in whole or in part on facts whether or not now or hereafter ownknown, hold, have or claim to have against the Releasees or any of them for, upon, or by reason of any circumstance, action, cause, or thing whatsoever which arises at any time existing on or prior to before the date of this Amendmenthereof, for or on account of, or in relation that relate to, arise out of or in any way otherwise are in connection with this Amendment, the Credit Agreement, any of the Loan Documents Agreement or any of the Transaction Documents or any transactions hereunder contemplated thereby or thereunder. (b) Borrower and each Guarantor understandsany acts or omissions in connection therewith or the negotiation thereof, acknowledges and agrees provided, however, that the foregoing shall not release set forth above may be pleaded as a full and complete defense to Lender from its express obligations under this Agreement or any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the Transaction Documents. The provisions of such release. (c) Borrower this Section 4.20 shall survive the expiration and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in termination of this Agreement and any manner the final, absolute and unconditional nature of the release set forth aboveTransaction Documents.

Release. (a) In consideration The Credit Parties hereby acknowledge effective upon entry of the agreements of Agent and Lenders contained herein and for other good and valuable considerationFinal Order (or, with respect to the Canadian Borrowing Base Guarantors only, the receipt Final DIP Recognition Order) and sufficiency to the extent permitted by the Financing Orders, that Credit Parties have no defense, counterclaim, offset, recoupment, cross-complaint, claim or demand of which are hereby acknowledgedany kind or nature whatsoever that can be asserted to reduce or eliminate all of any part of the Credit Parties’ liability to repay Agent or any Lender as provided in this Agreement or to seek affirmative relief or damages of any kind or nature from Agent or any Lender. The Credit Parties, Borrower and each Guarantor executing a Consent and Reaffirmation attached heretoin their own right, on behalf of itself each of their bankruptcy estates and its successors and on behalf of all their successors, assigns, Subsidiaries, Guarantors and its present any Affiliates and former membersany Person acting for and on behalf of, shareholdersor claiming through them, affiliates(collectively, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”), hereby absolutelyfully, unconditionally and irrevocably releases, remises finally and forever discharges release and discharge Agent, each LenderLenders, Prior Agent and Prior Lenders and all of Agent’s, Lenders’, Prior Agent’s and Prior Lenders’ past and present officers, directors, agents, attorneys, assigns, heirs, parents, subsidiaries, and each person acting for or on behalf of their respective successors and assignsany of them (collectively, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “ReleaseeReleased Parties”), ) of and from any and all demands, past and present actions, causes of action, demands, suits, damages and any and all other claims, counterclaimsliabilities, defensesLiens, rights lawsuits, adverse consequences, amounts paid in settlement, costs, damages, debts, deficiencies, diminution in value, disbursements, expenses, losses and other obligations of set-offany kind or nature whatsoever, demands whether in law, equity or otherwise (including, without limitation, those arising under Sections 541 through 550 of the Bankruptcy Code and liabilities whatsoever (individuallyinterest or other carrying costs, a “Claim” penalties, legal, accounting and collectivelyother professional fees and expenses, “Claims”) of every kind and natureincidental, consequential and punitive damages payable to third parties), whether known or unknown, fixed or contingent, direct, indirect, or derivative, asserted or unasserted, foreseen or unforeseen, suspected or unsuspected, at law now existing, heretofore existing or in equity, which any Releasing Party may now or hereafter own, hold, have or claim to have heretofore accrue against the Releasees or any of them for, upon, or by reason of any circumstance, action, cause, or thing whatsoever which arises at any time on or prior to the date of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Agreement, any of the Loan Documents Released Parties, whether held in a personal or representative capacity, and which are based on any act, fact, event or omission or other matter, cause or thing occurring at or from any time prior to and including the date hereof in any way, directly or indirectly arising out of, connected with or relating to this Agreement, the Financing Orders and the transactions contemplated hereby, and all other agreements, certificates, instruments and other documents and statements (whether written or oral) related to any of the transactions hereunder foregoing; provided that nothing herein shall be deemed to be a release of any Secured Party from its obligations under the Loan Documents, provided further, that nothing contained herein shall be deemed to limit or thereundermodify the rights granted to third parties under the Financing Orders. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) In further consideration of the agreements of execution by Agent and Lenders contained herein of this Amendment, Alarm Funding, NewCo, CastleRock, Full Circle and for other good Whitecap Advisors, LLC, each individually and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached hereto, on behalf of itself and its successors and assigns, and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors (including any trustees acting on behalf of Alarm Funding, NewCo, CastleRock, Full Circle or Whitecap Advisors, LLC, and any debtor-in-possession with respect to Alarm Funding, NewCo, CastleRock, Full Circle or Whitecap Advisors, LLC,), assigns, subsidiaries and affiliates (collectively, the “Releasors”), hereby forever release Agent, Lenders, their respective successors, assigns, parents, subsidiaries, and affiliates and their respective present and former shareholdersofficers, affiliates, subsidiaries, divisions, predecessorsemployees, directors, officersagents and attorneys (collectively, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of and ) from all demands, actions, causes of action, suits, damages and any and all other debts, claims, counterclaimsdemands, defensesliabilities, rights responsibilities, disputes, causes, damages, actions and causes of set-off, demands and liabilities whatsoever actions (individually, a “Claim” and collectively, “Claims”) of every kind and nature, known or unknown, suspected or unsuspected, whether at law or in equity), which and obligations of every nature whatsoever, whether liquidated or unliquidated, whether matured or unmatured, whether fixed or contingent that the Releasors, or any Releasing Party may now or hereafter own, holdof them, have or claim to may have against the Releasees Releasees, or any of them forthem, uponwhich arise from or relate to any actions which the Releasees, or by reason any of them, have or may have taken or omitted to take in connection with the negotiation, preparation, execution, delivery, performance, administration and enforcement of this Amendment or any circumstanceother document executed in connection with the Credit Agreement or the other Credit Documents, actionthe Equity Raise, causethe Incentive Equity Issuance or any other matter, or thing whatsoever which arises at any time on or in each case prior to the date of this AmendmentThird Amendment Effective Date (including with respect to the Obligations, for or on account of, or in relation to, or in any way in connection with this AmendmentCollateral, the Credit Agreement, any of other Credit Document and any third parties liable in whole or in part for the Loan Documents Obligations) (collectively, the “Released Claims”). This provision shall survive and continue in full force and effect whether or any of the transactions hereunder not Alarm Funding, NewCo or thereunder. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or CastleRock shall satisfy all other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such releasethis Amendment or the other Credit Documents. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) In consideration Except to the extent of the agreements Lessor’s negligence or willful misconduct, or any breach by Lessor of Agent express covenants and Lenders contained herein and for other good and valuable considerationobligations in this Agreement, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached heretoLessee, on behalf of itself and Lessee, its successors and assigns, hereby fully and its present forever releases, acquits and former membersdischarges Lessor of and from, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor hereby fully forever waives: Any and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of and from all demandsclaims, actions, causes of action, suits, damages liabilities, obligations, proceedings, demands, rights, damages, costs, expenses, losses, judgments, provisional relief, fines, penalties, fees, and costs and expenses (including, without limitation, attorneys’ fees, disbursements and court costs), including, without limitation, any and all other claimsclaims for compensation, counterclaimsreimbursement, defensesor contribution whatsoever, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, whether known or unknown, suspected direct or unsuspectedindirect, at law foreseeable or in equityunforeseeable, which any Releasing Party may now absolute or hereafter owncontingent, hold, have or claim to have against the Releasees that Lessee or any of them for, upon, Lessee’s successors or by reason of any circumstance, action, cause, assigns now has or thing whatsoever may have or which arises at any time on may arise or prior to be asserted in the date of this Amendment, for or on account future arising out of, directly or in relation toindirectly, or in any way connected with: (1) any act or omission of Lessor (or any person acting for or on behalf of Lessor or for whose conduct Lessor may be liable), in connection with this Amendmentprior ownership, maintenance, operation or use of the Premises or the bulkheads in the surrounding area adjacent to and/or abutting the Premises; (2) any condition of environmental contamination or pollution at the Premises (including, without limitation, the Credit Agreementcontamination or pollution of any soils, subsoil media, surface waters or groundwaters at the Premises); (3) to the extent not already included in clause “(2)” above, the prior, present or future existence, release or discharge, or threatened release, of any Hazardous Substances at the Premises, (including, without limitation, the release or discharge, or threatened release, of any Hazardous Substances into the air at the Premises or into any soils, subsoils, surface waters or groundwaters at the Premises); (4) violation of, or noncompliance with, any Applicable Law now or hereafter in effect, however and whenever occurring; (5) the condition of the soil at the Premises; (6) the condition of any improvements located on the Premises or surrounding area including, without limitation, the structural integrity and seismic compliance of such improvements; (7) any matters which would be shown on an accurate ALTA land survey of the Premises (including, without limitation, all existing easements and encroachments, if any); (8) matters which would be apparent from a visual inspection of the Premises or surrounding area; or (9) Lessor’s and the City of Newport Beach’s exercise of discretion to approve, deny, modify or condition, CEQA documents, the Improvements, or any other permits, license or regulatory approvals from the City of Newport Beach in relation to this Agreement including, without limit, any matters contained in Section 41; or (10) to the extent not already covered by any of the Loan Documents foregoing clauses above, the use, maintenance, development, construction, ownership or operation of the Premises by Lessor or any predecessor(s)-in-interest in the Premises of the transactions hereunder or thereunderLessor. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) In ▇. ▇▇ consideration of the agreements payments and benefits set forth in Section 1 of Agent the Severance Agreement between the Company and Lenders contained herein and for other good and valuable considerationthe Employee dated as of ​ ​​ ​, 20 (the “Severance Agreement”), the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached heretoEmployee, on behalf of itself the Employee and its the Employee’s heirs, executors, successors and assigns, knowingly and voluntarily releases, remises, and forever discharges the Company and its present parents, subsidiaries and affiliates, together with each of their current and former membersprincipals, officers, directors, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lenderemployees, and each of their respective heirs, executors, successors and assignsassigns (collectively, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of from any and from all debts, demands, actions, causes of actionactions, suitsaccounts, damages covenants, contracts, agreements, claims, damages, omissions, promises, and any and all other claims, counterclaims, defenses, rights of set-off, demands claims and liabilities whatsoever (individuallywhatsoever, a “Claim” and collectively, “Claims”) of every kind name and nature, known or unknown, suspected or unsuspected, at both in law or in equityand equity (“Claims”), which any Releasing Party the Employee ever had, now has, or may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upon, or by reason of any circumstancematter, action, cause, cause or thing whatsoever which arises at any arising from the beginning of time on or prior to the date time the Employee signs this Release Agreement (the “General Release”). This General Release of this AmendmentClaims shall apply to any Claim of any type, for including, without limitation, any and all Claims of any type that the Employee may have arising under the common law, under Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Older Workers Benefit Protection Act, the Americans With Disabilities Act of 1967, the Family and Medical Leave Act of 1993, the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, each as amended, and any other federal, state or on account oflocal statutes, regulations, ordinances or common law, or in relation tounder any policy, agreement, contract, understanding or in any way in connection with this Amendmentpromise, the Credit Agreementwritten or oral, formal or informal, between any of the Loan Documents Releasees and the Employee, including but not limited to the Severance Agreement, and shall further apply, without limitation, to any and all Claims in connection with, related to or any arising out of the transactions hereunder Employee’s employment relationship, or thereunderthe termination of the Employee’s employment, with the Company. (b) Borrower b. Except as provided in Sections 1.3 and each Guarantor understands1.4 of the Severance Agreement, the Employee acknowledges and agrees that the Company has fully satisfied any and all obligations owed to the Employee arising out of the Employee’s employment with the Company, and no further sums are owed to the Employee by the Company or by any of the other Releasees at any time. c. The Employee represents and warrants to the Company that the Employee has fully disclosed any and all matters of interest to the Company’s ________________, including, but not limited to, those which (A) could reasonably likely have an adverse effect on the Company’s reputation, financial condition, operations, or liquidity and (B) should be disclosed under the Company’s Code of Business Conduct and Ethics. ​ ​ The Employee also hereby confirms that all prior acknowledgements, certifications or other representations made by the Employee prior to the Termination Date remain true, complete and accurate as of the Termination Date and covenants and agrees to immediately notify the Company’s ___________________ of any circumstance or situation which may give rise to a change in those statements. d. Nothing in this Paragraph 1 shall be deemed to release set forth above may (i) the Employee’s right to enforce the terms of this Release Agreement, (ii) the Employee’s rights, if any, to any vested accrued benefits as of the Employee’s last day of employment with the Company under any plans of the Company which are subject to ERISA and in which the Employee participated, (iii) any claim that cannot be pleaded waived under applicable law, including any rights to workers’ compensation or unemployment insurance or (iv) the Employee’s rights, if any, for indemnification under any agreement or governing document of the Company with respect to the Employee’s service as an officer or director of any of the Releasees. ▇. ▇▇ the fullest extent allowed by law, the Employee promises never to file a lawsuit asserting any claims that are released in this Section 2. In the event Employee breaches this Section 2(e), the Employee shall pay to the Company all of its expenses incurred as a full result of such breach, including but not limited to, reasonable attorneys’ fees and complete defense expenses. Notwithstanding the foregoing, the parties acknowledge and agree that this Section 2(e) shall not be construed to prohibit the exercise of any Claim and rights by the Employee that the Employee may be used not waive or forego as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach matter of the provisions of such releaselaw. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) In Intending to be legally bound, and in consideration of the agreements Company’s obligations set forth in the Amended and Restated Employment Agreement, dated as of Agent [ ], 2024 (the “Amended Employment Agreement”), by and Lenders contained herein between the Company and for other good and valuable considerationExecutive, including but not limited to the receipt and sufficiency of which are hereby acknowledgedTermination Payment (as defined in the Amended Employment Agreement), Borrower and each Guarantor executing a Consent and Reaffirmation attached heretobut excluding the Accrued Benefits (as defined in the Amended Employment Agreement), Executive, on behalf of itself and its Executive, Executive’s heirs, executors, administrators, successors and assigns, hereby irrevocably and unconditionally releases and forever discharges the Company, its parents, together with each of their respective subsidiaries and affiliates, together with each of their present and or former respective owners, members, shareholdersmanagers, affiliatesassigns, subsidiaries, divisions, predecessorsagents, directors, partners, officers, attorneysexecutives, employeescontractors, agentsattorneys and representatives, legal representatives and other representatives (Borrower, each Guarantor any of their predecessors and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, successors and each of their respective successors estates, heirs, family members and assigns, and each solely in their respective present and former shareholdersofficial capacities as such (collectively, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Company Releasees” and individually as a “Releasee”), of from any and from all demandscharges, actionscomplaints, claims, controversies, liabilities, liens, obligations, promises, agreements, causes of action, suitsrights, damages costs, losses, damages, demands, debts and expenses of any and all other claimsnature whatsoever, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and naturein law or in equity, known or unknown, suspected or unsuspected, at law arising out of the employment relationship or separation therefrom (collectively, “Claims”), which Executive or Executive’s heirs, executors, administrators, successors or assigns ever had, now have or hereafter can, will or may have (either directly, indirectly, derivatively or in equity, which any Releasing Party may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upon, or other representative capacity) by reason of any circumstancematter, actionfact, causeevent, act, omission, conduct or thing cause whatsoever which arises at any time on or prior to against the date of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Agreement, any of the Loan Documents Company or any of the other Company Releasees from the inception of the employment relationship as provided in the Amended Employment Agreement to the date upon which Executive signs this Release. This Release includes, without limitation, all rights and Claims arising out of, or relating in any way to, Executive’s employment relationship, or the termination thereof, with the Company or any of the Company Releasees, all Claims for attorneys’ fees and punitive or consequential damages and all Claims arising under any federal, state or local law, statute, ordinance, common law, or regulation including, without limitation, the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act (“OWBPA”), the Employee Retirement Income Security Act, the Americans with Disabilities Act, Title VII of the Civil Rights Act of 1964, the Family and Medical Leave Act, the Civil Rights Act of 1991, the Fair Labor Standards Act, the Equal Pay Act, the Immigration and Reform Control Act, the Uniform Services Employment and Re-Employment Act, the Rehabilitation Act of 1973, the Worker Adjustment and Retraining Notification Act, Executive Order 11246, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Defend Trade Secrets Act of 2016, each as amended; provided, however, that nothing in this Release shall release or impair (i) Executive’s right to enforce the terms of the Amended and Restated Employment Agreement (including but not limited to this Release), (ii) Executive’s right to receive benefits under the Company’s benefit plans, programs and policies, as provided under the terms of such benefit plans, programs and policies, if any, that have accrued and are payable under the terms of such benefit plans, programs and policies, (iii) Executive’s existing rights to indemnification and advancement of costs under the Indemnification Agreement with the Company dated as of March 20, 1987 (or any successor agreement), the Company’s Certificate of Incorporation, the Company’s Bylaws or Delaware law, (iv) Executive’s entitlement or rights to or coverage under any applicable directors’ and officers’ or other third party liability insurance policy procured by the Company, including that certain six (6) year pre-paid “tail policy” to be obtained in connection with the consummation of the transactions hereunder contemplated by the Merger Agreement (as defined in the Amended Employment Agreement); (v) claims for equitable indemnification and/or contribution in the event of a third party claim against Executive arising from his performance or thereunderconduct in that capacity; (vi) any rights of Executive’s family members or spouse under any separate agreement by and between the Company and such family member or spouse, to the extent such agreement(s) have been provided or disclosed to the Company or one of its affiliates; or (vii) any rights that cannot be waived under applicable law. (b) Borrower In exchange for Executive’s waiver and each Guarantor understandsrelease of Claims against the Company Releasees, acknowledges the Company expressly waives and agrees releases any and all Claims against Executive, his legal successors, heirs and assigns, that the release set forth above may be pleaded as a full waived and complete defense released by law related to any Claim Executive’s employment with or separation from the Company, with the exception of claims arising out of or attributable to: (i) events, acts, or omissions taking place after the Parties’ execution of this Release; and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in (ii) Executive’s breach of the provisions any terms and conditions of such releasethis Release. (c) Borrower Executive represents that Executive has no complaints, charges or lawsuits currently pending against the Company or any of the other Company Releasees arising out of or relating in any way to Executive’s employment; provided, however, that this representation does not include any past or ongoing charges, claims, or other cooperation with the Securities and each Guarantor Exchange Commission (“SEC”) about a possible securities law violation. Executive further covenants and agrees that no factneither Executive nor Executive’s heirs, eventexecutors, circumstanceadministrators, evidence successors or transaction which could now assigns will be asserted or which may hereafter be discovered shall affect entitled to any personal recovery in any manner proceeding of any nature whatsoever against the final, absolute and unconditional nature Company or any of the release set forth aboveother Company Releasees arising out of or relating in any way to any of the matters released in this Section 1. (d) This Release does not impair any rights or obligations Executive has (i) to file a charge of discrimination, or to engage in protected whistleblowing or other protected activity, with a federal or state administrative agency, or (ii) arising under independent contractual and independent legal obligations to the Company, pursuant to any agreement, understanding or otherwise applicable to Executive in any capacity other than his capacity as an employee of the Company, or such as Executive’s independent fiduciary obligations to the Company; provided, however, that Executive acknowledges and agrees that neither Executive nor Executive’s heirs, executors, administrators, successors or assigns will be entitled to any personal recovery in any proceeding of any nature whatsoever against the Company Releasees arising out of any of the matters released in this Section 1.

