Common use of Waiver and Release Clause in Contracts

Waiver and Release. IN CONSIDERATION OF LENDER’S EXECUTION AND DELIVERY OF THIS FOURTH AMENDMENT, BORROWER HEREBY INDIVIDUALLY AND COLLECTIVELY, WAIVES, RELEASES AND FOREVER DISCHARGES LENDER, ITS PREDECESSORS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, SHAREHOLDERS, ATTORNEYS, LEGAL REPRESENTATIVES, SUCCESSORS AND ASSIGNS, AND EACH OF THEM, OF AND FROM ANY AND ALL CLAIMS, DEMANDS, COUNTERCLAIMS, SET-OFFS, DEFENSES, DEBTS, OBLIGATIONS, COSTS, EXPENSES, ACTIONS, CAUSES OF ACTION AND DAMAGES OF EVERY KIND, NATURE AND DESCRIPTION WHATSOEVER, KNOWN OR UNKNOWN, FORESEEABLE OR UNFORESEEABLE, LIQUIDATED OR UNLIQUIDATED, AND INSURED OR UNINSURED, WHICH BORROWER HERETOFORE, NOW AND FROM TIME TO TIME HEREAFTER OWN, HOLD OR HAVE BY REASON OF ANY MATTER, CAUSE OR THING WHATSOEVER, ARISING ON OR BEFORE THE DATE OF THIS FOURTH AMENDMENT FROM, RELATING TO OR IN CONNECTION WITH THE LOAN DOCUMENTS, THE INDEBTEDNESS OR THIS FOURTH AMENDMENT.

Waiver and Release. IN CONSIDERATION OF LENDER’S EXECUTION AND DELIVERY OF AS A MATERIAL INDUCEMENT FOR THE LENDER TO EXECUTE THIS FOURTH AMENDMENTAGREEMENT, EACH BORROWER DOES HEREBY INDIVIDUALLY AND COLLECTIVELYRELEASE, WAIVESWAIVE, RELEASES DISCHARGE, COVENANT NOT TO SUE, ACQUIT, SATISFY AND FOREVER DISCHARGES DISCHARGE THE LENDER, ITS PREDECESSORSOFFICERS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS, XXXECTORS EMPLOYEES, ATTORNEYS AND AGENTS AND ITS AFFILIATES AND ASSIGNS FROM ANY AND DEMAND WHATSOEVER IN LAW OR IN EQUITY WHICH EACH BORROWER EVER HAD, NOW HAS, OR WHICH ANY PERSONAL REPRESENTATIVE, SUCCESSOR, HEIR OR ASSIGN OF EACH BORROWER HEREAFTER CAN, SHALL OR MAY HAVE AGAINST THE LENDER, ITS OFFICERS, DIRECTORS, SHAREHOLDERSEMPLOYEES, ATTORNEYSATTORNEYS AND AGENTS, LEGAL REPRESENTATIVES, SUCCESSORS AND ITS AFFILIATES AND ASSIGNS, AND EACH OF THEMFOR, OF AND FROM ANY AND ALL CLAIMS, DEMANDS, COUNTERCLAIMS, SET-OFFS, DEFENSES, DEBTS, OBLIGATIONS, COSTS, EXPENSES, ACTIONS, CAUSES OF ACTION AND DAMAGES OF EVERY KIND, NATURE AND DESCRIPTION WHATSOEVER, KNOWN UPON OR UNKNOWN, FORESEEABLE OR UNFORESEEABLE, LIQUIDATED OR UNLIQUIDATED, AND INSURED OR UNINSURED, WHICH BORROWER HERETOFORE, NOW AND FROM TIME TO TIME HEREAFTER OWN, HOLD OR HAVE BY REASON OF ANY MATTER, CAUSE OR THING WHATSOEVER, ARISING ON OR BEFORE THROUGHOUT THE DATE HEREOF. EACH BORROWER FURTHER EXPRESSLY COVENANTS WITH AND WARRANTS UNTO THE LENDER AND ITS AFFILIATES AND ASSIGNS, THAT THERE EXIST NO CLAIMS, COUNTERCLAIMS, DEFENSES, OBJECTIONS, OFFSETS OR CLAIMS OR OFFSET AGAINST THE LENDER OR THE OBLIGATION OF THIS FOURTH AMENDMENT FROMEACH BORROWER TO PAY THE LENDER ALL AMOUNTS OWNING UNDER THE NOTE, RELATING TO OR IN CONNECTION WITH THE OVERADVANCE NOTE, THE LOAN DOCUMENTS, AGREEMENT AND ALL ASSOCIATED LOAN DOCUMENTS AS AND WHEN THE INDEBTEDNESS OR THIS FOURTH AMENDMENTSAME BECOME DUE AND PAYABLE.

Waiver and Release. IN CONSIDERATION OF LENDER’S EXECUTION THE WAIVER HEREIN AND DELIVERY OTHER GOOD AND VALUABLE CONSIDERATION, THE RECEIPT AND SUFFICIENCY OF THIS FOURTH AMENDMENTWHICH IS HEREBY ACKNOWLEDGED, BORROWER EACH LOAN PARTY HEREBY INDIVIDUALLY AND COLLECTIVELY, WAIVES, RELEASES REMISES, RELEASES, AND FOREVER DISCHARGES EACH LENDER, SECURED PARTY, AND THE ADMINISTRATIVE AGENT, THEIR RESPECTIVE PREDECESSORS AND ITS PREDECESSORSSUCCESSORS, PARENTS, SUBSIDIARIESASSIGNS, AFFILIATES, AGENTSSHAREHOLDERS, DIRECTORS, OFFICERS, ACCOUNTANTS, ATTORNEYS, EMPLOYEES, OFFICERSAGENTS, DIRECTORS, SHAREHOLDERS, ATTORNEYS, LEGAL REPRESENTATIVES, SUCCESSORS AND ASSIGNSSERVANTS (COLLECTIVELY, THE “RELEASED PARTIES”) OF, FROM AND EACH OF THEM, OF AND FROM AGAINST ANY AND ALL CLAIMS, DEMANDS, COUNTERCLAIMS, SET-OFFS, DEFENSES, DEBTS, OBLIGATIONS, COSTS, EXPENSES, ACTIONS, CAUSES OF ACTION ACTION, SUITS, PROCEEDINGS, CONTRACTS, JUDGMENTS, DAMAGES, ACCOUNTS, RECKONINGS, EXECUTIONS, AND DAMAGES LIABILITIES WHATSOEVER OF EVERY KINDNAME AND NATURE, NATURE AND DESCRIPTION WHATSOEVER, WHETHER KNOWN OR UNKNOWN, FORESEEABLE WHETHER OR UNFORESEEABLE, LIQUIDATED NOT WELL FOUNDED IN FACT OR UNLIQUIDATEDIN LAW, AND INSURED WHETHER IN LAW, AT EQUITY, OR UNINSUREDOTHERWISE, WHICH BORROWER HERETOFORE, THE UNDERSIGNED EVER HAD OR NOW AND FROM TIME TO TIME HEREAFTER OWN, HOLD HAS FOR OR HAVE BY REASON OF ANY MATTER, CAUSE CAUSE, OR THING WHATSOEVER, ARISING ON OR BEFORE THE ANYTHING WHATSOEVER TO THIS DATE OF THIS FOURTH AMENDMENT FROM, RELATING TO OR IN CONNECTION WITH ARISING OUT OF THE LOANS, OR ANY OF THEM, OR ANY OF THE LOAN DOCUMENTS, INCLUDING WITHOUT LIMITATION ANY ACTUAL OR ALLEGED ACT OR OMISSION OF ANY OF THE INDEBTEDNESS RELEASED PARTIES WITH RESPECT TO THE LOANS, OR ANY OF THEM, OR ANY OF THE LOAN DOCUMENTS, OR ANY LIENS OR COLLATERAL IN CONNECTION THEREWITH, OR THE ENFORCEMENT OF ANY OF SUCH LENDER’S OR SECURED PARTY’S OR THE ADMINISTRATIVE AGENT’S RIGHTS OR REMEDIES THEREUNDER. THE TERMS OF THIS FOURTH AMENDMENTWAIVER AND RELEASE SHALL SURVIVE THE TERMINATION OF THIS AGREEMENT, THE LOANS, OR THE LOAN DOCUMENTS AND SHALL REMAIN IN FULL FORCE AND EFFECT AFTER THE TERMINATION THEREOF.

Waiver and Release. IN CONSIDERATION OF LENDER’S EXECUTION THIS AGREEMENT, EACH BORROWER REPRESENTS AND DELIVERY WARRANTS THAT THERE ARE NO OFFSETS, DEFENSES OR COUNTERCLAIMS AGAINST OR IN RESPECT OF THIS FOURTH AMENDMENT, ITS OBLIGATIONS UNDER THE LOAN AGREEMENT OR THE OTHER AGREEMENTS AND EACH BORROWER HEREBY INDIVIDUALLY AND COLLECTIVELY, WAIVES, RELEASES AND FOREVER DISCHARGES LENDERAGENT, ITS PREDECESSORS, PARENTS, SUBSIDIARIES, AFFILIATES, THE LENDERS AND THEIR RESPECTIVE AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, SHAREHOLDERS, ATTORNEYS, LEGAL REPRESENTATIVES, SUCCESSORS AND ASSIGNS, AND EACH OF THEM, OF AND FROM ANY AND ALL CLAIMS, DEMANDS, COUNTERCLAIMS, SET-OFFS, DEFENSES, DEBTS, OBLIGATIONS, COSTS, EXPENSES, ACTIONS, CAUSES OF ACTION ACTION, DAMAGES, COSTS, EXPENSES AND DAMAGES OF EVERY KIND, NATURE AND DESCRIPTION WHATSOEVERLIABILITIES, KNOWN OR UNKNOWN, FORESEEABLE FIXED, CONTINGENT OR UNFORESEEABLECONDITIONAL, LIQUIDATED AT LAW OR UNLIQUIDATEDIN EQUITY, IN CONNECTION WITH THE LOAN AGREEMENT AND INSURED THE OTHER AGREEMENTS OR UNINSUREDANY TRANSACTIONS OR ACTS IN CONNECTION THEREWITH, WHICH BORROWER HERETOFORE, NOW AND FROM TIME TO TIME HEREAFTER OWN, HOLD ORIGINATING IN WHOLE OR HAVE BY REASON OF ANY MATTER, CAUSE OR THING WHATSOEVER, ARISING IN PART ON OR BEFORE THE DATE OF THIS FOURTH AMENDMENT FROMAGREEMENT, RELATING TO WHICH ANY SUCH BORROWER MAY HAVE AGAINST ANY SUCH PERSON, IRRESPECTIVE OF WHETHER ANY SUCH CLAIMS, ACTIONS, CAUSES OF ACTION, DAMAGES, COSTS, EXPENSES OR IN CONNECTION WITH THE LOAN DOCUMENTSLIABILITIES ARE BASED ON CONTRACT, THE INDEBTEDNESS TORT OR THIS FOURTH AMENDMENTOTHERWISE.