Release. As a material part of the consideration for the Administrative Agent, the Lenders, the Swingline Lender and the Issuing Lender entering into this Amendment, the Borrower and each Subsidiary Guarantor (collectively, the “Releasors”) agree as follows (the “Release Provision”): (a) In consideration of The Releasors, jointly and severally, hereby release and forever discharge the agreements of Agent and Lenders contained herein and for other good and valuable considerationAdministrative Agent, the receipt Swingline Lender, the Issuing Lender, each Lender and sufficiency of which are hereby acknowledgedthe Administrative Agent’s, Borrower the Swingline Lender’s, Issuing Lender’s and each Guarantor executing a Consent and Reaffirmation attached heretoLender’s predecessors, on behalf of itself and its successors and successors, assigns, and its present and former membersofficers, shareholders, affiliates, subsidiaries, divisions, predecessorsmanagers, directors, officers, attorneysshareholders, employees, agents, legal representatives attorneys and other representatives professionals, representatives, parent corporations, subsidiaries, and affiliates (Borrower, each Guarantor and hereinafter all such other Persons being hereinafter of the above collectively referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “ReleaseeLender Group”), of and from all demands, actions, causes of action, suits, damages and any and all other claims, counterclaims, defensesdemands, rights damages, debts, agreements, covenants, suits, contracts, obligations, liabilities, accounts, offsets, rights, actions, and causes of set-off, demands action of any nature whatsoever and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, known or unknown, suspected or unsuspected, whether arising at law or in equity, which any Releasing Party presently possessed, whether known or unknown, whether liability be direct or indirect, liquidated or unliquidated, presently accrued, whether absolute or contingent, foreseen or unforeseen, and whether or not heretofore asserted arising out of, arising under or related to the Loan Documents (collectively, the “Claims”), that Releasors may now or hereafter own, hold, have or claim allege to have against any or all of the Releasees or any of them for, upon, or by reason of any circumstance, action, cause, or thing whatsoever which arises at any time on or prior to Lender Group and that arise from events occurring before the date of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Agreement, any of the Loan Documents or any of the transactions hereunder or thereunderhereof. (b) Borrower and each Guarantor understands, acknowledges and agrees that The Releasors agree not to ▇▇▇ any of the release set forth above Lender Group nor in any way assist any other person or entity in suing the Lender Group with respect to any of the Claims released herein. The Release Provision may be pleaded as a full and complete defense to any Claim to, and may be used as a the basis for an injunction against against, any action, suit suit, or other proceeding which may be instituted, prosecuted prosecuted, or attempted in breach of the provisions of such releaserelease contained herein. (c) Borrower The Releasors acknowledge, warrant, and represent to Lender Group that: (i) The Releasors have read and understand the effect of the Release Provision. The Releasors have had the assistance of independent counsel of their own choice, or have had the opportunity to retain such independent counsel, in reviewing, discussing, and considering all the terms of the Release Provision; and if counsel was retained, counsel for Releasors has read and considered the Release Provision and advised Releasors with respect to the same. Before execution of this Amendment, the Releasors have had adequate opportunity to make whatever investigation or inquiry they may deem necessary or desirable in connection with the subject matter of the Release Provision. (ii) The Releasors are not acting in reliance on any representation, understanding, or agreement not expressly set forth herein. The Releasors acknowledge that Lender Group has not made any representation with respect to the Release Provision except as expressly set forth herein. (iii) The Releasors have executed this Amendment and the Release Provision thereof as a free and voluntary act, without any duress, coercion, or undue influence exerted by or on behalf of any person or entity. (iv) The Releasors are the sole owners of the Claims released by the Release Provision, and the Releasors have not heretofore conveyed or assigned any interest in any such Claims to any other person or entity. (d) The Releasors understand that the Release Provision was a material consideration in the agreement of the Administrative Agent, Swingline Lender, Issuing Lender and each Guarantor agrees Lender to enter into this Amendment. (e) It is the express intent of the Releasors that no factthe release and discharge set forth in the Release Provision be construed as broadly as possible in favor of Lender Group so as to foreclose forever the assertion by the Releasors of any Claims released hereby against Lender Group. (f) If any term, eventprovision, circumstancecovenant, evidence or transaction which could now condition of the Release Provision is held by a court of competent jurisdiction to be asserted invalid, illegal, or which unenforceable, the remainder of the provisions shall remain in full force and effect. (g) The Releasors acknowledge that they may hereafter be discovered discover facts in addition to or different from those that they now know or believe with respect to the Claims released herein, but the Releasors expressly shall affect have and intend to fully, finally and forever have released and discharged any and all such Claims. The Releasors expressly waive any provision of statutory or decisional law to the effect that a general release does not extend to Claims that the releasing party does not know or suspect to exist in any manner such party’s favor at the final, absolute and unconditional nature time of executing the release set forth aboverelease.