Waiver and Release. EXCEPT AS SET FORTH IN CONSIDERATION OF LENDER’S EXECUTION SECTIONS 16 AND DELIVERY OF THIS FOURTH AMENDMENT18 ABOVE, BORROWER HEREBY INDIVIDUALLY FROM AND COLLECTIVELYAFTER CLOSING, WAIVESTHE BUYER PARTIES RELEASE, RELEASES REMISE AND FOREVER DISCHARGES LENDER, ITS PREDECESSORS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, SHAREHOLDERS, ATTORNEYS, LEGAL REPRESENTATIVES, SUCCESSORS AND ASSIGNS, AND EACH OF THEM, OF AND DISCHARGE THE SELLER PARTIES FROM ANY AND ALL CLAIMS, DEMANDS, COUNTERCLAIMS, SET-OFFS, DEFENSES, DEBTS, OBLIGATIONS, COSTS, EXPENSES, ACTIONS, CAUSES OF ACTION CLAIMS AND DAMAGES OF EVERY KINDWHATSOEVER, NATURE AND DESCRIPTION WHATSOEVERIN LAW OR IN EQUITY, KNOWN OR UNKNOWN, FORESEEABLE WHICH THE BUYER PARTIES MIGHT NOW OR UNFORESEEABLESUBSEQUENTLY MAY HAVE, LIQUIDATED OR UNLIQUIDATED, AND INSURED OR UNINSURED, WHICH BORROWER HERETOFORE, NOW AND FROM TIME TO TIME HEREAFTER OWN, HOLD OR HAVE BY REASON OF ANY MATTER, CAUSE OR THING WHATSOEVER, ARISING ON OR BEFORE THE DATE OF THIS FOURTH AMENDMENT FROMBASED ON, RELATING TO OR ARISING OUT OF (i) THIS AGREEMENT, (ii) SELLER’S OWNERSHIP, USE OR OPERATION OF THE SUBJECT ASSETS OR (iii) THE CONDITION, QUALITY, STATUS OR NATURE OF THE SUBJECT ASSETS, INCLUDING, IN CONNECTION WITH EACH SUCH CASE, RIGHTS TO CONTRIBUTION UNDER CERCLA OR ANY OTHER ENVIRONMENTAL LAW, BREACHES OF STATUTORY OR IMPLIED WARRANTIES, NUISANCE OR OTHER TORT ACTIONS, RIGHTS TO PUNITIVE DAMAGES AND COMMON LAW RIGHTS OF CONTRIBUTION, RIGHTS UNDER AGREEMENTS BETWEEN SELLER AND ANY PERSONS WHO ARE AFFILIATES OF SELLER, AND RIGHTS UNDER INSURANCE MAINTAINED BY SELLER OR ANY PERSON WHO IS AN AFFILIATE OF SELLER, EVEN IF CAUSED IN WHOLE OR IN PART BY THE LOAN DOCUMENTSNEGLIGENCE (WHETHER SOLE, THE INDEBTEDNESS JOINT OR THIS FOURTH AMENDMENTCONCURRENT), STRICT LIABILITY OR OTHER LEGAL FAULT OF ANY RELEASED PERSON.

Waiver and Release. IN CONSIDERATION OF LENDER’S EXECUTION THE WAIVER HEREIN AND DELIVERY OTHER GOOD AND VALUABLE CONSIDERATION, THE RECEIPT AND SUFFICIENCY OF THIS FOURTH AMENDMENTWHICH IS HEREBY ACKNOWLEDGED, BORROWER EACH LOAN PARTY HEREBY INDIVIDUALLY AND COLLECTIVELY, WAIVES, RELEASES REMISES, RELEASES, AND FOREVER DISCHARGES EACH LENDER, ISSUING BANK, AND THE ADMINISTRATIVE AGENT, THEIR RESPECTIVE PREDECESSORS AND ITS PREDECESSORSSUCCESSORS, PARENTS, SUBSIDIARIESASSIGNS, AFFILIATES, AGENTSSHAREHOLDERS, DIRECTORS, OFFICERS, ACCOUNTANTS, ATTORNEYS, EMPLOYEES, OFFICERSAGENTS, DIRECTORS, SHAREHOLDERS, ATTORNEYS, LEGAL REPRESENTATIVES, SUCCESSORS AND ASSIGNSSERVANTS (COLLECTIVELY, THE “RELEASED PARTIES”) OF, FROM AND EACH OF THEM, OF AND FROM AGAINST ANY AND ALL CLAIMS, DEMANDS, COUNTERCLAIMS, SET-OFFS, DEFENSES, DEBTS, OBLIGATIONS, COSTS, EXPENSES, ACTIONS, CAUSES OF ACTION ACTION, SUITS, PROCEEDINGS, CONTRACTS, JUDGMENTS, DAMAGES, ACCOUNTS, RECKONINGS, EXECUTIONS, AND DAMAGES LIABILITIES WHATSOEVER OF EVERY KINDNAME AND NATURE, NATURE AND DESCRIPTION WHATSOEVER, WHETHER KNOWN OR UNKNOWN, FORESEEABLE WHETHER OR UNFORESEEABLE, LIQUIDATED NOT WELL FOUNDED IN FACT OR UNLIQUIDATEDIN LAW, AND INSURED WHETHER IN LAW, AT EQUITY, OR UNINSUREDOTHERWISE, WHICH BORROWER HERETOFORE, THE UNDERSIGNED EVER HAD OR NOW AND FROM TIME TO TIME HEREAFTER OWN, HOLD HAS FOR OR HAVE BY REASON OF ANY MATTER, CAUSE CAUSE, OR THING WHATSOEVER, ARISING ON OR BEFORE THE ANYTHING WHATSOEVER TO THIS DATE OF THIS FOURTH AMENDMENT FROM, RELATING TO OR IN CONNECTION WITH ARISING OUT OF THE LOANS, OR ANY OF THEM, OR ANY OF THE LOAN DOCUMENTS, INCLUDING WITHOUT LIMITATION ANY ACTUAL OR ALLEGED ACT OR OMISSION OF ANY OF THE INDEBTEDNESS RELEASED PARTIES WITH RESPECT TO THE LOANS, OR ANY OF THEM, OR ANY OF THE LOAN DOCUMENTS, INCLUDING WITHOUT LIMITATION ANY ACTUAL OR ALLEGED ACT OR OMISSION OF ANY OF THE RELEASED PARTIES WITH RESPECT TO THE LOANS, OR ANY OF THEM, OR ANY OF THE LOAN DOCUMENTS, OR ANY LIENS OR COLLATERAL IN CONNECTION THEREWITH, OR THE ENFORCEMENT OF ANY OF SUCH LENDER’S OR ISSUING BANK’S OR THE ADMINISTRATIVE AGENT’S RIGHTS OR REMEDIES THEREUNDER. THE TERMS OF THIS FOURTH AMENDMENTWAIVER AND RELEASE SHALL SURVIVE THE TERMINATION OF THIS AGREEMENT, THE LOANS, OR THE LOAN DOCUMENTS AND SHALL REMAIN IN FULL FORCE AND EFFECT AFTER THE TERMINATION THEREOF.

Waiver and Release. IN CONSIDERATION OF LENDER’S EXECUTION I HEREBY AGREE THAT I, AND DELIVERY OF THIS FOURTH AMENDMENTMY ASSIGNEES, BORROWER HEIRS, GUARDIANS, AND LEGAL REPRESENTATIVES, HEREBY INDIVIDUALLY AND COLLECTIVELY, WAIVES, RELEASES RELEASE AND FOREVER DISCHARGES LENDER, DISCHARGE SENIOR SERVICES AND ITS PREDECESSORS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, SHAREHOLDERSEMPLOYEES, ATTORNEYS, LEGAL REPRESENTATIVES, AGENTS OR CONTRACTORS AND THEIR SUCCESSORS AND ASSIGNSASSIGNS (COLLECTIVELY, AND EACH OF THEM, OF AND “RELEASEES”) FROM ANY AND ALL LIABILITY, CLAIMS, DEMANDS, COUNTERCLAIMSOBLIGATIONS, SET-OFFSCAUSES OF ACTION, DEFENSESDAMAGES, DEBTS, OBLIGATIONSPENALTIES, COSTS, EXPENSES, ACTIONS, CAUSES OF ACTION AND DAMAGES OF EVERY KIND, NATURE AND DESCRIPTION WHATSOEVER, KNOWN OR UNKNOWN, FORESEEABLE OR UNFORESEEABLE, LIQUIDATED OR UNLIQUIDATEDATTORNEYS’ FEES, AND INSURED INDEMNITIES OF WHATEVER KIND OR UNINSUREDNATURE, WHETHER BASED IN CONTRACT, TORT, STATUTE, OR OTHER LEGAL OR EQUITABLE THEORY OF RECOVERY, WHICH BORROWER HERETOFORE, NOW AND FROM TIME TO TIME ARISE OR MAY HEREAFTER OWN, HOLD OR HAVE BY REASON OF ANY MATTER, CAUSE OR THING WHATSOEVER, ARISING ON OR BEFORE THE DATE OF THIS FOURTH AMENDMENT FROM, RELATING TO OR ARISE IN CONNECTION WITH MY ACTIVITIES WITH SENIOR SERVICES, INCLUDING, BUT NOT LIMITED TO, ANY BODILY INJURY, PERSONAL INJURY, ILLNESS, DEATH, OR PROPERTY DAMAGE, WHETHER CAUSED BY THE LOAN DOCUMENTSNEGLIGENCE OF RELEASEES OR OTHERWISE, THAT MAY RESULT FROM MY VOLUNTEER ACTIVITIES WITH SENIOR SERVICES. THE INDEBTEDNESS OR PARTIES AGREE THAT THIS FOURTH AMENDMENTSECTION 2 IS A MATERIAL CONSIDERATION FOR ENTERING INTO THIS AGREEMENT.

Waiver and Release. IN CONSIDERATION OF LENDER’S EXECUTION LICENSEE HEREBY WAIVES AND DELIVERY OF THIS FOURTH AMENDMENT, BORROWER HEREBY INDIVIDUALLY AND COLLECTIVELY, WAIVES, RELEASES AND FOREVER DISCHARGES LENDER, ITS PREDECESSORS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, SHAREHOLDERS, ATTORNEYS, LEGAL REPRESENTATIVES, SUCCESSORS AND ASSIGNS, AND EACH OF THEM, OF AND FROM ANY AND ALL CLAIMS, DEMANDSDAMAGES, COUNTERCLAIMS, SET-OFFS, DEFENSES, DEBTS, OBLIGATIONSLOSSES, COSTS, EXPENSES, ACTIONSSUITS, AND CAUSES OF ACTION AND DAMAGES OF EVERY KINDACTION, NATURE AND DESCRIPTION WHATSOEVERWHETHER KNOWN, KNOWN OR UNKNOWN, FORESEEABLE SUSPECTED, OR UNFORESEEABLEUNSUSPECTED (COLLECTIVELY, LIQUIDATED “CLAIMS”), THAT HE OR UNLIQUIDATEDSHE MAY NOW OR IN THE FUTURE HAVE AGAINST LICENSOR, THE UNIVERSITY, AND INSURED ANY OF THEIR RESPECTIVE OFFICERS, TRUSTEES, DIRECTORS, AGENTS, REPRESENTATIVES, EMPLOYEES, CONTRACTORS, AND VOLUNTEERS (COLLECTIVELY, THE “LICENSOR PARTIES”) FOR PERSONAL INJURY, PROPERTY DAMAGE, OR UNINSUREDDEATH THAT MAY ARISE FROM THE USE OF, WHICH BORROWER HERETOFOREOR OCCUR ON, NOW AND FROM TIME TO TIME HEREAFTER OWNTHE ASSIGNED SPACE, HOLD THE UNIT, THE BUILDING, AMENITIES, AND/OR HAVE THE UNIVERSITY’S CAMPUS BY REASON LICENSEE OR LICENSEE’S GUESTS, OR INVITEES, INCLUDING, WITHOUT LIMITATION, LOSS OR DAMAGE CAUSED BY OTHER PERSONS, THEFT, BURGLARY, ASSAULT, VANDALISM, OR OTHER CRIMES, FIRE, FLOOD, WATER, OR ANY OTHER ACTS OF GOD, FAILURE OF ANY MATTERSAFETY EQUIPMENT, CAUSE LICENSOR’S PERFORMANCE UNDER THIS AGREEMENT, OR THING WHATSOEVER, ARISING ON OR BEFORE BY THE DATE INTERRUPTIONS OF UTILITIES. THE PROVISIONS OF THIS FOURTH AMENDMENT FROMPARAGRAPH SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT, RELATING TO REGARDLESS OF THE CAUSE OF SUCH EXPIRATION OR EARLIER TERMINATION, AND WILL APPLY EVEN IF SUCH INJURY, LOSS, DAMAGE, OR DEATH IS CAUSED IN WHOLE OR IN CONNECTION WITH PART BY THE LOAN DOCUMENTSNEGLIGENCE OR, TO THE INDEBTEDNESS FULLEST EXTENT ALLOWED BY LAW, GROSS NEGLIGENCE OF ANY ONE OR THIS FOURTH AMENDMENTMORE OF THE LICENSOR PARTIES.

Waiver and Release. EACH OF THE BORROWERS (IN CONSIDERATION ITS OWN RIGHT AND ON BEHALF OF LENDER’S EXECUTION ITS OFFICERS, EMPLOYEES, ATTORNEYS AND DELIVERY AGENTS) AND EACH OF THIS FOURTH AMENDMENTTHE GUARANTORS HEREBY EXPRESSLY AND UNCONDITIONALLY ACKNOWLEDGES AND AGREES THAT IT HAS NO SETOFFS, BORROWER HEREBY INDIVIDUALLY AND COLLECTIVELYCOUNTERCLAIMS, WAIVESADJUSTMENTS, RELEASES AND FOREVER DISCHARGES RECOUPMENTS, DEFENSES, CLAIMS, CAUSES OF ACTION, ACTIONS OR DAMAGES OF ANY CHARACTER OR NATURE ARISING OUT OF OR FROM OR RELATED TO THE CREDIT AGREEMENT, THE FINANCING ORDER, OR ANY OF THE OTHER LOAN DOCUMENTS, WHETHER CONTINGENT, NONCONTINGENT, LIQUIDATED, UNLIQUIDATED, FIXED, MATURED, UNMATURED, DISPUTED, UNDISPUTED, LEGAL, EQUITABLE, SECURED OR UNSECURED, KNOWN OR UNKNOWN, ACTUAL OR PUNITIVE, FORESEEN OR UNFORESEEN, DIRECT OR INDIRECT, AGAINST THE LENDER, ANY OF ITS PREDECESSORSAFFILIATES OR ANY OF ITS OFFICERS, PARENTS, SUBSIDIARIES, AFFILIATESDIRECTORS, AGENTS, EMPLOYEES, OFFICERSATTORNEYS OR REPRESENTATIVES (COLLECTIVELY, DIRECTORSTHE “LENDER-RELATED PARTIES”) OR ANY GROUNDS OR CAUSE FOR REDUCTION, SHAREHOLDERSMODIFICATION, ATTORNEYSSET ASIDE OR SUBORDINATION OF THE DIP OBLIGATIONS OR ANY LIENS OR SECURITY INTERESTS OF THE LENDER. IN PARTIAL CONSIDERATION FOR THE AGREEMENT OF THE LENDER TO ENTER INTO THIS AMENDMENT, LEGAL REPRESENTATIVES, SUCCESSORS EACH OF THE BORROWERS AND ASSIGNSTHE GUARANTORS HEREBY KNOWINGLY AND UNCONDITIONALLY WAIVES AND FULLY AND FINALLY RELEASES AND FOREVER DISCHARGES THE LENDER-RELATED PARTIES FROM, AND EACH OF THEMCOVENANTS NOT TO XXX THE LENDER-RELATED PARTIES FOR, OF AND FROM ANY AND ALL CLAIMS, DEMANDSSETOFFS, COUNTERCLAIMS, SET-OFFSADJUSTMENTS, DEFENSESRECOUPMENTS, DEBTSCLAIMS, OBLIGATIONS, COSTS, EXPENSESCAUSES OF ACTION, ACTIONS, CAUSES OF ACTION GROUNDS, CAUSES, DAMAGES, COSTS AND DAMAGES EXPENSES OF EVERY KIND, NATURE AND DESCRIPTION WHATSOEVERCHARACTER ARISING OUT OF OR FROM OR RELATED TO THE CREDIT AGREEMENT, THE FINANCING ORDER, OR ANY OF THE OTHER LOAN DOCUMENTS, WHETHER CONTINGENT, NONCONTINGENT, LIQUIDATED, UNLIQUIDATED, FIXED, MATURED, UNMATURED, DISPUTED, UNDISPUTED, LEGAL, EQUITABLE, SECURED OR UNSECURED, KNOWN OR UNKNOWN, FORESEEABLE ACTUAL OR UNFORESEEABLEPUNITIVE, LIQUIDATED FORESEEN OR UNLIQUIDATEDUNFORESEEN, DIRECT OR INDIRECT WHICH ANY OF THE BORROWERS OR GUARANTORS NOW OWNS AND INSURED HOLDS, OR UNINSUREDHAS AT ANY TIME HERETOFORE OWNED OR HELD, WHICH BORROWER HERETOFORESUCH WAIVER, NOW RELEASE, DISCHARGE AND FROM TIME COVENANT BEING MADE WITH FULL KNOWLEDGE AND UNDERSTANDING OF THE CIRCUMSTANCES AND EFFECTS OF SUCH WAIVER, RELEASE, DISCHARGE AND COVENANT AND AFTER HAVING CONSULTED LEGAL COUNSEL OF ITS OWN CHOOSING WITH RESPECT THERETO. THIS SECTION 7 IS IN ADDITION TO TIME HEREAFTER OWN, HOLD OR HAVE BY REASON ANY OTHER RELEASE OF ANY MATTEROF THE LENDER-RELATED PARTIES BY THE BORROWERS OR GUARANTORS AND SHALL NOT IN ANY WAY LIMIT ANY OTHER RELEASE, CAUSE COVENANT NOT TO XXX OR THING WHATSOEVER, ARISING ON WAIVER BY THE BORROWERS OR BEFORE GUARANTORS IN FAVOR OF ANY OF THE DATE OF THIS FOURTH AMENDMENT FROM, RELATING TO OR IN CONNECTION WITH THE LOAN DOCUMENTS, THE INDEBTEDNESS OR THIS FOURTH AMENDMENTLENDER-RELATED PARTIES.