Release. (a) In consideration Upon the Reinsurer’s payment of the agreements of Agent and Lenders contained herein and for other good and valuable considerationCommutation Amount to the Company, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached heretoCompany, on behalf of itself and its successors and assigns, and its present and former members, shareholders, affiliatesparents, affiliates and subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessorsofficers, directors, and employees, hereby irrevocably and unconditionally releases and forever discharges the Reinsurer, its parents, subsidiaries and affiliates, and their respective predecessors, successors, assigns, officers, attorneysdirectors, agents, employees, agentsshareholders, legal representatives representatives, and other representatives (Agent, Lenders attorneys from any and all such other Persons being hereinafter referred to collectively as the “Releasees” present and individually as a “Releasee”), of and from all demands, future actions, causes of action, suits, damages and any and all other debts, liens, contracts, rights, agreements, obligations, promises, liabilities, claims, counterclaims, defensesdemands, rights of set-offdamages, demands controversies, losses, costs and liabilities whatsoever expenses (individually, a “Claim” including attorneys’ fees and collectively, “Claims”costs actually incurred) of every kind and natureany kind, character, description or nature whatsoever, known or unknownunknown to either or both Parties, suspected or unsuspected, at law reported or in equityunreported, fixed or contingent, which any Releasing Party may the Company now has, owns or hereafter holds or claims to have, own, or hold, or at any time heretofore had, owned, or held or claimed to have had, owned, or held, or may hereafter have, own, or hold or claim to have have, own, or hold, arising out of conduct or matters occurring on, prior to or subsequent to the Effective Date, against the Releasees Reinsurer, arising directly or any of them for, upon, or by reason of any circumstance, action, cause, or thing whatsoever which arises at any time on or prior to the date of this Amendment, for or on account indirectly out of, or in relation tobased upon, or in any way related to or in connection with the Reinsurance Agreement and/or the individual risk cessions thereunder, whether grounded in law or equity, or sounding in tort or contract or otherwise; provided, however, that the provisions of this Amendment, the Credit Agreement, any Article II(a) shall not discharge obligations of the Loan Documents Reinsurer, which have been undertaken or any imposed by the express terms of this Agreement or the transactions hereunder or thereunderMaster Transaction Agreement (including the Ancillary Agreements). (b) Borrower Contemporaneous with the payment of the Commutation Amount to the Company, the Reinsurer, on behalf of itself and each Guarantor understandsits shareholders, acknowledges parents, affiliates and agrees that subsidiaries, and their respective officers, directors and employees, hereby irrevocably and unconditionally releases and forever discharges the release set forth above may be pleaded as a full Company, its shareholders, parents, subsidiaries and complete defense to affiliates, and their respective predecessors, successors, assigns, officers, directors, agents, employees, shareholders, representatives, and attorneys from any Claim and may be used as a basis for an injunction against any all present and future actions, causes of action, suit suits, debts, liens, contracts, rights, agreements, obligations, promises, liabilities, claims, counterclaims, demands, damages, controversies, losses, costs and expenses (including attorneys’ fees and costs actually incurred) of any kind, character, description or other proceeding nature whatsoever, known or unknown to either or both Parties, suspected or unsuspected, reported or unreported, fixed or contingent, which the Reinsurer now has, owns, holds or claims to have, own, or hold, or at any time heretofore had, owned, or held or claimed to have had, owned, or held, or may be institutedhereafter have, prosecuted own, or attempted hold or claim to have, own, or hold, arising out of conduct or matters occurring on, prior to or subsequent to the Effective Date, against the Company, arising directly or indirectly out of, based upon, or in breach of any way related to or in connection with the Reinsurance Agreement and/or the individual risk cessions thereunder, whether grounded in law or equity or sounding in tort or contract or otherwise; provided, however, that the provisions of such releasethis Article II(b) shall not discharge obligations of the Company, which have been undertaken or imposed by the express terms of this Agreement or the Master Transaction Agreement (including the Ancillary Agreements). (c) Borrower The Parties understand that it is possible that unknown losses or claims may exist, or that present or future losses or claims may be underestimated in amounts or severity. Furthermore, the Parties expressly accept and each Guarantor agrees assume the risk that no factthe factual or legal assumptions made by any Party in connection with this Agreement may be found hereafter to be different from the true facts or law, event, circumstance, evidence and the Parties agree that this Agreement shall be and shall remain in full force and effect notwithstanding such differences in facts or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature law. Each Party expressly takes all of the release set forth aboveforegoing into account in determining the amount of consideration to be given and paid for the giving of this Agreement, and a portion of the said consideration, having been bargained for between the Parties with the knowledge of the possibility of such unknown losses and claims, is given in exchange for the full accord, satisfaction and discharge of all such losses and claims. (d) Full payment of the Commutation Amount shall be in complete accord, satisfaction, settlement and commutation of any and all past, current and future liabilities and obligations that each Party owes or may owe to the other arising directly or indirectly out of or related to or in connection with the Reinsurance Agreement and/or the individual risk cessions thereunder and that upon payment of the Commutation Amount, the Reinsurance Agreement shall be terminated as of the Effective Date and neither Party shall have any further obligation or liability to the other Party under the Reinsurance Agreement and/or the individual risk cessions thereunder.

Release. (a) In consideration Effective immediately upon the full payment to Beneficiary, and receipt by the Owners, of the Toshiba Obligation Amount, each of the Owners on behalf of itself and its present and former agents, Affiliates, principals, shareholders, stakeholders, predecessors, subsidiaries, successors and assigns (collectively, the “Owner Releasing Parties”) hereby fully, finally and forever releases, acquits and discharges Toshiba, the Toshiba Affiliates, and any Toshiba Third Parties (but in no event including the WEC Debtors, any subsidiaries or any WEC Third Parties thereof (such parties collectively, the “Toshiba Released Parties”)) from any and all manner of action, causes of action, claims, demands, lawsuits, attorneys’ fees and costs, losses, expenses, damages, right to equitable remedy if such breach gives rise to a right of payment, or liabilities of whatever kind and nature whatsoever, whether now known or unknown, asserted or unasserted, suspected or unsuspected, whether arising under federal, state, local, statutory, common, foreign or administrative Law, or any other Law, rule or regulation, whether fixed or contingent, accrued or unaccrued, liquidated or unliquidated, matured or unmatured, disputed or undisputed, at law or in equity, secured or unsecured that any of the Owner Releasing Parties heretofore had, or now or hereafter have, own or hold, or could assert directly or indirectly, against Toshiba in any forum, arising out of or related to (a) the EPC Agreement and any and all related documents, and (b) the Toshiba Guaranty; provided, however, that nothing in this Section 5.7(a) shall release Toshiba or any of the other Toshiba Released Parties from any obligation under any contract or agreement to which it is a party (other than the Toshiba Guaranty), including this Agreement (including under Section 2.5), any other contract in connection with Toshiba’s or any other Toshiba Released Party’s role as supplier to the Summer Facility, and any services agreements entered into by Toshiba and the Owners. For the avoidance of Agent doubt, if a Third Party is both a Toshiba Third Party and Lenders a WEC Third Party, the release contained herein and for other good and valuable considerationonly pertains to such Third Party in its capacity as a Toshiba Third Party. (b) Effective immediately upon the effectiveness of the release contemplated by Section 5.7(a), the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached heretoToshiba, on behalf of itself and its present and former agents, Affiliates, principals, shareholders, stakeholders, predecessors, subsidiaries, successors and assigns, excluding the WEC Debtors and its present any subsidiaries thereof (collectively, the “Toshiba Releasing Parties”, together with the Owner Releasing Parties, the “Releasing Parties”) hereby fully, finally and former membersforever releases, shareholdersacquits and discharges each of the Owners and each of their respective agents, affiliatesAffiliates, subsidiariesexecutives, divisionsemployees, predecessorsattorneys, advisors, accountants, auditors, representatives, associates, directors, officers, attorneyspartners, employeesprincipals, agentsinsurers, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, affiliatespredecessors, subsidiaries, divisionssuccessors, predecessorsestates, directorsheirs, officersexecutors, attorneystrusts, employeestrustees, agentsadministrators, legal representatives licensees and other representatives assigns (Agentcollectively, Lenders the “Owner Released Parties”, together with the Toshiba Released Parties, the “Released Parties”) from any and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), manner of and from all demands, actionsaction, causes of action, suits, damages and any and all other claims, counterclaimsdemands, defenseslawsuits, rights attorneys’ fees and costs, losses, expenses, damages, right to equitable remedy if such breach gives rise to a right of set-offpayment, demands and or liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every whatever kind and naturenature whatsoever, whether now known or unknown, asserted or unasserted, suspected or unsuspected, whether arising under federal, state, local, statutory, common, foreign or administrative Law, or any other Law, rule or regulation, whether fixed or contingent, accrued or unaccrued, liquidated or unliquidated, matured or unmatured, disputed or undisputed, at law or in equity, which secured or unsecured that any of the Toshiba Releasing Party may Parties heretofore had, or now or hereafter ownhave, own or hold, have or claim could assert directly or indirectly, against Toshiba in any forum, arising out of or related to have against (a) the Releasees or EPC Agreement and any and all related documents, and (b) the Toshiba Guaranty; provided however, that nothing in this Section 5.7(b) shall release any of them forthe Owner Released Parties from any obligation under any other contract or agreement to which it is a party (other than the Toshiba Guaranty), uponincluding this Agreement, or by reason of any circumstance, action, cause, or thing whatsoever which arises at any time on or prior to the date of this Amendment, for or on account of, or in relation to, or in any way other contract in connection with this Amendment, the Credit Agreement, any of the Loan Documents Toshiba’s or any of other Toshiba Released Party’s role as supplier to the transactions hereunder or thereunder. (b) Borrower Summer Facility, and each Guarantor understands, acknowledges any services agreements entered into by Toshiba and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such releaseOwners. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature The Releasing Parties are fully aware of the release set forth above.provisions of California Civil Code Section 1542, which provides as follows: Each of the Releasing Parties agrees to voluntarily waive the provisions of California Civil Code Section 1542 (or under any Law of any state or territory of the United States, or principle of common law, or under the Law of any foreign country, that is similar, comparable or equivalent to section 1542 of the California Civil Code) with respect to the claims released in Section 5.7(a)