Waiver and Release. AS A MATERIAL INDUCEMENT FOR, AND IN CONSIDERATION OF LENDER’S EXECUTION OF, THE BANK'S AGREEMENTS HEREIN, THE BORROWER (FOR ITSELF AND DELIVERY OF THIS FOURTH AMENDMENTITS SUCCESSORS, BORROWER ASSIGNS, EXECUTORS AND ADMINISTRATORS) HEREBY INDIVIDUALLY AND COLLECTIVELY, WAIVES, RELEASES RELEASES, REMISES AND FOREVER DISCHARGES LENDERTHE BANK, ITS PREDECESSORSSHAREHOLDERS, PARENTSDIRECTORS, SUBSIDIARIES, AFFILIATESEMPLOYEES, AGENTS, EMPLOYEESSUCCESSORS, OFFICERS, DIRECTORS, SHAREHOLDERS, ATTORNEYS, LEGAL REPRESENTATIVES, SUCCESSORS AND ASSIGNS, HEIRS, EXECUTORS AND EACH OF THEM, ADMINISTRATORS OF AND FROM ANY AND ALL CLAIMS, DEMANDS, COUNTERCLAIMS, SET-OFFS, DEFENSES, DEBTS, OBLIGATIONS, COSTS, EXPENSES, MANNER OF ACTIONS, CAUSES OF ACTION ACTION, SUITS, CROSSCLAIMS, COUNTERCLAIMS, DEBTS, DUES, SUMS OF MONEY, ACCOUNTS, BILLS, COVENANTS, CONTRACTS, CONTROVERSIES, AGREEMENTS, PROMISES, VARIANCES, DAMAGES, JUDGMENTS, CLAIMS AND DAMAGES OF EVERY KIND, NATURE AND DESCRIPTION DEMANDS WHATSOEVER, KNOWN IN LAW OR UNKNOWN, FORESEEABLE OR UNFORESEEABLE, LIQUIDATED OR UNLIQUIDATED, AND INSURED OR UNINSUREDIN EQUITY, WHICH AGAINST THE BANK, THE BORROWER HERETOFOREEVER HAD, NOW AND FROM TIME TO TIME HEREAFTER OWNHAS, HOLD OR THE BORROWER, OR ITS SUCCESSORS, ASSIGNS, EXECUTORS, OR ADMINISTRATORS CAN, SHALL OR MAY HAVE FOR, UPON OR BY REASON OF ANY MATTER, CAUSE OR THING WHATSOEVER, ARISING ON OR BEFORE WHATSOEVER FROM THE BEGINNING OF THE WORLD TO THE DAY OF THE DATE OF THIS FOURTH AMENDMENT FROM, RELATING TO OR IN CONNECTION WITH AGREEMENT. BORROWER CONFIRMS THAT THE LOAN DOCUMENTS, THE INDEBTEDNESS OR THIS FOURTH AMENDMENTFOREGOING WAIVER AND RELEASE IS AN INFORMED WAIVER AND RELEASE AND IS FREELY GIVEN.

Waiver and Release. IN CONSIDERATION OF LENDER’S EXECUTION THE THIRD AMENDMENT HEREIN AND DELIVERY OTHER GOOD AND VALUABLE CONSIDERATION, THE RECEIPT AND SUFFICIENCY OF THIS FOURTH AMENDMENTWHICH IS HEREBY ACKNOWLEDGED, BORROWER AND EACH GUARANTOR EACH HEREBY INDIVIDUALLY AND COLLECTIVELY, WAIVES, RELEASES REMISES, RELEASES, AND FOREVER DISCHARGES LENDEREACH LENDER AND ADMINISTRATIVE AGENT, THEIR PREDECESSORS AND ITS PREDECESSORSSUCCESSORS, PARENTS, SUBSIDIARIESASSIGNS, AFFILIATES, AGENTSSHAREHOLDERS, DIRECTORS, OFFICERS, ACCOUNTANTS, ATTORNEYS, EMPLOYEES, OFFICERSAGENTS, DIRECTORS, SHAREHOLDERS, ATTORNEYS, LEGAL REPRESENTATIVES, SUCCESSORS AND ASSIGNSSERVANTS (COLLECTIVELY, THE "RELEASED PARTIES") OF, FROM AND EACH OF THEM, OF AND FROM AGAINST ANY AND ALL CLAIMS, DEMANDS, COUNTERCLAIMS, SET-OFFS, DEFENSES, DEBTS, OBLIGATIONS, COSTS, EXPENSES, ACTIONS, CAUSES OF ACTION ACTION, SUITS, PROCEEDINGS, CONTRACTS, JUDGMENTS, DAMAGES, ACCOUNTS, RECKONINGS, EXECUTIONS, AND DAMAGES LIABILITIES WHATSOEVER OF EVERY KINDNAME AND NATURE, NATURE AND DESCRIPTION WHATSOEVER, WHETHER KNOWN OR UNKNOWN, FORESEEABLE WHETHER OR UNFORESEEABLE, LIQUIDATED NOT WELL FOUNDED IN FACT OR UNLIQUIDATEDIN LAW, AND INSURED WHETHER IN LAW, AT EQUITY, OR UNINSUREDOTHERWISE, WHICH BORROWER HERETOFORE, THE UNDERSIGNED EVER HAD OR NOW AND FROM TIME TO TIME HEREAFTER OWN, HOLD HAS FOR OR HAVE BY REASON OF ANY MATTER, CAUSE CAUSE, OR THING WHATSOEVER, ARISING ON OR BEFORE THE ANYTHING WHATSOEVER TO THIS DATE OF THIS FOURTH AMENDMENT FROM, RELATING TO OR IN CONNECTION WITH ARISING OUT OF THE LOANS, OR ANY OF THEM, OR ANY OF THE LOAN DOCUMENTS, INCLUDING WITHOUT LIMITATION ANY ACTUAL OR ALLEGED ACT OR OMISSION OF ANY OF THE INDEBTEDNESS RELEASED PARTIES WITH RESPECT TO THE LOANS, OR ANY OF THEM, OR ANY OF THE LOAN DOCUMENTS, OR ANY LIENS OR COLLATERAL IN CONNECTION THEREWITH, OR THE ENFORCEMENT OF ANY OF SUCH LENDER'S OR ADMINISTRATIVE AGENT'S RIGHTS OR REMEDIES THEREUNDER. THE TERMS OF THIS FOURTH WAIVER AND RELEASE SHALL SURVIVE THE TERMINATION OF THIS THIRD AMENDMENT, THE LOANS, OR THE LOAN DOCUMENTS AND SHALL REMAIN IN FULL FORCE AND EFFECT AFTER THE TERMINATION THEREOF.

Waiver and Release. EACH OF OBLIGORS (IN CONSIDERATION ITS OWN RIGHT AND ON BEHALF OF LENDER’S EXECUTION AND DELIVERY OF THIS FOURTH AMENDMENT, BORROWER HEREBY INDIVIDUALLY AND COLLECTIVELY, WAIVES, RELEASES AND FOREVER DISCHARGES LENDER, ITS PREDECESSORS, PARENTSSUCCESSORS, SUBSIDIARIESLEGAL REPRESENTATIVES AND ASSIGNS) HEREBY EXPRESSLY AND UNCONDITIONALLY ACKNOWLEDGES AND AGREES THAT IT HAS NO SETOFFS, AFFILIATESCOUNTERCLAIMS, ADJUSTMENTS, RECOUPMENTS, DEFENSES, CLAIMS, CAUSES OF ACTION, ACTIONS OR DAMAGES OF ANY CHARACTER OR NATURE, WHETHER CONTINGENT, NONCONTINGENT, LIQUIDATED, UNLIQUIDATED, FIXED, MATURED, UNMATURED, DISPUTED, UNDISPUTED, LEGAL, EQUITABLE, SECURED OR UNSECURED, KNOWN OR UNKNOWN, ACTUAL OR PUNITIVE, FORESEEN OR UNFORESEEN, DIRECT, OR INDIRECT, AGAINST ANY CREDIT PARTY, ANY OF ITS AFFILIATES OR ANY OF ITS OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, SHAREHOLDERS, ATTORNEYS, LEGAL REPRESENTATIVESATTORNEYS OR REPRESENTATIVES OR ANY OF THEIR RESPECTIVE PREDECESSORS, SUCCESSORS OR ASSIGNS (COLLECTIVELY, THE “LENDER-RELATED PARTIES”) OR ANY GROUNDS OR CAUSE FOR REDUCTION, MODIFICATION, SET ASIDE OR SUBORDINATION OF THE SECURED OBLIGATIONS OR ANY LIENS OR SECURITY INTERESTS OF THE CREDIT PARTIES. IN PARTIAL CONSIDERATION FOR THE AGREEMENT OF ADMINISTRATIVE AGENT AND ASSIGNSLENDER TO ENTER INTO THIS AGREEMENT, EACH OF OBLIGORS HEREBY KNOWINGLY AND UNCONDITIONALLY WAIVES AND FULLY AND FINALLY RELEASES AND FOREVER DISCHARGES THE LENDER-RELATED PARTIES FROM, AND EACH OF THEMCOVENANTS NOT TO SXX THE LENDER-RELATED PARTIES FOR, OF AND FROM ANY AND ALL CLAIMS, DEMANDSSETOFFS, COUNTERCLAIMS, SET-OFFSADJUSTMENTS, DEFENSESRECOUPMENTS, DEBTSCLAIMS, OBLIGATIONS, COSTS, EXPENSESCAUSES OF ACTION, ACTIONS, CAUSES OF ACTION GROUNDS, CAUSES, DAMAGES, COSTS AND DAMAGES EXPENSES OF EVERY KIND, NATURE AND DESCRIPTION WHATSOEVERCHARACTER, WHETHER CONTINGENT, NONCONTINGENT, LIQUIDATED, UNLIQUIDATED, FIXED, MATURED, UNMATURED, DISPUTED, UNDISPUTED, LEGAL, EQUITABLE, SECURED OR UNSECURED, KNOWN OR UNKNOWN, FORESEEABLE ACTUAL OR UNFORESEEABLEPUNITIVE, LIQUIDATED FORESEEN OR UNLIQUIDATEDUNFORESEEN, AND INSURED DIRECT OR UNINSURED, WHICH BORROWER HERETOFORE, NOW AND FROM TIME TO TIME HEREAFTER OWN, HOLD OR HAVE BY REASON OF ANY MATTER, CAUSE OR THING WHATSOEVERINDIRECT, ARISING ON OUT OF OR BEFORE THE DATE FROM OR RELATED TO ANY OF THIS FOURTH AMENDMENT FROM, RELATING TO OR IN CONNECTION WITH THE LOAN DOCUMENTS, WHICH ANY OBLIGOR NOW OWNS AND HOLDS, OR HAS AT ANY TIME HERETOFORE OWNED OR HELD, SUCH WAIVER, RELEASE AND DISCHARGE BEING MADE WITH FULL KNOWLEDGE AND UNDERSTANDING OF THE INDEBTEDNESS CIRCUMSTANCES AND EFFECTS OF SUCH WAIVER, RELEASE AND DISCHARGE AND AFTER HAVING CONSULTED LEGAL COUNSEL OF ITS OWN CHOOSING WITH RESPECT THERETO. THIS SECTION IS IN ADDITION TO ANY OTHER RELEASE OF ANY OF THE LENDER-RELATED PARTIES BY ANY OF OBLIGORS AND SHALL NOT IN ANY WAY LIMIT ANY OTHER RELEASE, COVENANT NOT TO SXX, OR THIS FOURTH AMENDMENTWAIVER BY ANY OF OBLIGORS IN FAVOR OF ANY OF THE LENDER- RELATED PARTIES.