Release. 3.1 This deed is in full and final settlement of (a) In consideration subject to Clauses 3.2, 3.3, 3.4 and 3.5 all sums owing or which may become owing, all and/or any actions, claims, rights, demands, whether or not presently known or suspected, and whether actual or contingent, from the beginning of time up to and including the agreements date of Agent and Lenders contained herein and for other good and valuable considerationthis Deed, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached heretothat Amarin, on behalf of itself and and/or any of its successors and assignspredecessors, and its present and former memberssuccessors, shareholdersparents, subsidiaries, affiliates, subsidiariesrelated entities, divisionsand the assigns, predecessorstransferees, directorsrepresentatives, principals, agents, officers, attorneysdirectors and shareholders of any of them, employeesacting in such capacity (collectively the “Amarin Releasing Parties”) ever had, may have or hereafter can, shall or may have against Elan, all of Elan’s predecessors, successors, parents, subsidiaries, affiliates, related entities, and the assigns, transferees, representatives, principals, agents, legal representatives officers, directors and other representatives shareholders of any of them, acting in such capacity (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Elan Released Parties” ”) arising in connection with or related to the Elan Debt Agreements, the Elan Charge and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives the Zelapar Agreement (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of and from all demands, actions, causes of action, suits, damages and any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Amarin Released Claims”) of every kind and natureof: (b) subject to Clauses 3.2, 3.3, 3.4 and 3.5 all sums owing or which may become owing, all and/or any actions, claims, rights, demands, whether or not presently known or unknownsuspected, suspected and whether actual or unsuspectedcontingent, at law or in equity, which any Releasing Party may now or hereafter own, hold, have or claim from the beginning of time up to have against the Releasees or any of them for, upon, or by reason of any circumstance, action, cause, or thing whatsoever which arises at any time on or prior to and including the date of this AmendmentDeed, for that Elan, on behalf of itself and/or any of its predecessors, successors, parents, subsidiaries, affiliates, related entities, and the assigns, transferees, representatives, principals, agents, officers, directors and shareholders of any of them, acting in such capacity (collectively the “Elan Releasing Parties”) ever had, may have or on account ofhereafter can, shall or may have against Amarin, all of Amarin’s predecessors, successors, parents, subsidiaries, affiliates, related entities, and the assigns, transferees, representatives, principals, agents, officers, directors and shareholders of any of them, acting in relation to, or in any way such capacity (collectively the “Amarin Released Parties”) arising in connection with this Amendmentor related to the Elan Debt Agreements, the Credit Agreement, Elan Charge and the Zelapar Agreement (the “Elan Released Claims”). 3.2 Nothing in this Deed shall prevent either party making any clams or demands in respect of the Warrant Instrument, the Loan Documents Instrument, the Elan Charge (as amended by the Debenture Amendment Agreement No. 2) or any other agreement of even date herewith to include for the avoidance of doubt any other Restructuring Document or other document described in the “Escrow Letter” of today’s date entered into by Amarin and Elan Corp, in respect of claims arising solely in connection with matters on or after the date of this Deed or any other agreement or arrangement entered into between the parties and/or their respective subsidiary companies subsequent to the parties entering into this Deed 3.3 Nothing in this Deed shall be deemed a release of or otherwise prejudice or affect: (a) EIS’ or Monksland’s rights as ordinary shareholders of Amarin, except to the extent of the transactions hereunder or thereunder.releases provided by the Amarin Releasing Parties to the Elan Released Parties on their behalf, nor their rights under the Registration Rights Agreement dated as of 21 October 1998 and amended by Amendment No. 1 and Waiver dated 27 January 2003 between Amarin, EIS and Monksland; (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense any right of any party to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of enforce the provisions of such release.this Deed; (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner without prejudice to the final, absolute and unconditional nature generality of the release foregoing, any right the Elan Releasing Parties or the Amarin Released Parties may have against the Elan Releasing Parties, the Amarin Released Parties and/or Valeant under (i) the Permax Assignment and Assumption Agreement between EP Inc., Amarin and Valeant Pharmaceuticals International; (ii) the Zelapar Assignment and Assumption Agreement between EPIL and Amarin; (iii) the Zelapar Assignment and Assumption Agreement between Amarin, EPIL and Valeant Pharmaceuticals International; and in particular the rights to indemnification provided thereunder; (d) any provision of any agreement requiring confidential information of a party to be kept confidential and/or not misused by the other party; (e) the provisions relating to product liability set forth aboveout in Clauses 3.4 and 3.5 below; and accordingly, the Elan Debt Agreements and the Zelapar Agreement are deemed terminated with effect from the date of this Deed if not already terminated, so that only the post-termination restrictions on confidentiality shall apply. 3.4 EP Inc and Amarin retain their respective rights and are subject to such obligations as are set out in Clause 4 of the Assignment and Assumption Agreement relating to Permax with effective date 29th March 2002. 3.5 Elan Corp represents and warrants to Amarin that to Elan’s knowledge there are no Proceedings or pending Proceedings that have been commenced against Elan or any of its subsidiaries relating to the use of the product Zelapar in the Clinical Trials. Additionally, to Elan’s knowledge, no such Proceeding has been threatened nor to Elan’s knowledge is Elan aware of any circumstances which are likely to give rise to any Claim (as defined below). 3.6 Amarin shall indemnify Elan from and against any claim, damage or loss, including reasonable attorneys’ fees (a “Claim”), to the extent that such Claim is related to the use of Zelapar in the Clinical Trials save that the foregoing indemnity shall not apply: (a) to the extent a Claim is attributable to an act or omission of Elan constituting negligence, recklessness, wilful misconduct or fraud by Elan; and/or (b) where Elan is breach of the warranty and representation set out in Clause 3.5 Claim has been commenced as of the date of this Deed or, to the actual knowledge of Elan, is threatened as of the date of this Deed.

Release. Effective (ax) In consideration with respect to the Theravance Initial Released Claims (as defined below), upon the Closing (and irrespective of whether the Innoviva Closing occurs), and (y) with respect to the Theravance Subsequent Released Claims (as defined below), upon the Innoviva Closing (provided the Innoviva Closing occurs within three (3) business days of the agreements Closing), each of Agent Theravance Biopharma and Lenders contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached heretoGSK, on behalf of itself and each of its successors affiliates and assignssubsidiaries (collectively, and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Theravance Biopharma/GSK Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of hereby unconditionally and from forever releases, waives and discharges all demandsclaims, actions, causes of action, choses in action, suits, damages and any and all other claimsdebts, counterclaimsdamages, defensesdues, sums of money, accounts, reckonings, bonds, bills, specialties, controversies, variances, trespasses, judgments, remedies, rights of set-off, demands third-party claims, subrogation claims, contribution claims, reimbursement claims, indemnity claims, counterclaims, and liabilities whatsoever crossclaims, whether known or Unknown Claims, liquidated or unliquidated, fixed or contingent, matured or unmatured, disputed or undisputed, whether direct, indirect, derivative, or otherwise, and whether arising in law, equity or otherwise (individually, a “Claim” and collectively, “Causes of Action”) that could have been, or may be, asserted by or on behalf of such Theravance Biopharma/GSK Releasing Party against the other Theravance Biopharma/GSK Releasing Party and its affiliates or subsidiaries and the respective current and former officers, managers, affiliates, subsidiaries, partners, directors, employees, agents, members, shareholders, securities holders, note holders, advisors and professionals (including any attorneys, accountants, consultants, financial advisors, investment bankers and other professionals retained by such persons) of such other parties and the affiliates and subsidiaries thereof, together with their respective successors and assigns, each solely in its capacity as such (collectively, the “Theravance Biopharma/GSK Released Parties”), to the extent, in each case, based on any act, omission, transaction, event, occurrence or facts or circumstances taking place, being omitted, existing or otherwise arising prior to (i) the Closing (the “Theravance Initial Released Claims”) of every kind and nature, known or unknown, suspected or unsuspected, at law or in equity, which any Releasing Party may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upon), or by reason of any circumstance(ii) the Innoviva Closing (the “Theravance Subsequent Released Claims”), actionand, causein each case (i) and (ii), or thing whatsoever which arises at any time on or prior relating to the date of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit (a) that certain Collaboration Agreement, any dated as of November 14, 2002, as amended on April 11, 2006 and March 3, 2014, by and between Innoviva and GSK (the Loan Documents or any of the transactions hereunder or thereunder. “Collaboration Agreement”), (b) Borrower and each Guarantor understandsthe Master Agreement, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower that certain Extension Agreement, dated as of March 3, 2014, by and between Theravance Biopharma and GSK (the “Extension Agreement”), and (d) the EPAs, in each Guarantor agrees that no factcase including any and all related or ancillary agreements, eventcertificates or documents ((i) and (ii) collectively, circumstancethe “Theravance Released Claims”). Notwithstanding the foregoing and anything contrary set forth herein, evidence nothing in this Agreement shall constitute a termination of the Collaboration Agreement, the Extension Agreement or transaction which could now be asserted the EPAs, in each case including any and all related or which may hereafter be discovered ancillary agreements, certificates or documents, nor a waiver, release, discharge or termination of any right to receive royalties payable by GSK (and related matters) following the Closing, and nothing herein shall limit or affect in any manner GSK’s ownership, intellectual property and control rights with respect to the finalCollaboration Products (as defined in the Collaboration Agreement) under the Collaboration Agreement. Effective (x) with respect to the Innoviva Initial Released Claims (as defined below), absolute upon the Closing (and unconditional nature irrespective of whether the Innoviva Closing occurs), and (y) with respect to the Innoviva Subsequent Released Claims (as defined below), upon the Innoviva Closing (provided the Innoviva Closing occurs within three (3) business days of the release Closing), each of Innoviva and GSK, on behalf of itself and each of its affiliates and subsidiaries (collectively, the “Innoviva/GSK Releasing Parties”, and together with the Theravance Biopharma/GSK Releasing Parties, the “Releasing Parties”), hereby unconditionally and forever releases, waives and discharges all Causes of Action that could have been, or may be, asserted by or on behalf of such Innoviva/GSK Releasing Party against the other Innoviva/GSK Releasing Party and its affiliates or subsidiaries and the respective current and former officers, managers, affiliates, subsidiaries, partners, directors, employees, agents, members, shareholders, securities holders, note holders, advisors and professionals (including any attorneys, accountants, consultants, financial advisors, investment bankers and other professionals retained by such persons) of such other parties and the affiliates and subsidiaries thereof, together with their respective successors and assigns, each solely in its capacity as such (collectively, the “Innoviva/GSK Released Parties”, and together with the Theravance Biopharma/GSK Released Parties, the “Released Parties”), to the extent, in each case, based on any act, omission, transaction, event, occurrence or facts or circumstances taking place, being omitted, existing or otherwise arising prior to (i) the Closing (the “Innoviva Initial Released Claims”), or (ii) the Innoviva Closing (the “Innoviva Subsequent Released Claims”), and, in each case (i) and (ii), relating to (a) the Collaboration Agreement, (b) the Master Agreement, (c) the Extension Agreement, and (d) the EPAs, in each case including any and all related or ancillary agreements, certificates or documents ((i) and (ii) collectively, the “Innoviva Released Claims”, and together with the Theravance Released Claims, the “Released Claims”); provided, however, that (i) claims (if any) related to the incorrect reporting, calculation, or payment of royalties payable by GSK to Innoviva under the Collaboration Agreement on Net Sales of Retained Products (as defined in that certain Limited Liability Company Agreement of TRC (as amended, the “TRC LLC Agreement”)) in calendar year 2021 (regardless of when such payments are recognized, due or paid, provided that such Net Sales occurred in calendar year 2021) shall be handled in accordance with the immediately following paragraph below (such claims described in clause (i) of this proviso are referred to herein as “2021 Claims”) and (ii) claims (if any) related to the incorrect reporting, calculation or payment of royalties payable by GSK to Innoviva under the Collaboration Agreement on Net Sales of Retained Products for the period on or after January 1, 2022 (regardless of when such payments are recognized, due or paid) shall not be deemed Innoviva Released Claims. Notwithstanding the foregoing and anything contrary set forth herein, nothing in this Agreement shall constitute a termination of the Collaboration Agreement, the Extension Agreement or the EPAs, in each case including any and all related or ancillary agreements, certificates or documents, nor a waiver, release, discharge or termination of any right to receive royalties payable by GSK (and related matters) following the Closing, and nothing herein shall limit or affect in any manner GSK’s ownership, intellectual property and control rights with respect to the Collaboration Products under the Collaboration Agreement. During the period from the Closing until the date that is thirty (30) days following the Closing, Innoviva may elect to exercise its rights under Section 6.10 of the Collaboration Agreement to audit GSK with respect to 2021 Claims. If such election is made, GSK shall provide information and reasonably cooperate with Innoviva and its representatives in connection with such audit in each case in the manner set forth in the Collaboration Agreement and consistent with the prior audit practices under the Collaboration Agreement. Subject to GSK’s compliance in all material respects with the foregoing, Innoviva shall use commercially reasonable efforts to cause such audit to be completed within 120 days of the Closing; it being understood and agreed that such 120 day period shall be tolled for any period of time in which GSK fails to comply in any material respect with its cooperation and access obligations (such 120 day period, as may be extended in accordance with the foregoing, the “Audit Period”). At the conclusion of the Audit Period, Innoviva shall provide to GSK a written description (an “Audit Notice”) in reasonable detail of any Cause of Action it believes it has against GSK with respect to the 2021 Claims. To the extent that a Cause of Action is identified on such notice, such Cause of Action (those Causes of Action deriving from it) shall not be deemed an Innoviva Released Claim hereunder and Innoviva shall have all rights and remedies available to it under the Collaboration Agreement, applicable law or otherwise in respect thereof. If Innoviva does not exercise its audit right during the 30 day period identified above or does not deliver an Audit Notice within the time specified above, all 2021 Claims shall be deemed Released Claims and Innoviva may not exercise its right to audit GSK pursuant to Section 6.10 of the Collaboration Agreement or otherwise with respect to any period prior to January 1, 2022. Any Cause of Action not set forth on the Audit Notice shall be deemed a Released Claim. For the avoidance of doubt, nothing herein shall affect Innoviva’s rights to audit in accordance with Section 6.10 of the Collaboration Agreement 2022 or any year thereafter in respect of Retained Products.