Waiver and Release. IN CONSIDERATION OF LENDER’S EXECUTION AND DELIVERY OF THIS FOURTH AMENDMENT, EACH BORROWER REPRESENTS AND WARRANTS THAT, AS OF THE AMENDMENT DATE, THERE ARE NO OFFSETS, DEFENSES OR COUNTERCLAIMS AGAINST OR IN RESPECT OF THE OBLIGATIONS OR THE LOAN DOCUMENTS AND EACH BORROWER HEREBY INDIVIDUALLY AND COLLECTIVELY, WAIVES, RELEASES AND FOREVER DISCHARGES LENDER, ITS PREDECESSORS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, SHAREHOLDERS, ATTORNEYS, LEGAL REPRESENTATIVES, SUCCESSORS THE INDEMNITIES AND ASSIGNSAGENT PROFESSIONALS, AND EACH OF THEM, OF AND FROM ANY AND ALL CLAIMS, DEMANDS, COUNTERCLAIMS, SET-OFFS, DEFENSES, DEBTS, OBLIGATIONS, COSTS, EXPENSES, ACTIONS, CAUSES OF ACTION ACTION, DAMAGES, COSTS, EXPENSES AND DAMAGES OF EVERY KIND, NATURE AND DESCRIPTION WHATSOEVERLIABILITIES, KNOWN OR UNKNOWN, FORESEEABLE FIXED, CONTINGENT OR UNFORESEEABLECONDITIONAL, LIQUIDATED AT LAW OR UNLIQUIDATEDIN EQUITY, AND INSURED OR UNINSURED, WHICH BORROWER HERETOFORE, NOW AND FROM TIME TO TIME HEREAFTER OWN, HOLD OR HAVE BY REASON OF ANY MATTER, CAUSE OR THING WHATSOEVER, ARISING ON OR BEFORE THE DATE OF THIS FOURTH AMENDMENT FROM, RELATING TO OR IN CONNECTION WITH THE LOAN DOCUMENTSDOCUMENTS OR ANY TRANSACTIONS OR ACTS IN CONNECTION THEREWITH, IN EACH CASE EXISTING ON OR BEFORE THE INDEBTEDNESS AMENDMENT DATE, WHICH ANY SUCH BORROWER MAY HAVE AGAINST ANY SUCH PERSON, IRRESPECTIVE OF WHETHER ANY SUCH CLAIMS, ACTIONS, CAUSES OF ACTION, DAMAGES, COSTS, EXPENSES OR THIS FOURTH AMENDMENTLIABILITIES ARE BASED ON CONTRACT, TORT OR OTHERWISE OTHER THAN AS DETERMINED BY A COURT OF COMPETENT JURISDICTION BY A FINAL AND NONAPPEALABLE JUDGMENT TO HAVE RESULTED FROM FRAUD, GROSS NEGLIGENCE OR WILLFUL MISCONDUCT BY ANY SUCH INDEMNITEE OR AGENT PROFESSIONAL.

Waiver and Release. AS A MATERIAL INDUCEMENT FOR, AND IN CONSIDERATION OF LENDER’S EXECUTION OF, HSBC'S AGREEMENTS HEREIN, HWS AND DELIVERY OF THIS FOURTH AMENDMENTHRB AND THEIR RESPECTIVE SUCCESSORS, BORROWER ASSIGNS, EXECUTORS AND ADMINISTRATORS HEREBY INDIVIDUALLY AND COLLECTIVELYWAIVE, WAIVESRELEASE, RELEASES REMISE AND FOREVER DISCHARGES LENDERDISCHARGE HSBC, ITS PREDECESSORSPAST AND PRESENT, PARENTSSHAREHOLDERS, SUBSIDIARIESDIRECTORS, AFFILIATESEMPLOYEES, AGENTS, EMPLOYEESSUCCESSORS, OFFICERS, DIRECTORS, SHAREHOLDERS, ATTORNEYS, LEGAL REPRESENTATIVES, SUCCESSORS AND ASSIGNS, HEIRS, EXECUTORS AND EACH OF THEM, ADMINISTRATORS OF AND FROM ANY AND ALL CLAIMS, DEMANDS, COUNTERCLAIMS, SET-OFFS, DEFENSES, DEBTS, OBLIGATIONS, COSTS, EXPENSES, MANNER OF ACTIONS, CAUSES OF ACTION ACTION, SUITS, CROSSCLAIMS, COUNTERCLAIMS, DEBTS, DUES, SUMS OF MONEY, ACCOUNTS, BILLS, COVENANTS, CONTRACTS, CONTROVERSIES, AGREEMENTS, PROMISES, VARIANCES, DAMAGES, JUDGMENTS, CLAIMS AND DAMAGES OF EVERY KIND, NATURE AND DESCRIPTION DEMANDS WHATSOEVER, KNOWN IN LAW OR UNKNOWN, FORESEEABLE OR UNFORESEEABLE, LIQUIDATED OR UNLIQUIDATED, AND INSURED OR UNINSUREDIN EQUITY, WHICH BORROWER HERETOFOREAGAINST HSBC; HWS OR HRB, EVER HAD, NOW HAS, OR HWS OR HRB AND FROM TIME TO TIME HEREAFTER OWNITS SUCCESSORS, HOLD ASSIGNS, HEIRS, EXECUTORS, OR ADMINISTRATORS IN BOTH THEIR PERSONAL AND BUSINESS CAPACITIES CAN, SHALL OR MAY HAVE FOR, UPON OR BY REASON OF ANY MATTER, CAUSE OR THING WHATSOEVER, ARISING ON OR BEFORE WHATSOEVER FROM THE BEGINNING OF THE WORLD TO THE DAY OF THE DATE OF THIS FOURTH AMENDMENT FROM, RELATING TO OR IN CONNECTION WITH AGREEMENT. HWS AND HRB CONFIRM THAT THE LOAN DOCUMENTS, THE INDEBTEDNESS OR THIS FOURTH AMENDMENTFOREGOING WAIVER AND RELEASE IS AN INFORMED WAIVER AND RELEASE AND FREELY GIVEN.

Waiver and Release. IN CONSIDERATION EXCEPT WITH RESPECT TO (A) THE EXPRESS AGREEMENTS, REPRESENTATIONS, WARRANTIES AND OBLIGATIONS OF LENDER’S EXECUTION AND DELIVERY SELLERS UNDER THIS AGREEMENT OR UNDER ANY OTHER AGREEMENT EXECUTED BY SELLERS AT CLOSING PURSUANT TO THE TERMS OF THIS FOURTH AMENDMENTAGREEMENT, BORROWER AND (B) ANY FRAUD OF ANY RELEASED PARTY, BUYER AND ANYONE CLAIMING BY, THROUGH OR UNDER BUYER HEREBY INDIVIDUALLY FULLY AND COLLECTIVELY, WAIVES, IRREVOCABLY WAIVES AND RELEASES SELLERS AND FOREVER DISCHARGES LENDER, ITS PREDECESSORS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTSEACH OF THEIR SHAREHOLDERS, EMPLOYEES, OFFICERS, DIRECTORSMANAGERS, SHAREHOLDERSREPRESENTATIVES, ATTORNEYS, LEGAL REPRESENTATIVESAGENTS, SUCCESSORS AND ASSIGNSASSIGNS (EACH, AND EACH OF THEM, OF AND A “RELEASED PARTY”) FROM ANY AND ALL CLAIMSCLAIMS THAT IT MAY NOW HAVE OR HEREAFTER ACQUIRE AGAINST ANY RELEASED PARTY FOR AND AGAINST ANY AND ALL ANY LIABILITIES, DEMANDS, COUNTERCLAIMS, SET-OFFS, DEFENSES, DEBTS, OBLIGATIONS, COSTS, EXPENSES, ACTIONS, CAUSES OF ACTION AND DAMAGES OF EVERY KIND, NATURE AND DESCRIPTION WHATSOEVERWHETHER DIRECT OR INDIRECT, KNOWN OR UNKNOWN, FORESEEABLE FORESEEN OR UNFORESEEABLE, LIQUIDATED OR UNLIQUIDATED, AND INSURED OR UNINSURED, WHICH BORROWER HERETOFORE, NOW AND FROM TIME TO TIME HEREAFTER OWN, HOLD OR HAVE BY REASON OF ANY MATTER, CAUSE OR THING WHATSOEVERUNFORESEEN, ARISING ON FROM OR BEFORE RELATED TO ANY OF THE DATE OF THIS FOURTH AMENDMENT FROM, RELATING TO OR IN CONNECTION WITH THE LOAN DOCUMENTS, THE INDEBTEDNESS OR THIS FOURTH AMENDMENTDISCLAIMED MATTERS.