Release. (a) In consideration Borrower hereby releases and forever discharges Lender and its parents, subsidiaries and affiliates, past or present, and each of them, as well as their respective directors, officers, agents, servants, employees, shareholders, representatives, attorneys, administrators, executors, heirs, assigns, predecessors and successors in interest, and all other persons, firms or corporations with whom any of the agreements former have been, are now, or may hereafter be affiliated, and each of Agent and Lenders contained herein and for other good and valuable considerationthem (collectively, the receipt “Releasees”), from and sufficiency against any and all claims, demands, liens, agreements, contracts, covenants, actions, suits, causes of action in law or equity, obligations, controversies, debts, costs, expenses, damages, judgments, orders and liabilities of whatever kind or nature in law, equity or otherwise, whether known or unknown, fixed or contingent, suspected or unsuspected by Borrower, and whether concealed or hidden (collectively, “Claims”), which Borrower now owns or holds or has at any time heretofore owned or held, which are hereby acknowledgedbased upon or arise out of or in connection with any matter, cause or thing existing at any time prior to the date hereof or anything done, omitted or suffered to be done or omitted at any time prior to the date hereof in connection with the Loan Agreement or the other Loan Documents (collectively the “Released Matters”). (b) Borrower represents, warrants and agrees, that in executing and entering into this release, it is not relying and have not relied upon any representation, promise or statement made by anyone which is not recited, contained or embodied in this Amendment, the Loan Agreement or the other Loan Documents. Borrower has reviewed this release with Borrower’s legal counsel, and understands and acknowledges the significance and consequence of this release and of the specific waiver thereof contained herein. Borrower understands and expressly assumes the risk that any fact not recited, contained or embodied therein may turn out hereafter to be other than, different from, or contrary to the facts now known to Borrower or believed by Borrower to be true. Nevertheless, Borrower intends by this release to release fully, finally and each Guarantor executing a Consent forever all Released Matters and Reaffirmation attached heretoagrees that this release shall be effective in all respects notwithstanding any such difference in facts, and shall not be subject to termination, modification or rescission by reason of any such difference in facts. (c) Borrower, on behalf of itself and its successors and successors, assigns, and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, other legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”representatives, hereby absolutely, unconditionally and irrevocably releasesirrevocably, remises covenants and forever discharges Agentagrees with each Releasee that it will not ▇▇▇ (at law, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of and from all demands, actions, causes of action, suits, damages and any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, known or unknown, suspected or unsuspected, at law or in equity, which in any Releasing Party may now regulatory proceeding or hereafter own, hold, have or claim to have against otherwise) any Releasee on the Releasees or any of them for, upon, or by reason basis of any circumstanceClaims released, actionremised and discharged by Borrower pursuant to this Section 10. If Borrower violates the foregoing covenant, causeBorrower agrees to pay, or thing whatsoever which arises at in addition to such other damages as any time on or prior to the date of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Agreement, any of the Loan Documents or any of the transactions hereunder or thereunder. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above Releasee may be pleaded sustain as a full result of such violation, all attorneys’ fees and complete defense to costs incurred by any Claim and may be used Releasee as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions result of such releaseviolation. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) In consideration of the promises and agreements set forth in this Agreement, as of Agent and Lenders contained herein and for other good and valuable considerationthe closing date of the transaction (“Closing Date”), the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached heretoAshford, on behalf of itself and its successors and assignspresent, and its present and former membersor future officers, shareholdersdirectors, affiliatesagents (alleged or otherwise), employees, representatives, consultants, accountants, attorneys, parents, subsidiaries, divisionsaffiliated entities, predecessors, directorssuccessors, officersand assigns (collectively, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing PartyAshford Releasors”), does hereby absolutely, unconditionally completely and irrevocably releases, remises release and forever discharges Agent, each Lenderdischarge ▇▇▇▇▇, and each of their its respective successors current and assignsformer parents, subsidiaries, and affiliated entities, and their respective present current and former officers, directors, shareholders, affiliatesagents, subsidiariesemployees, divisionsrepresentatives, consultants, accountants, attorneys, insurers, reinsurers, predecessors, directorssuccessors, officersand assigns (collectively, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “▇▇▇▇▇ Releasees” and individually as a “Releasee”), from any and all claims and rights (including, without limitation, rights of set-off and from all recoupment, demands, charges, complaints, actions, obligations, causes of action, suits, damages and or liabilities of any and all other claimsevery kind, counterclaimsnature and character, defensesknown and unknown) that the Ashford Releasors possess or possessed, assert, asserted, or could or may have asserted, from the beginning of the world to the date of this Agreement (including, without limitation, rights of set-offoff and recoupment, demands demands, charges, complaints, actions, obligations, causes of action, or liabilities of any and liabilities whatsoever every kind, nature and character, known and unknown), arising out of or related to or in connection with the Ashford Releasors’ interest, whenever acquired, in Extended Stay, Inc. and certain of its affiliates and the financings that were originated in connection with the acquisition thereof in 2007 and/or arising out of or related to or in connection with the subject matter of the Action; provided that nothing herein shall prevent Ashford from bringing suit to enforce the terms of this Agreement. (individuallyb) In consideration of the promises and agreements set forth in this Agreement, a “Claim” as of the Closing Date, ▇▇▇▇▇, on behalf of itself and its present, former or future officers, directors, agents (alleged or otherwise), employees, representatives, consultants, accountants, attorneys, parents, subsidiaries, affiliated entities, predecessors, successors, and assigns (collectively, the “Claims▇▇▇▇▇ Releasors”) ), does hereby completely and irrevocably release and forever discharge Ashford, and each of its respective current and former parents, subsidiaries, and affiliated entities, and their respective current and former officers, directors, shareholders, agents, employees, representatives, consultants, accountants, attorneys, insurers, reinsurers, predecessors, successors, and assigns (collectively, the “Ashford Releasees”), from any and all claims and rights (including, without limitation, rights of set-off and recoupment, demands, charges, complaints, actions, obligations, causes of action, or liabilities of any and every kind kind, nature and naturecharacter, known and unknown) that the ▇▇▇▇▇ Releasors possess or unknown[***] = Indicates confidential information has been redacted. possessed, suspected or unsuspectedassert, at law or in equity, which any Releasing Party may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, uponasserted, or by reason could or may have asserted, from the beginning of any circumstance, action, cause, or thing whatsoever which arises at any time on or prior the world to the date of this AmendmentAgreement (including, for or on account ofwithout limitation, rights of set-off and recoupment, demands, charges, complaints, actions, obligations, causes of action, or in relation toliabilities of any and every kind, nature and character, known and unknown), arising out of or in any way in connection with this Amendment, related to the Credit Agreement, any subject matter of the Loan Documents or any Action; provided that nothing herein shall prevent ▇▇▇▇▇ from bringing suit to enforce the terms of the transactions hereunder or thereunder. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such releasethis Agreement. (c) Borrower The Parties hereby acknowledge that the releases provided in this Agreement shall apply to all claims and each Guarantor rights released hereby, whether known or unknown, anticipated or unanticipated, or suspected or unsuspected, notwithstanding the fact that a Party may later discover facts in addition to or different from those which that Party now believes to be true. (d) Each Party agrees that no factto indemnify, eventdefend and hold the other Party harmless from and against any and all liabilities, circumstanceclaims, evidence demands, losses, damages, costs and expenses (including, without limitation, legal fees and disbursements, and litigation expenses), actions and causes of action, arising out of or transaction which could now be asserted relating to a breach by the other Party of any provision of this Agreement (including, without limitation, this Paragraph 2), or which may hereafter be discovered shall affect the incorrectness or inaccuracy of any representation and warranty of such Party contained in this Agreement or in any manner the final, absolute and unconditional nature of the release set forth abovedocument or agreement delivered in connection with this Agreement.