Waiver and Release. IN CONSIDERATION THEREFORE, EACH OF LENDER’S EXECUTION THE BORROWER, HOLDINGS AND DELIVERY THE OTHER CREDIT PARTIES, ON BEHALF OF THIS FOURTH AMENDMENTTHE RELEASING PARTIES, BORROWER HEREBY INDIVIDUALLY AND COLLECTIVELYUNCONDITIONALLY RELEASES, WAIVES, RELEASES WAIVES AND FOREVER DISCHARGES (X) ANY AND ALL LIABILITIES, OBLIGATIONS, DUTIES, PROMISES OR INDEBTEDNESS OF ANY KIND OF THE AGENT BANK, THE SWINGLINE LENDER, ITS PREDECESSORSANY ISSUING BANK, PARENTSANY CONSENTING LENDER OR ANY CONSENTING HEDGE BANK TO THE RELEASING PARTIES, SUBSIDIARIES, AFFILIATES, AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, SHAREHOLDERS, ATTORNEYS, LEGAL REPRESENTATIVES, SUCCESSORS EXCEPT THE OBLIGATIONS TO BE PERFORMED BY ANY OF THEM ON OR AFTER THE DATE HEREOF AS EXPRESSLY STATED IN THE CREDIT AGREEMENT AND ASSIGNSTHE OTHER CREDIT DOCUMENTS OR ANY SUBJECT HEDGE AGREEMENT, AND EACH OF THEM, OF AND FROM (Y) ANY AND ALL CLAIMS, DEMANDS, COUNTERCLAIMS, SET-OFFS, DEFENSES, DEBTS, OBLIGATIONS, COSTS, EXPENSES, ACTIONSOFFSETS, CAUSES OF ACTION ACTION, SUITS OR DEFENSES OF ANY KIND WHATSOEVER (IF ANY), WHETHER ARISING AT LAW OR IN EQUITY, WHICH ANY CREDIT PARTY OWNS AND DAMAGES HOLDS AS OF EVERY KINDTHE DATE HEREOF, NATURE AND DESCRIPTION WHATSOEVEROR HAS AT ANY TIME PRIOR TO THE DATE HEREO OWNED OR HELD, WHETHER KNOWN OR UNKNOWN, FORESEEABLE WHICH THE RELEASING PARTIES MIGHT OTHERWISE HAVE AGAINST ANY OF THE RELEASED PARTIES, IN EACH CASE UNDER CLAUSE (X) OR UNFORESEEABLECLAUSE (Y), LIQUIDATED OR UNLIQUIDATED, AND INSURED OR UNINSURED, WHICH BORROWER HERETOFORE, NOW AND FROM TIME TO TIME HEREAFTER OWN, HOLD OR HAVE BY REASON (A) ON ACCOUNT OF ANY MATTERPAST OR PRESENTLY EXISTING CONDITION, ACT, OMISSION, REPRESENTATION, EVENT, CONTRACT, LIABILITY, OBLIGATION, INDEBTEDNESS, CLAIM, CAUSE OF ACTION, DEFENSE, CIRCUMSTANCE OR THING WHATSOEVER, ARISING ON MATTER OF EACH AND EVERY KIND OR BEFORE THE DATE OF THIS FOURTH AMENDMENT FROM, NATURE AND (B) RELATING TO OR ARISING OUT OF, IN ANY RESPECT, THE CREDIT AGREEMENT, THE CREDIT DOCUMENTS, ANY SUBJECT HEDGE AGREEMENT OR ANY AGREEMENT ENTERED INTO IN CONNECTION THEREWITH. THE RELEASED PARTIES SHALL NOT BE LIABLE WITH RESPECT TO, AND EACH OF THE LOAN DOCUMENTSBORROWER, HOLDINGS AND THE OTHER CREDIT PARTIES HEREBY WAIVES, RELEASES, RELINQUISHES, AND COVENANTS AND AGREES NOT TO XXX FOR, ANY DAMAGES WHATSOVER, INCLUDING WITHOUT LIMITATION ANY SPECIAL, INDIRECT, CONSEQUENTIAL, LOST PROFIT, AND PUNITIVE DAMAGES RELATING TO OR ARISING OUT OF, IN ANY RESPECT, THE INDEBTEDNESS CREDIT AGREEMENT, THE OTHER CREDIT DOCUMENTS AND ANY SUBJECT HEDGE AGREEMENT, OR THIS FOURTH AMENDMENTARISING OUT OF ANY AND ALL ACTIVITIES IN CONNECTION HEREWITH OR THEREWITH (WHETHER BEFORE, ON OR AFTER THE DATE HEREOF).

Waiver and Release. IN AS ADDITIONAL CONSIDERATION OF LENDER’S EXECUTION TO THE EXECUTION, DELIVERY AND DELIVERY PERFORMANCE OF THIS FOURTH AMENDMENT BY THE PARTIES HERETO AND TO INDUCE ADMINISTRATIVE AGENT, THE LENDERS, THE RESIGNING AGENT, NATIXIS AND BOFA TO ENTER INTO THIS AMENDMENT, BORROWER EACH OF THE LOAN PARTIES HEREBY INDIVIDUALLY AND COLLECTIVELYWAIVES, WAIVESREMISES, RELEASES AND FOREVER DISCHARGES THE ADMINISTRATIVE AGENT, THE RESIGNING AGENT, LEAD ARRANGERS, ISSUING BANK, LENDER, ITS PREDECESSORSNATIXIS AND BOFA AND ALL OF THE FOREGOING PERSONS’ RESPECTIVE RELATED PARTIES (COLLECTIVELY, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, SHAREHOLDERS, ATTORNEYS, LEGAL REPRESENTATIVES, SUCCESSORS AND ASSIGNS, THE “LENDER RELATED PARTIES” AND EACH OF THEMA “LENDER RELATED PARTY”) OF, OF FROM AND FROM AGAINST ANY AND ALL CLAIMS, DEMANDS, COUNTERCLAIMS, SET-OFFS, DEFENSES, DEBTS, OBLIGATIONS, COSTS, EXPENSES, ACTIONS, CAUSES OF ACTION AND DAMAGES LIABILITIES WHATSOEVER OF EVERY KINDNAME AND NATURE, NATURE AND DESCRIPTION WHATSOEVER, KNOWN WHETHER OR UNKNOWN, FORESEEABLE NOT WELL FOUNDED IN FACT OR UNFORESEEABLE, LIQUIDATED OR UNLIQUIDATEDIN LAW, AND INSURED WHETHER IN LAW, AT EQUITY, OR UNINSUREDOTHERWISE, WHICH BORROWER HERETOFORE, ANY LOAN PARTY EVER HAD OR NOW AND FROM TIME TO TIME HEREAFTER OWN, HOLD HAS FOR OR HAVE BY ANY REASON OF OR ANY MATTER, CAUSE OR THING WHATSOEVER, ARISING ON OR BEFORE ANYTHING WHATSOEVER UP TO AND INCLUDING THE DATE OF THIS FOURTH AMENDMENT FROM, RELATING TO OR IN CONNECTION WITH ARISING OUT OF THE LOANS, OR ANY OF THEM, OR ANY OF THE LOAN DOCUMENTS, INCLUDING WITHOUT LIMITATION ANY ACTUAL OR ALLEGED ACT OR OMISSION OF ANY LENDER RELATED PARTY WITH RESPECT TO THE INDEBTEDNESS LOANS, OR THIS FOURTH AMENDMENTANY OF THEM, OR ANY OF THE LOAN DOCUMENTS, OR ANY LIENS OR COLLATERAL IN CONNECTION THEREWITH, OR THE ENFORCEMENT OF ANY OF THE LENDER RELATED PARITIES’ RIGHTS OR REMEDIES THEREUNDER, EXCLUDING, HOWEVER, FOR ALL PURPOSES WITH RESPECT TO ANY LENDER RELATED PARTY, ANY AND ALL SUCH CLAIMS, ACTIONS, CAUSES OF ACTION OR LIABILITIES RESULTING FROM THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF SUCH LENDER RELATED PARTY.

Waiver and Release. IN CONSIDERATION OF LENDER’S EXECUTION AND DELIVERY OF AS A MATERIAL INDUCEMENT FOR THE LENDER TO EXECUTE THIS FOURTH AMENDMENT, THE BORROWER DOES HEREBY INDIVIDUALLY AND COLLECTIVELYRELEASE, WAIVESWAIVE, RELEASES DISCHARGE, COVENANT NOT TO SUE, ACQUIT, SATISFY AND FOREVER DISCHARGES DISCHARGE THE LENDER, ITS PREDECESSORS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, SHAREHOLDERSEMPLOYEES, ATTORNEYS, LEGAL REPRESENTATIVES, SUCCESSORS ATTORNEYS AND ASSIGNS, AGENTS AND EACH OF THEM, OF ITS AFFILIATES AND ASSIGNS FROM ANY AND ALL LIABILITY, CLAIMS, DEMANDS, COUNTERCLAIMS, SET-OFFS, DEFENSES, DEBTS, OBLIGATIONS, COSTS, EXPENSES, ACTIONS, CAUSES OF ACTION ACTION, SUITS, CONTROVERSIES, AGREEMENTS, PROMISES AND DAMAGES DEMANDS WHATSOEVER IN LAW OR IN EQUITY WHICH THE BORROWER EVER HAD, NOW HAS, OR WHICH ANY PERSONAL REPRESENTATIVE, SUCCESSOR, HEIR OR ASSIGN OF EVERY KINDTHE BORROWER HEREAFTER CAN, NATURE SHALL OR MAY HAVE AGAINST THE LENDER, ITS OFFICERS, DIRECTORS, EMPLOYEES, ATTORNEYS AND DESCRIPTION WHATSOEVER, KNOWN OR UNKNOWN, FORESEEABLE OR UNFORESEEABLE, LIQUIDATED OR UNLIQUIDATEDAGENTS, AND INSURED ITS AFFILIATES AND ASSIGNS, FOR, UPON OR UNINSURED, WHICH BORROWER HERETOFORE, NOW AND FROM TIME TO TIME HEREAFTER OWN, HOLD OR HAVE BY REASON OF ANY MATTER, CAUSE OR THING WHATSOEVER, ARISING ON OR BEFORE THROUGH THE DATE HEREOF. THE BORROWER FURTHER EXPRESSLY COVENANTS WITH AND WARRANTS UNTO THE LENDER AND ITS AFFILIATES AND ASSIGNS, THAT THERE EXIST NO CLAIMS, COUNTERCLAIMS, DEFENSES, OBJECTIONS, OFFSETS OR CLAIMS OF THIS FOURTH AMENDMENT FROM, RELATING OFFSET AGAINST THE LENDER OR THE OBLIGATION OF THE BORROWER TO OR IN CONNECTION WITH PAY THE LOAN DOCUMENTSLENDER ALL AMOUNTS OWING UNDER THE NOTE, THE INDEBTEDNESS OR THIS FOURTH AMENDMENTCREDIT AGREEMENT AND ALL ASSOCIATED LOAN DOCUMENTS AS AND WHEN THE SAME BECOME DUE AND PAYABLE.

Waiver and Release. AS A MATERIAL INDUCEMENT FOR, AND IN CONSIDERATION OF, HSBC'S AGREEMENT HEREIN, DEBTORS ON BEHALF OF LENDER’S EXECUTION THEMSELVES AND DELIVERY ALL THOSE PERSONS OR ENTITIES CLAIMING BY, THROUGH OR ON BEHALF OF THIS FOURTH AMENDMENTANY OF THEM, BORROWER HEREBY INDIVIDUALLY INCLUDING WITHOUT LIMITIATION, THEIR RESPECTIVE HEIRS, EXECUTORS, ADMINSTRATORS, TRUSTEES, SUCCESSORS AND ASSIGNS (COLLECTIVELY, WAIVES"RELEASORS") HEREBY UNCONDITIONALLY WAIVE, RELEASES RELEASE, REMISE AND FOREVER DISCHARGES LENDERDISCHARGE HSBC, ITS PREDECESSORSPAST AND PRESENT SHAREHOLDERS, PARENTSDIRECTORS, OFFICERS, EMPLOYEES, AGENTS, ATTORNEYS, PARENT CORPORATIONS, SUBSIDIARIES, AFFILIATESAFFILITATES, AGENTSPREDECESSORS, EMPLOYEESSUCCESSORS, OFFICERS, DIRECTORS, SHAREHOLDERS, ATTORNEYS, LEGAL REPRESENTATIVES, SUCCESSORS AND ASSIGNS, AND EACH THE HEIRS, EXECUTORS, TRUSTEES, ADMINISTRATORS, PREDECESSORS, SUCCESSORS, AND ASSIGNS OF THEMANY SUCH PERSONS AND ENTITIES (COLLECTIVELY, "RELEASES") OF AND FROM ANY AND ALL CLAIMS, DEMANDS, COUNTERCLAIMS, SET-OFFS, DEFENSES, DEBTS, OBLIGATIONS, COSTS, EXPENSES, MANNER OF ACTIONS, CAUSES OF ACTION ACTIONS, SUITS, CLAIMS, CROSSCLAIMS, COUNTERCLAIMS, LIABILITIES, OBLIGATIONS, DEBTS, DUES, SUMS OF MONEY, ACCOUNTS, BILLS, RECKONINGS, BONDS, SPECIALITIES, COVENANTS, CONTRACTS, CONTROVERSIES, AGREEMENTS, PROMISES, VARIANCES, TRESPASSES, DAMAGES, JUDGMENTS, EXTENTS, EXECUTIONS, DEFENSES, AND DAMAGES OF EVERY KIND, NATURE AND DESCRIPTION DEMANDS WHATSOEVER, INCLUDING CLAIMS FOR CONTRIBUTION AND OR INDEMNITY, WHETHER NOW KNOWN OR UNKNOWN, FORESEEABLE PAST OR UNFORESEEABLEPRESENT, LIQUIDATED ASSERTED OR UNLIQUIDATEDUNASSERTED, AND INSURED CONTINGENT OR UNINSUREDLIQUIDATED, WHICH BORROWER HERETOFOREAT LAW, ADMIRALTY OR IN EQUITY, IF ANY, DEBTOR OR ANY OTHER RELEASOR EVER HAD, NOW AND FROM TIME TO TIME HAS, OR HEREAFTER OWNCAN, HOLD SHALL OR HAVE MAY CLAIM AGAINST HSBC OR ANY OF THE OTHER RELEASEES, FOR OR BY REASON OF ANY MATTERCAUSE, CAUSE MATTER OR THING OF WHATSOEVER, ARISING ON OR BEFORE FROM THE BEGINNING OF HE WORLD TO THE DAY OF THE DATE OF THIS FOURTH AMENDMENT FROM, RELATING TO AGREEMENT. DEBTORS CONFIRM THAT THE FOREGOING WAIVER AND RELEASE IS AN INFORMED WAIVER AND RELEASE AND IS FREELY GIVEN. THE FOREGOING RELEASE SHALL SURVIVE THE EXPIRATION OR IN CONNECTION WITH THE LOAN DOCUMENTS, THE INDEBTEDNESS OR THIS FOURTH AMENDMENTEARLIER TEMINATION OFTHIS AGREEMENT.

Waiver and Release. IN CONSIDERATION OF ALL CLAIMS AND DEFENSES. THE BORROWERS, FOR THEMSELVES AND THEIR RESPECTIVE AFFILIATES, SUCCESSORS, ASSIGNS, SHAREHOLDERS, OFFICERS AND DIRECTORS, HEREBY FOREVER WAIVE, RELINQUISH, DISCHARGE AND RELEASE ALL DEFENSES AND CLAIMS OF EVERY KIND OR NATURE, WHETHER EXISTING BY VIRTUE OF STATE, FEDERAL, OR LOCAL LAW, BY AGREEMENT OR OTHERWISE, AGAINST LENDER’S , ITS SUCCESSORS, ASSIGNS, DIRECTORS, OFFICERS, SHAREHOLDERS, AGENTS, EMPLOYEES AND ATTORNEYS, WHETHER PREVIOUSLY OR NOW EXISTING OR ARISING OUT OF OR RELATED TO ANY TRANSACTION OR DEALINGS AMONG THE PARTIES, INCLUDING BUT NOT LIMITED TO THE NEGOTIATION, EXECUTION AND DELIVERY OF THIS FOURTH AMENDMENTAGREEMENT, BORROWER HEREBY INDIVIDUALLY AND COLLECTIVELY, WAIVES, RELEASES AND FOREVER DISCHARGES LENDER, ITS PREDECESSORS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, SHAREHOLDERS, ATTORNEYS, LEGAL REPRESENTATIVES, SUCCESSORS AND ASSIGNS, AND EACH OF THEM, OF AND FROM THE CREDIT DOCUMENTS OR ANY AND ALL CLAIMS, DEMANDS, COUNTERCLAIMS, SET-OFFS, DEFENSES, DEBTS, OBLIGATIONS, COSTS, EXPENSES, ACTIONS, CAUSES OF ACTION AND DAMAGES OF EVERY KIND, NATURE AND DESCRIPTION WHATSOEVER, KNOWN PRIOR AMENEMENT OR UNKNOWN, FORESEEABLE OR UNFORESEEABLE, LIQUIDATED OR UNLIQUIDATED, AND INSURED OR UNINSUREDRESTATEMENT, WHICH ANY BORROWER HERETOFORE, NOW MAY HAVE OR MAY HAVE MADE AT ANY TIME UP THROUGH AND FROM TIME TO TIME HEREAFTER OWN, HOLD OR HAVE BY REASON OF ANY MATTER, CAUSE OR THING WHATSOEVER, ARISING ON OR BEFORE INCLUDING THE DATE OF THIS FOURTH AMENDMENT FROMAGREEMENT, RELATING TO INCLUDING WITHOUT LIMITATION, ANY AFFIRMATIVE DEFENSES, COUNTERCLAIMS, SETOFFS, DEDUCTIONS OR RECOUPMENTS. NOTHING CONTAINED IN CONNECTION WITH THE LOAN DOCUMENTS, THE INDEBTEDNESS OR THIS FOURTH AMENDMENTAGREEMENT PREVENTS ENFORCEMENT OF THIS RELEASE.