Release. (a) In consideration of Without limiting the agreements of Agent and Lenders contained herein and above, except for other good and valuable considerationthe Express Seller Obligations, to the extent permitted by applicable Law, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached hereto, Buyers on behalf of itself themselves and its successors and their successors, assigns, Representatives and its present Affiliates (collectively, the “Releasors”) hereby expressly waive and former relinquish from and after Closing any and all rights and remedies Releasors may now or hereafter have against the Sellers, their direct or indirect Affiliates, and Sellers’ and their Affiliates’ respective direct or indirect shareholders, members, shareholderspartners, affiliates, subsidiaries, divisions, predecessorstrustees, directors, principals, officers, attorneys, employees, agentsagents or contractors or any successors or assigns of any of the foregoing Persons (collectively, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of and from all demands, actions, causes of action, suits, damages and any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, Seller Parties”),whether known or unknown, suspected including, but not limited to, those that arise from and after Closing and that may arise from or unsuspectedare related to (a) the physical condition, at law quality, quantity and state of repair of the Properties and the prior management and operation of the Properties, (b) any information relating to the Properties provided to the Buyers by the Sellers or in equitythe Sellers’ agents, which (c) each of the Real Property’s compliance or lack of compliance with any Releasing Party federal, state or local laws or regulations, and (d) any past, present or future presence or existence of Hazardous Materials on, under or about the Properties or with respect to any past, present or future violation of any rules, regulations or laws, now or hereafter enacted, regulating or governing the use, handling, storage or disposal of Hazardous Materials, including, without limitation, (i) any and all rights and remedies Releasors may now or hereafter ownhave under the Comprehensive Environmental Response Compensation and Liability Act of 1980 (“CERCLA”), holdthe Superfund Amendments and Reauthorization Act of 1986, have the Resource Conservation and Recovery Act, and the Toxic Substance Control Act, all as amended, and any similar state, local or claim federal environmental law, rule or regulation, and (ii) any and all claims, whether known or unknown, now or hereafter existing, with respect to have against the Releasees Properties under Section 107 of CERCLA (42 U.S.C.A. §9607). As used herein, the term “Hazardous Material(s)” means any hazardous or toxic materials, substances or wastes, including (1) any materials, substances or wastes which are toxic, ignitable, corrosive or reactive and which are regulated by any Governmental Authority, (2) any other material, substance, or waste which is defined or regulated as a hazardous material, extremely hazardous material, hazardous waste or toxic substance pursuant to any laws, rules, regulations or orders of the United States government, or any of them forlocal governmental body, upon(3) asbestos, or by reason of any circumstance(4) petroleum and petroleum based products, action(5) formaldehyde, cause(6) polychlorinated biphenyls (PCBs), or thing whatsoever which arises at any time on or prior to the date of this Amendmentand (7) freon and other chlorofluorocarbons. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, for or on account ofEXCEPT WITH RESPECT TO THE EXPRESS SELLER OBLIGATIONS, or in relation toEFFECTIVE UPON CLOSING AND TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, or in any way in connection with this AmendmentTHE BUYERS, the Credit AgreementON BEHALF OF THEMSELVES AND THE OTHER RELEASORS, any of the Loan Documents or any of the transactions hereunder or thereunderHEREBY ASSUME ALL RISK AND LIABILITY RESULTING OR ARISING FROM, OR RELATING TO THE OWNERSHIP, USE, CONDITION, LOCATION, MAINTENANCE, REPAIR, OR OPERATION OF, THE PROPERTIES FROM AND AFTER CLOSING. THE FOREGOING WAIVERS, RELEASES AND AGREEMENTS BY THE BUYERS, ON BEHALF OF THEMSELVES AND THE RELEASORS, SHALL SURVIVE THE CLOSING AND THE RECORDATION OF THE DEEDS AND SHALL NOT BE DEEMED MERGED INTO THE DEEDS UPON ITS RECORDATION. NOTWITHSTANDING THE FOREGOING OR ANYTHING TO THE CONTRARY IN THIS AGREEMENT, (A) NOTHING IN THIS SECTION 3.30 (AS-IS; RELEASE) SHALL BE INTERPRETED OR APPLIED TO CREATE ANY INDEMNITY OBLIGATION OF BUYERS WITH RESPECT TO ANY CLAIM BROUGHT BY ANY THIRD PARTY OR GOVERNMENTAL AUTHORITY AGAINST ANY SELLER OR SELLER PARTY, (B) THE WAIVERS, RELEASES, ACKNOWLEDGMENTS, DISCLAIMERS AND OTHER AGREEMENTS SET FORTH IN THIS SECTION 3.30 (AS-IS; RELEASE) FOR THE BENEFIT OF SELLERS AND THE SELLER PARTIES SHALL NOT APPLY WITH RESPECT TO ANY INTENTIONAL MISREPRESENTATIONS, FRAUD OR WILLFUL MISCONDUCT ON THE PART OF ANY SELLER OR ANY SELLER PARTY, AND (C) NOTHING IN THIS AGREEMENT (INCLUDING, WITHOUT LIMITATION, THIS SECTION 3.30 (AS-IS; RELEASE)) SHALL BE INTERPRETED OR APPLIED TO RELEASE SELLERS FROM LIABILITY FOR OR SHALL MODIFY THE EXPRESS SELLER OBLIGATIONS, SUBJECT, HOWEVER, TO THE TERMS OF SECTION 10.21, SECTION 10.22, AND SECTION 10.23, AS AND TO THE EXTENT APPLICABLE. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. In return for the promises in Section 2 above, and contingent upon Averion’s ongoing fulfillment of its obligation to: (ai) In consideration make timely severance payments to me pursuant to and in accordance with Section 8 of the Employment Agreement, (ii) pay me all amounts due pursuant to Section 3 of the Employment Agreement, and (iii) abide by its obligations under any equity incentive option agreements of Agent between me and Lenders contained herein Averion, I on my own behalf, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached hereto, on behalf of itself and its successors and my grantees, agents, representatives, heirs, devisees, trustees, assigns, and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officersassignors, attorneys, employees, agents, legal representatives and or any other representatives entities in which I have an interest (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing PartyReleasors”), hereby absolutely, unconditionally and irrevocably releases, remises release and forever discharges Agentdischarge by this Agreement, each LenderAverion, and each of their respective successors its past and assignspresent agents, and their respective present and former employees, representatives, officers, directors, shareholders, attorneys, accountants, insurers, advisors, consultants, affiliates, subsidiariesassigns, divisionssuccessors, predecessorsheirs, directorspredecessors in interest, officersjoint ventures, attorneysand subsidiary, employees, agents, legal representatives affiliate and other representatives commonly-controlled entities (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of and from all demands, actionsliabilities, causes of actionactions, charges, complaints, suits, damages and any claims, obligations, costs, losses, damages, rights, judgments, attorneys’ fees, expenses, bonds, bills, penalties, fines, and all other claimslegal responsibilities of any form whatsoever, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, whether known or unknown, whether suspected or unsuspected, at whether fixed or contingent, liquidated or unliquidated, including but not limited to those arising from or related to (i) my employment with, compensation by and/or separation from Averion; and (ii) any acts or omissions occurring prior to the date of this Agreement by any and all Releasees, including those arising under any theory of law, whether common, constitutional, statutory or other of any jurisdiction, foreign or domestic, whether known or unknown, whether in law or in equity, which any Releasing Party they had or may now or hereafter own, hold, have or claim to have against any of the Releasees Releasees. Releasors specifically release claims under all applicable state and federal laws, based on age, sex, pregnancy, race, color, national origin, marital status, religion, veteran status, disability, sexual orientation, medical condition, or other anti-discrimination laws, including, without limitation, Title VII of the Civil Rights Act of 1964 as amended, the Age Discrimination in Employment Act (Title 29, United States Code, Sections 621, et seq.) (“ADEA”), the Americans with Disabilities Act, the Fair Labor Standards Act, and the Family Medical Leave Act, as well as all common law claims, whether arising in tort or contract (collectively referred to as “Released Matters”). If any governmental agency should assume jurisdiction over any claim, charge or complaint concerning alleged discrimination arising out of my employment with Averion, Releasors also waive the right to recover damages or any other remedy as a result of them forsuch claim, uponcharge or complaint. I acknowledge and agree that, following the payment of the Severance Amount in accordance with Section 8 of the Employment Agreement, Averion and Releasees have no other liabilities or by reason obligations, of any circumstancekind or nature, action, cause, or thing whatsoever which arises at any time on or prior owed to the date of this Amendment, for or on account of, or in relation to, or in any way me in connection with this Amendment, or relating to my employment with the Credit Agreement, same. I further agree and promise that I will not file any lawsuit or administrative claim or charge asserting any of the Loan Documents or any of the transactions hereunder or thereunderforegoing Released Matters. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) In consideration Subject to the terms set forth herein, effective upon a termination of the agreements Advisory Agreement (a “Termination”) and acceptance by the Advisor of Agent the SPF Payment and Lenders contained herein and for other good and valuable considerationthe DF Payment, the receipt Advisor acknowledges and sufficiency of which are hereby acknowledgedagrees that by accepting the SPF Payment and the DF Payment at such time, Borrower and each Guarantor executing a Consent and Reaffirmation attached heretothe Advisor, on behalf of itself and each of its affiliates, divisions, parents, subsidiaries, predecessors, successors and assigns, and its present and former membersand, in their capacity as such, each of their respective officers, directors, trustees, owners, shareholders, affiliatesmembers, subsidiariesmanaging members, divisionsagents, predecessorsemployees, directorspartners, officersprincipals, attorneys, employeesinsurers, agentsand representatives, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agentthe Company and each of its affiliates, each Lenderdivisions, parents, subsidiaries, predecessors, successors and assigns, and, in their capacity as such, each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessorsofficers, directors, officerstrustees, owners, shareholders, members, managing members, agents, employees, partners, principals, attorneys, employeesinsurers, agents, legal and representatives and other representatives (Agent, Lenders from any and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”)claims, of and from all demandssuits, controversies, actions, causes of action, suitsdebts, damages and damages, obligations or liabilities of any and all other claimskind or nature whatsoever, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, known or unknown, suspected or unsuspected, whether at law or in equity, whether known or unknown, and whether now existing or which any Releasing Party may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upon, or accrue by reason of any circumstance, action, cause, facts or thing whatsoever which arises at any time circumstances existing on or prior to before the date of this Amendmentacceptance by the Advisor of the SPF Payment and the DF Payment, which arise out of or are related to or connected with the Advisory Agreement or termination thereof; except in respect of matters arising out of the obligations that survive the Termination as set forth in Section 9 hereof (the “Surviving Matters”), including, for or on account ofthe avoidance of doubt, or in relation to, or in with respect to the obligation of the Company under Section 4.03(a) of the Advisory Agreement to pay to the Advisor (i) any way unpaid reimbursements of expenses incurred by the Advisor consistent with prior practice in connection with this Amendment, the Credit services it provides to the Company pursuant to the Advisory Agreement in accordance with Section 3.02 of the Advisory Agreement, any of the Loan Documents or any of the transactions hereunder or thereunder. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense subject to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. Section 3.04 thereof (c“Reimbursable Expenses”), (ii) Borrower any indemnification to which the Advisor is entitled, and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner (iii) accrued but unpaid fees payable to the final, absolute and unconditional nature Advisor pursuant to the terms of the release set forth aboveAdvisory Agreement prior to Termination, in each case, whether billed or claimed prior to or after the Termination, other any Subordinated Performance Fee and any Disposition Fee, which shall be paid in accordance with Section 3 and Section 4 hereof, as applicable (the foregoing clauses (i), (ii) and (iii), the “Remaining 4.03 Obligations”).

Release. (a) In consideration of the agreements of Agent and Lenders contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached Each party hereto, on behalf of itself and its successors and assigns, and its present and former members, shareholders, respective affiliates, subsidiaries, divisionssuccessors, predecessorsassigns, officers, directors, officers, attorneys, employees, agents, legal representatives employees and other representatives (Borrowercollectively, each Guarantor and all such other Persons being hereinafter referred to collectively as the “"Releasing Parties” and individually as a “Releasing Party”Persons"), hereby absolutelyagrees that no party shall have any remaining obligations, liabilities or duties under the Merger Agreement (other than the duties of PMC and SPPR pursuant to Section 11.6 thereunder), the Confidentiality Agreement, the Sale Agreement or the Master Lease and such agreements shall, except as specifically set forth herein, be of no further force or effect. The parties hereto fully, finally, forever and unconditionally release, acquit and irrevocably releases, remises and forever discharges Agent, discharge each Lender, and each of their respective successors and assigns, other and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessorsofficers, directors, officerstrust managers, agents, attorneys, employeesconsultants, agents, legal employees and representatives and other representatives the predecessors, successors and assigns of each of them (Agentcollectively, Lenders the "Released Persons"), with all Released Persons who are natural persons being so released, acquitted and discharged in both their individual as well as their official capacities, from any and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”)claims, of and from all controversies, covenants, representations, warranties, demands, actionspromises, contracts, agreements, causes of action, suits, damages and any and all liabilities, obligations, debts or other claims, counterclaims, defenses, rights responsibility of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every whatever kind and or nature, whether known or unknown, suspected or unsuspected, at whether in law or in equity, which any the Releasing Party may Persons ever had, now or hereafter own, hold, have or claim to may have against the Releasees any Released Person for any matter, thing, event, action or omission which in any way, directly or indirectly, relates to or arises out of them for, upon, or by reason of any circumstance, action, cause, or thing whatsoever which arises at any time on or prior is connected to the date of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit AgreementTransaction Agreements, any of the Loan Documents transactions contemplated thereby, including, without limitation by reason of or in connection with the termination of the Transaction Agreements, or any other acts, facts, omissions, transactions, occurrences or other subject matters relating thereto, arising therefrom or in connection therewith; provided, however, that nothing contained herein shall release any obligation under this Termination Agreement or claim to enforce it. Notwithstanding the foregoing, the parties agree that PMC and SPPR shall not be released from their respective obligations under Section 11.6 of the transactions hereunder or thereunderMerger Agreement which Section shall survive. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. Except for the Excluded Liabilities (including any Excluded Liabilities described in Section 2.4(c) arising under the STP Project Documents) and Seller's obligations hereunder or under any Ancillary Agreement (as applicable), including, without limitation, under ARTICLE 8, except for obligations and liabilities of the Operating Agent or any STP Owner other than Seller under the STP Project Documents, and except for intentional fraud, each Purchaser on behalf of itself and each of its Affiliates, and on behalf of each of its and their successors and assigns, hereby waives its right to recover from Seller or from any Affiliate of Seller or any Person acting on behalf of Seller or any such Affiliate, and forever releases and discharges each of Seller and each such Affiliate and each such other Person, from any and all damages, claims, losses, liabilities, penalties, fines, liens, judgments, costs or expenses whatsoever (including, without limitation, attorneys' fees and costs), whether direct or indirect, known or unknown, foreseen or unforeseen, that may arise on account of or in any way be connected with the Assumed Liabilities or the Purchased Assets, including without limitation, (a) In consideration all liabilities or obligations under or related to Environmental Laws including the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. ss. 9601 et seq. or relating to any claim in respect of Environmental Conditions or Hazardous Substances arising under Laws, including Environmental Laws, and (b) all liabilities that in any way arise out of or are related to or associated with the ownership, possession, use or operation of any of the agreements of Agent and Lenders contained herein and for other good and valuable considerationPurchased Assets, including the receipt and sufficiency of which are hereby acknowledgedSTP Interest, Borrower and or the Generation Facility, before or after the Closing. In this regard, each Guarantor executing a Consent and Reaffirmation attached heretoPurchaser, on behalf of itself and each of its parent, subsidiary and sister entities, and each of its and their successors and assigns, and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor expressly waives any and all rights and benefits that it now has or they now have, or in the future may have, conferred upon it or them by virtue of any statute or common law principle which provides that a general release does not extend to claims which a party does not know or suspect to exist in its favor at the time of executing the release, if knowledge of such other Persons being hereinafter referred to collectively as claims would have materially affected such party's settlement with the “Releasing Parties” obligor. Each Purchaser, on behalf of itself and individually as a “Releasing Party”each of its parent, hereby absolutely, unconditionally subsidiary and irrevocably releases, remises and forever discharges Agent, each Lendersister entities, and each of its and their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred hereby further acknowledges that it is aware that factual matters now unknown to collectively as the “Releasees” and individually as a “Releasee”), of and from all demands, actions, causes of action, suits, damages and any and all other it or them may have given or may hereafter give rise to claims, counterclaims, defenses, rights of set-off, demands losses and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, known or that are presently unknown, suspected or unanticipated and unsuspected, at law or in equity, which any Releasing Party may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upon, or by reason of any circumstance, action, cause, or thing whatsoever which arises at any time on or prior to the date of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Agreement, any of the Loan Documents or any of the transactions hereunder or thereunder. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full contained herein has been negotiated and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted agreed upon in breach of the provisions light of such release. (c) Borrower awareness, and that it nevertheless hereby intends to be bound and to bind each of its parent, subsidiary and sister entities, and each Guarantor agrees that no factof its and their successors and assigns, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of to the release set forth above.

Release. (a) In consideration of the agreements of Agent and Lenders contained herein Guarantor, for itself and for other good its agents, employees, representatives, officers, directors, general partners, limited partners, joint shareholders, beneficiaries, trustees, administrators, subsidiaries, affiliates, employees, servants and valuable considerationattorneys (collectively, the receipt "Guarantor Releasing Parties") jointly and sufficiency of which are hereby acknowledged, Borrower severally release and each Guarantor executing a Consent and Reaffirmation attached hereto, on behalf of itself and its successors and assignsforever discharge Lender, and its present and former membersrespective successors, shareholdersassigns, affiliates, subsidiaries, divisions, predecessorspartners, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrowerattorneys, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”administrators, hereby absolutelytrustees, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors and assigns, and their respective present and former shareholderssubsidiaries, affiliates, subsidiariesbeneficiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal shareholders and representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of and from all demandsliabilities, actionsobligations, causes of actioncosts, suitsexpenses, damages claims and any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, known or unknown, suspected or unsuspecteddamages, at law or in equity, known or unknown, which any of the Guarantor Releasing Party Parties may now or hereafter own, hold, have hold or claim to have against the Releasees hold under common law or any of them forstatutory right, upon, or by reason of any circumstance, action, cause, or thing whatsoever which arises at any time on or prior to the date of this Amendment, for or on account of, or in relation to, or arising in any way in connection with this Amendmentmanner out of the Mortgaged Property, the Credit AgreementLoan, any of the Loan Documents or any of the documents, instruments or any other transactions hereunder relating thereto or thereunder. the transactions contemplated thereby. Without limiting the generality of the foregoing, this release shall include the following matters: (a) all aspects of the Loan Documents, any negotiations, demands or requests with respect thereto, (b) Borrower Lender’s exercise or attempts to exercise any of its rights under any of the Loan Documents, at law or in equity, and each (c) any acts or omissions of Lender or any party securing the Loan or any employee or agent thereof occurring on or before the date of the Loan Documents. The Guarantor understandsReleasing Parties agree that this release is a full, acknowledges final and agrees complete release and that the release set forth above it may be pleaded as a full and complete defense an absolute bar to any Claim and may be used as a basis for an injunction against any action, or all suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted suits pending or which may hereafter thereafter be discovered shall affect in filed or prosecuted by any manner the final, absolute and unconditional nature of the Guarantor Releasing Parties, or anyone claiming by, through or under any of the Guarantor Releasing Parties. The Guarantor Releasing Parties agree that this release set forth aboveis binding upon each of them and their respective agents, employees, representatives, officers, directors, general partners, limited partners, joint shareholders, beneficiaries, trustees, administrators, subsidiaries, affiliates, employees, servants and attorneys.

Release. (a) In consideration of the agreements of Each Loan Party hereby releases and forever discharges Agent and Lenders contained herein and for their respective parents, subsidiaries and affiliates, past or present, and each of them, as well as their respective directors, officers, agents, servants, employees, shareholders, representatives, attorneys, administrators, executors, heirs, assigns, predecessors and successors in interest, and all other good persons, firms or corporations with whom any of the former have been, are now, or may hereafter be affiliated, and valuable considerationeach of them (collectively, the receipt “Releasees”), from and sufficiency against any and all claims, demands, liens, agreements, contracts, covenants, actions, suits, causes of action in law or equity, obligations, controversies, debts, costs, expenses, damages, judgments, orders and liabilities of whatever kind or nature in law, equity or otherwise, whether known or unknown, fixed or contingent, suspected or unsuspected by such Loan Party (collectively, “Claims”), which such Loan Party now owns or holds or has at any time heretofore owned or held and which are hereby acknowledgedin existence on the First Amendment Effective Date (collectively the “Released Matters”). (b) Each Loan Party represents, Borrower warrants and agrees, that in executing and entering into this release, it is not relying and has not relied upon any representation, promise or statement made by anyone which is not recited, contained or embodied in this Amendment, the Credit Agreement or the Loan Documents. Each Loan Party has reviewed this release with its legal counsel, and understands and acknowledges the significance and consequence of this release and of the specific waiver thereof contained herein. Each Loan Party understands and expressly assumes the risk that any fact not recited, contained or embodied therein may turn out hereafter to be other than, different from, or contrary to the facts now known to such Loan Party or believed by such Loan Party to be true. Nevertheless, each Guarantor executing a Consent Loan Party intends by this release to release fully, finally and Reaffirmation attached heretoforever all Released Matters and agrees that this release shall be effective in all respects notwithstanding any such difference in facts, and shall not be subject to termination, modification or rescission by reason of any such difference in facts. (c) Each Loan Party, on behalf of itself and its successors and successors, assigns, and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, other legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”representatives, hereby absolutely, unconditionally and irrevocably releasesirrevocably, remises covenants and forever discharges Agentagrees with each Releasee that it will not sue (at law, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of and from all demands, actions, causes of action, suits, damages and any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, known or unknown, suspected or unsuspected, at law or in equity, which in any Releasing Party may now regulatory proceeding or hereafter own, hold, have or claim to have against otherwise) any Releasee on the Releasees or any of them for, upon, or by reason basis of any circumstanceClaims released, actionremised and discharged by such Loan Party pursuant to this Section 11. If any Loan Party violates the foregoing covenant, causeLoan Parties agree to pay, or thing whatsoever which arises at in addition to such other damages as any time on or prior to the date of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Agreement, any of the Loan Documents or any of the transactions hereunder or thereunder. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above Releasee may be pleaded sustain as a full result of such violation, all attorneys’ fees and complete defense to costs incurred by any Claim and may be used Releasee as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions result of such releaseviolation. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.

Release. (a) In consideration of and as a condition to each Holder’s right to receive the agreements of Agent and Lenders contained herein consideration that is due to such Holder (directly or indirectly) in accordance with the Business Combination Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are each Holder hereby acknowledgedagrees to and acknowledges, Borrower from and after (and effective upon) the Closing, each Holder hereby unconditionally, irrevocably and absolutely releases and forever discharges, to the maximum extent permitted by applicable law, SPAC, the Company and each Guarantor executing a Consent and Reaffirmation attached hereto, on behalf of itself and its successors and assigns, and its present and their respective current or former members, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each LenderAffiliates, and each of their respective successors and assignscurrent, and their respective present and former shareholdersor future, affiliatesdirect or indirect, subsidiariesequity holders, divisionscontrolling Persons, predecessorsgeneral or limited partners, stockholders, members, managers, directors, officers, attorneys, employees, agents, legal representatives and affiliates, attorneys, advisors or other representatives (AgentRepresentatives, Lenders and all such other Persons being hereinafter referred to collectively as of the foregoing’s respective predecessors, successors and assigns (collectively, the “Releasees” and individually as a “ReleaseeReleased Parties”), of from any and from all losses, liabilities, obligations, claims, costs, demands, actions, actions and causes of action, suits, debts, accounts, covenants, contracts, controversies, damages and any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) judgments of every kind kind, nature and naturecharacter (including any fiduciary duty claims and any claims for damages, costs, expenses, compensation and attorneys’, brokers’ and accountants’ fees and expenses), arising out of, in connection with or otherwise relating to any act, omission, harm, matter, transaction, claim, proceeding, affair or occurrence, whether arising under contract, tort, law, equity or otherwise, whether known or unknown, suspected or unsuspectedunsuspected that such ▇▇▇▇▇▇ and/or his, her or its Affiliates and such Holder’s and their respective former, current or future, direct or indirect, equity holders, controlling Persons, general or limited partners, stockholders, members, managers, directors, officers, employees, agents, affiliates, attorneys, advisors or other Representatives, and all of the foregoing’s respective predecessors, successors and assigns (collectively, each Holder’s “Related Parties”) now has, has ever had or at law or in equity, which any Releasing Party may now or hereafter own, hold, time could have or claim to have asserted against the Releasees or any of them forthe Released Parties in each such Holder’s capacity as a securityholder of Company, uponarising out of, in connection with or otherwise relating to any matter, transaction, claim, proceeding, affair or occurrence at any time up to and including the Closing (collectively, the “Released Claims”). Notwithstanding the foregoing or anything to the contrary contained herein, nothing in this Agreement will waive or preclude any Holder from exercising such Holder’s rights, if any, (a) to receive and be paid the portion of the Transaction Share Consideration payable under, and subject to the terms and conditions set forth in, the Business Combination Agreement in respect of each share of capital stock of the Company held by reason such Holder immediately prior to the Closing, (b) if (and only if) such Holder is or was prior to the Closing an officer or director of Company, to indemnification, advancement of expenses or exculpation in accordance with the terms and conditions and other limitations set forth in Section 6.12 (Directors and Officers) of the Business Combination Agreement, (c) to indemnification to which such Holder may be entitled pursuant to an indemnification agreement with the Company or the Governing Documents of the Company, and (d) if (and only if) such Holder is or was prior to the Closing an employee of the Company, to payment of (i) any circumstanceaccrued and unpaid wages and benefits due to such Holder that remain unpaid, and (ii) reimbursements for reasonable and necessary business expenses incurred and documented and consistent with prior expenditures that remain unpaid as of the Closing (collectively, the “Retained Rights”). Each Holder, on behalf of such Holder and such ▇▇▇▇▇▇’s Related Parties, hereby unconditionally, irrevocably and absolutely agrees, to the maximum extent permitted by applicable law, to (x) waive any and all rights with respect to the such Holder’s Shares (other than the Retained Rights), and (y) refrain from, directly or indirectly, asserting, initiating or commencing (or allowing to be asserted, initiated or commenced on its behalf) any claim, cause of action, proceeding, suit, action, causedemand or similar process, in any agency or court, or thing whatsoever which arises at before any time on tribunal, against any Released Party, directly or prior indirectly, arising out of, in connection with or otherwise relating to any Released Claim (but not any Retained Rights), it being the date intent and agreement of each Holder and his, her or its Related Parties that the Released Parties be, and by virtue of the execution of this AmendmentAgreement, for or on account the Released Parties will be, irrevocably, unconditionally and absolutely forever released and discharged of and from any and all obligations and liabilities arising out of, in connection with or in relation to, or otherwise related in any way in connection to the Released Claims (but not the Retained Rights). Each Holder understands and acknowledges on behalf of such Holder and such ▇▇▇▇▇▇’s Related Parties that such Holder is releasing potentially unknown claims, and that such Holder may have limited knowledge with this Amendment, the Credit Agreement, any respect to some of the Loan Documents or any of the transactions hereunder or thereunder. (b) Borrower and each Guarantor understands, claims being released. Each Holder acknowledges and agrees that there is a risk that, after signing this Agreement, such Holder may learn information that might have affected such Holder’s decision to enter into this Agreement. Each Holder irrevocably and unconditionally assumes this risk and all other risks of any mistake in entering into this Agreement. Each Holder agrees that this Agreement is fairly and knowingly made. Without limiting the foregoing, by signing this Agreement, each Holder, on behalf of such Holder and such Holder’s Related Parties, expressly waives and releases any provision of law that purports to limit the scope of a general release, including any and all rights and benefits under Section 1542 of the Civil Code of the State of California (or any analogous law of any other state, to the extent applicable), which reads as follows: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any actionthat, suit if known by him or other proceeding which may be institutedher, prosecuted would have materially affected his or attempted in breach of her settlement with the provisions of such releasedebtor or released party. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.”

Release. Except in regard to your rights under the Share Exchange Agreement, this Agreement, and the Related Agreements (a) In consideration of the agreements of Agent if any), you, for and Lenders contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached hereto, on behalf of itself yourself and its successors your predecessors, successors, heirs, executors, administrators, beneficiaries, legatees and assignsassigns (collectively, the "Releasors") hereby knowingly, fully, unconditionally, irrevocably and completely forever release and discharge Kannalife, the Company, each "Affiliate" (within the meaning of Rule 405 promulgated under the Securities Act of 1933, as amended) of Kannalife, the Company, and its direct and indirect subsidiaries (together, the "Companies") and each of the Companies' respective past or present and former stockholders, partners, members, shareholdersofficers, affiliatesdirectors, consultants, attorneys, subsidiaries, divisions, predecessors, directors, officers, attorneys, employeesAffiliates, agents, legal advisors, representatives and other representatives (Borrower, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, employees and each of their respective successors and assignsheirs, and their respective present and former shareholders, affiliates, subsidiaries, divisionsexecutors, predecessors, directorssuccessors, officersadministrators, attorneysbeneficiaries, employeeslegatees and assigns (collectively, agentsthe "Releasees"), legal representatives from, and other representatives (Agentagree not to s▇▇ any of the Releasees with respect to, Lenders any and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of and from all demandsclaims, actions, causes of action, suits, damages and any and all other claimsdebts, counterclaimsdues, sums of money, accounts, reckonings, covenants, contracts, controversies, agreements, promises, variances, trespasses, damages, judgments, expenses, executions, affirmative defenses, rights of set-off, demands and other obligations or liabilities whatsoever (individuallywhatsoever, a “Claim” and collectivelyin law or equity, “Claims”) of every kind and nature, whether known or unknown, past or present, asserted or unasserted, suspected or unsuspected, at law fixed or in equitycontingent (collectively, "Claims"), which any Releasing Party may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upon, or by reason of any circumstance, action, cause, or thing whatsoever which arises at any time on or prior to the date of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Agreement, any of the Loan Documents you or any of the transactions hereunder Releasors ever had, now have or thereunder. may ever have had against any of Releasees from the beginning of the world until the Effective Date (b) Borrower and each Guarantor understandsas defined in Section 7 below), acknowledges and agrees provided, however, that the foregoing shall not release set forth above may be pleaded as a full any Releasee from any obligation of any Releasee to the undersigned Participating Stockholder under any provision of the Share Exchange Agreement, this Agreement or any Related Agreements. With the exception of the rights and complete defense obligations created by this Agreement or expressly reserved under this Agreement, it is the intent of the parties to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of waive the provisions of such release. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature § 1542 of the release set forth above.California Civil Code, which provide as follows:

Release. (a) In consideration a. Employee represents, warrants and covenants that Employee has not filed any charges, complaints or lawsuits against the Company, its parent, subsidiary or any related companies, or any of the agreements of Agent and Lenders contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached hereto, on behalf of itself and its successors and assigns, and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessorsor their officers, directors, officersprincipals, attorneysshareholders, employees, agents, or representatives (collectively “Releasees”) with any governmental agency, tribunal or court. While nothing in this Section is intended to prohibit Employee from initiating contact, filing a charge, or otherwise cooperating with, or assisting any governmental agency in any lawful investigation, by signing this Agreement, Employee agrees and acknowledges that he/she is waiving, and will not be entitled to any other or further monetary, financial or equitable relief. b. Employee represents and warrants that he/she has reported any violations known to Employee’s manager of Idera’s Code of Business Conduct (the “Code”) or of any law by the Company or any Company employee or agent, as required by the Code. c. In consideration for the compensation and benefits set forth in Section 2 of this Agreement, Employee, on behalf of Employee, Employee’s heirs, estate, executors, administrators, agents, beneficiaries, trustees, legal representatives and other representatives (Borrowerrepresentatives, each Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors and assigns, hereby irrevocably and their respective present unconditionally releases, acquits and former shareholdersforever discharges the Releasees, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders from any and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”)charges, of and from all demandspromises, actions, causes of actionactions, covenants, contracts, controversies, agreements, complaints, claims, liabilities, obligations, suits, damages demands, grievances, arbitrations, costs, losses, debts and expenses, including attorney’s, of any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities nature whatsoever (individually, a “Claim” and collectively, hereinafter “Claims”) of every kind and nature), known or unknown, suspected or unsuspected, at law foreseen or in equity, unforeseen which any Releasing Party Employee has or may now or hereafter own, hold, have or claim to have against the Releasees Releasees, or any of them forthem, upon, or by reason of any circumstance, action, cause, or thing whatsoever which arises arising at any time on or prior to and including the date Employee signs this Agreement; further including, without limitation, any and all Claims which relate directly or indirectly to Employee’s employment with Company and Employee’s separation from that employment; and further including without limitation, Claims, whether statutory, at common law or otherwise, for wrongful termination of employment, breach of contract, detrimental reliance, promissory estoppel, infliction of emotional distress, defamation, fraud, misrepresentation or any other tort, and Claims under the laws of the United States, the state of Employee’s employment, or any other state, for discrimination based upon sex, race, age, national origin, religion, handicap, disability, retaliation, or on any other basis, including, without limitation, Claims based on Title VII of the Civil Rights Act of 1964, the Age Discrimination in Employment Act, the Americans with Disabilities Act, the Family and Medical Leave Act, and any related state or local laws otherwise covering Employee’s employment and separation. d. Employee agrees and acknowledges that this Agreement constitutes a knowing and voluntary waiver of all rights or Claims Employee may have as of the date Employee signs this Agreement and that Employee has no physical or mental impairment of any kind that has interfered with Employee’s ability to read and understand the meaning of this AmendmentAgreement or its terms. e. Employee also agrees and acknowledges that, for or on account ofin the event that Employee breaches any obligation under this Section, or in relation to, or in except as it relates to any way in connection with this Amendment, the Credit Agreement, any lawful challenge of the Loan Documents enforceability of this Release under the Older Workers Benefit Protection Act; the filing of any claim for unemployment compensation; the filing of any claim for benefits under any worker’s compensation law; or the exception noted above dealing with the filing of any of charge with any governmental agency, including cooperation with such agency; then, in the transactions hereunder or thereunder. (b) Borrower and each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions event of such release. (c) Borrower a breach, Employee will no longer be entitled to receive any amounts which would otherwise be due and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now also be asserted or which may hereafter be discovered shall affect in obligated to repay Company any manner the final, absolute and unconditional nature of the release set forth amounts paid under Section 2 above.

Release. Each of the Borrowers and the Guarantors may have certain Claims against the Released Parties (a) as each such term is defined below), regarding or relating to the Credit Agreement or the other Loan Documents. Agent, Co-Collateral Agents, the Lenders, the Borrowers and the Guarantors desire to resolve each and every one of such Claims in conjunction with the execution of this Amendment and thus each of the Borrowers and the Guarantors makes the releases contained in this Section 3. In consideration of Agent, Co-Collateral Agents and the agreements Lenders entering into this Amendment, each of Agent the Borrowers and Lenders contained herein the Guarantors hereby fully and for other good unconditionally releases and valuable considerationforever discharges each of Agent, Co-Collateral Agents and the receipt and sufficiency of which are hereby acknowledged, Borrower and each Guarantor executing a Consent and Reaffirmation attached hereto, on behalf of itself and its successors and assignsLenders, and its present and former members, shareholders, affiliates, subsidiaries, divisions, predecessors, their respective directors, officers, employees, subsidiaries, branches, affiliates, attorneys, employees, agents, legal representatives representatives, successors and other representatives (Borrower, each Guarantor assigns and all such other Persons being hereinafter referred to collectively as persons, firms, corporations and organizations acting on any of their behalves (collectively, the “Releasing Released Parties” and individually as a “Releasing Party”, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Agent, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives (Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of and from any and all demandsclaims, actionsallegations, causes of action, suits, damages and any and all other claims, counterclaims, defenses, rights of set-off, costs or demands and liabilities whatsoever (individuallyliabilities, a “Claim” and collectively, “Claims”) of every whatever kind and or nature, from the beginning of the world to the date on which this Amendment is executed, whether known or unknown, liquidated or unliquidated, fixed or contingent, asserted or unasserted, foreseen or unforeseen, matured or unmatured, suspected or unsuspected, at law anticipated or in equityunanticipated, which the Borrowers or any Releasing Party may now Guarantor has, had, claims to have had or hereafter own, hold, have or claim claims to have against the Releasees or any of them for, upon, or Released Parties by reason of any circumstance, action, causeact or omission on the part of the Released Parties, or thing whatsoever which arises at any time on or of them, occurring prior to the date on which this Amendment is executed, including all such loss or damage of any kind heretofore sustained or that may arise as a consequence of the dealings among the parties up to and including the date on which this AmendmentAmendment is executed, for including the administration or on account ofenforcement of the Advances, or in relation tothe Term Loan, or in any way in connection with this Amendmentthe Obligations, the Credit Agreement, any of the Loan Documents Agreement or any of the transactions hereunder other Loan Documents (collectively, all of the foregoing, the “Claims”). Each of the Borrowers and the Guarantors represents and warrants that it has no knowledge of any claim by it against the Released Parties or thereunder. (b) Borrower of any facts or acts of omissions of the Released Parties which on the date hereof would be the basis of a claim by the Borrowers or the Guarantors against the Released Parties which is not released hereby. Each of the Borrowers and each Guarantor understands, acknowledges the Guarantors represents and agrees warrants that the release set forth above may be pleaded as foregoing constitutes a full and complete defense to any Claim and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach release of the provisions of such releaseall Claims. (c) Borrower and each Guarantor agrees that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered shall affect in any manner the final, absolute and unconditional nature of the release set forth above.