Waiver and Release. IN CONSIDERATION OF LENDER’S EXECUTION AND DELIVERY THROUGH THE DATE OF THIS FOURTH AMENDMENTAGREEMENT, THE BORROWER AND EACH GUARANTOR HEREBY INDIVIDUALLY KNOWINGLY AND COLLECTIVELYVOLUNTARILY, WAIVESFOREVER RELEASES, RELEASES ACQUITS AND FOREVER DISCHARGES LENDERTHE AGENT AND THE LENDERS (BUT NOT ANY OF THE PRIOR LENDERS), ITS PREDECESSORSTHEIR DIRECTORS, PARENTSOFFICERS, SUBSIDIARIESPARTNERS, AFFILIATESTRUSTEES, BENEFICIARIES, EMPLOYEES, AGENTS, EMPLOYEESCONTROLLING PERSONS AND SHAREHOLDERS (COLLECTIVELY, THE "RELEASED PARTIES") (A) FROM AND OF ANY AND ALL CLAIMS ARISING FROM ACTS OR OMISSIONS OF ANY OF THE RELEASED PARTIES OR THE PRIOR LENDERS, THEIR DIRECTORS, OFFICERS, DIRECTORSPARTNERS, SHAREHOLDERSTRUSTEES, ATTORNEYSBENEFICIARIES, LEGAL REPRESENTATIVESEMPLOYEES, SUCCESSORS AGENTS, CONTROLLING PERSONS AND ASSIGNSSHAREHOLDERS (COLLECTIVELY, THE "PRIOR LENDER PARTIES") THAT MAY HAVE OCCURRED PRIOR TO THE CLOSING DATE THAT ANY OF THE RELEASED PARTIES OR ANY OF THE PRIOR LENDER PARTIES (1) IS IN ANY WAY RESPONSIBLE FOR THE PAST, CURRENT OR FUTURE CONDITION OR DETERIORATION OF THE BUSINESS OPERATIONS AND/OR FINANCIAL CONDITION OF THE BORROWER, OR (2) BREACHED ANY AGREEMENT TO LOAN MONEY OR MAKE OTHER FINANCIAL ACCOMMODATIONS AVAILABLE TO THE BORROWER OR TO FUND ANY OPERATIONS OF THE BORROWER AT ANY TIME, AND EACH (B) FROM AND OF THEM, OF AND FROM ANY AND ALL OTHER CLAIMS, DEMANDSDAMAGES, LOSSES, ACTIONS, COUNTERCLAIMS, SET-OFFSSUITS, JUDGMENTS, OBLIGATIONS, LIABILITIES, DEFENSES, DEBTSAFFIRMATIVE DEFENSES, OBLIGATIONSSETOFFS, COSTS, EXPENSES, ACTIONS, CAUSES AND DEMANDS OF ACTION AND DAMAGES OF EVERY KIND, ANY KIND OR NATURE AND DESCRIPTION WHATSOEVER, IN LAW OR IN EQUITY, WHETHER PRESENTLY KNOWN OR UNKNOWN, FORESEEABLE WHICH THE BORROWER OR UNFORESEEABLE, LIQUIDATED OR UNLIQUIDATED, AND INSURED OR UNINSURED, WHICH BORROWER HERETOFOREANY GUARANTOR MAY HAVE HAD, NOW AND FROM TIME TO TIME HEREAFTER OWNHAVE, HOLD OR WHICH IT CAN, SHALL OR MAY HAVE FOR, UPON, OR BY REASON OF ANY MATTER, CAUSE COURSE OR THING WHATSOEVERWHATSOEVER RELATING TO, ARISING ON OUT OF, BASED UPON, OR BEFORE THE DATE IN ANY MANNER CONNECTED WITH, ANY TRANSACTION, EVENT, CIRCUMSTANCE, ACTION, FAILURE TO ACT, OR OCCURRENCE OF THIS FOURTH AMENDMENT FROMANY SORT OR TYPE, RELATING WHETHER KNOWN OR UNKNOWN, WHICH OCCURRED, EXISTED, WAS TAKEN, PERMITTED, BEGUN, OR OTHERWISE RELATED OR CONNECTED TO OR IN CONNECTION WITH ANY OR ALL OF THE LOANS, THIS AGREEMENT, THE AMENDED CREDIT AGREEMENT, ANY OR ALL OF THE LOAN DOCUMENTS, AND/OR ANY DIRECT OR INDIRECT ACTION OR OMISSION OF ANY OF THE INDEBTEDNESS RELEASED PARTIES OR THIS FOURTH AMENDMENTTHE PRIOR LENDER PARTIES ARISING FROM ACTS OR OMISSIONS OF THE RELEASED PARTIES OR THE PRIOR LENDER PARTIES THAT MAY HAVE OCCURRED PRIOR TO THE CLOSING DATE. THE BORROWER FURTHER AGREES THAT FROM AND AFTER THE DATE HEREOF, IT WILL NOT ASSERT TO ANY PERSON OR ENTITY THAT ANY DETERIORATION OF THE BUSINESS OPERATIONS OR FINANCIAL CONDITION OF THE BORROWER WAS CAUSED BY ANY BREACH OR WRONGFUL ACT OF ANY OF THE RELEASED PARTIES OR THE PRIOR LENDER PARTIES OCCURRING PRIOR TO THE DATE HEREOF. It is the intention of the parties that the foregoing shall be effective as a full and final accord and satisfactory release of each and every matter specifically or generally referred to above. In furtherance of this intention, the parties acknowledge that each is familiar with Section 1542 of the California Civil Code, which provides 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. The parties hereto waive and relinquish any right and benefits which they each may have under said Section 1542. The parties acknowledge that they may hereafter discover facts in addition to or different from those which they now know or believe to be true with respect to the Action or the subject matter of this Agreement, but it is their intention to fully, finally and forever settle and release any and all matters, disputes and differences, known or unknown, suspected or unsuspected, which do now exist, may exist or heretofore have existed between them.

Waiver and Release. IN CONSIDERATION OF AGENT’S AND EACH LENDER’S EXECUTION AND DELIVERY OF THIS FOURTH FIRST AMENDMENT, BORROWER HEREBY HEREBY, INDIVIDUALLY AND COLLECTIVELY, WAIVES, RELEASES AND FOREVER DISCHARGES LENDERAGENT, ITS EACH LENDER AND THEIR PREDECESSORS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, SHAREHOLDERS, ATTORNEYS, LEGAL REPRESENTATIVES, SUCCESSORS AND ASSIGNS, AND EACH OF THEM, OF AND FROM ANY AND ALL CLAIMS, DEMANDS, COUNTERCLAIMS, SET-OFFS, DEFENSES, DEBTS, OBLIGATIONS, COSTS, EXPENSES, ACTIONS, CAUSES OF ACTION AND DAMAGES OF EVERY KIND, NATURE AND DESCRIPTION WHATSOEVER, KNOWN OR UNKNOWN, FORESEEABLE OR UNFORESEEABLE, LIQUIDATED OR UNLIQUIDATED, AND INSURED OR UNINSURED, WHICH BORROWER AND/OR ANY SUBSIDIARY HERETOFORE, NOW AND FROM TIME TO TIME HEREAFTER OWNOWNS, HOLD HOLDS OR HAVE HAS BY REASON OF ANY MATTER, CAUSE OR THING WHATSOEVER, ARISING ON OR BEFORE THE DATE OF THIS FOURTH FIRST AMENDMENT FROM, RELATING TO OR IN CONNECTION WITH THE LOAN DOCUMENTS, THE INDEBTEDNESS LOANS OR THIS FOURTH AMENDMENTANY OTHER OBLIGATIONS OF BORROWER TO AGENT AND LENDERS.

Waiver and Release. IN CONSIDERATION OF LENDER’S EXECUTION AS A MATERIAL INDUCEMENT FOR LENDER TO MAKE THE FUTURE ADVANCE AND DELIVERY OF TO ACCEPT THIS FOURTH AMENDMENTAGREEMENT, BORROWER DOES HEREBY INDIVIDUALLY AND COLLECTIVELYRELEASE, WAIVESWAIVE, RELEASES DISCHARGE, COVENANT NOT TO XXX, ACQUIT, SATISFY AND FOREVER DISCHARGES DISCHARGE LENDER, ITS PREDECESSORS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS, EMPLOYEES, OFFICERS, OFFICERS DIRECTORS, SHAREHOLDERS, ATTORNEYS, LEGAL REPRESENTATIVES, SUCCESSORS EMPLOYEES AND ASSIGNS, AGENTS AND EACH OF THEM, OF ITS AFFILIATES AND ASSIGNS FROM ANY AND ALL LIABILITY, CLAIMS, DEMANDS, COUNTERCLAIMS, SET-OFFS, DEFENSES, DEBTS, OBLIGATIONS, COSTS, EXPENSES, ACTIONS, CAUSES OF ACTION ACTION, SUITS, CONTROVERSIES, AGREEMENTS, PROMISES AND DAMAGES DEMANDS WHATSOEVER IN LAW OR IN EQUITY WHICH BORROWER EVER HAD, NOW HAS, OR WHICH ANY PERSONAL REPRESENTATIVE, SUCCESSOR, HEIR OR ASSIGN OF EVERY KINDBORROWER HEREAFTER CAN, NATURE AND DESCRIPTION WHATSOEVERSHALL OR MAY HAVE AGAINST LENDER, KNOWN OR UNKNOWNITS OFFICERS, FORESEEABLE OR UNFORESEEABLEDIRECTORS, LIQUIDATED OR UNLIQUIDATEDEMPLOYEES, AND INSURED AGENTS, AND ITS AFFILIATES AND ASSIGNS, FOR, UPON OR UNINSURED, WHICH BORROWER HERETOFORE, NOW AND FROM TIME TO TIME HEREAFTER OWN, HOLD OR HAVE BY REASON OF ANY MATTER, CAUSE OR THING WHATSOEVER, ARISING ON OR BEFORE THROUGH THE DATE HEREOF. BORROWER FURTHER EXPRESSLY AGREES THAT THE FOREGOING RELEASE AND WAIVER AGREEMENT IS INTENDED TO BE AS BROAD AND INCLUSIVE AS IS PERMITTED BY THE LAWS OF THE STATE OF FLORIDA. IN ADDITION TO, AND WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, AND IN CONSIDERATION OF LENDER'S MAKING THE FUTURE ADVANCE AND ACCEPTING THIS AGREEMENT, BORROWER COVENANTS WITH AND WARRANTS UNTO LENDER, AND ITS AFFILIATES AND ASSIGNS, THAT THERE PRESENTLY EXIST NO CLAIMS, COUNTERCLAIMS, DEFENSES, OBJECTIONS, OFFSETS OR CLAIMS OF OFFSETS AGAINST LENDER OR THE OBLIGATION OF BORROWER TO PAY ALL INDEBTEDNESS AND OBLIGATIONS DUE AND OWING FROM BORROWER TO LENDER WHEN AND AS THE SAME BECOME DUE AND PAYABLE. WAIVER OF TRIAL BY JURY. BORROWER AND LENDER HEREBY MUTUALLY KNOWINGLY, WILLINGLY AND VOLUNTARILY WAIVE THEIR RIGHT TO TRIAL BY JURY, AND, NO PARTY, NOR ANY ASSIGNEE, SUCCESSOR, HEIR, OR LEGAL REPRESENTATIVE OF THE PARTIES (ALL OF WHOM ARE HEREINAFTER REFERRED TO AS THE "PARTIES") SHALL SEEK A JURY TRIAL IN ANY LAWSUIT, PROCEEDING, COUNTERCLAIM, OR ANY OTHER LITIGATION PROCEEDING BASED UPON OR ARISING OUT OF THIS FOURTH AMENDMENT FROM, RELATING TO AGREEMENT OR IN CONNECTION WITH THE LOAN DOCUMENTS, OR ANY INSTRUMENT EVIDENCING, SECURING, OR RELATING TO THE INDEBTEDNESS LOAN, ANY RELATED AGREEMENT OR INSTRUMENT, ANY OTHER COLLATERAL FOR THE LOAN OR ANY COURSE OF ACTION, COURSE OF DEALING, STATEMENTS (WHETHER VERBAL OR WRITTEN) OR ACTIONS RELATING TO THE LOAN OR TO THIS FOURTH AMENDMENTAGREEMENT. THE PARTIES ALSO WAIVE ANY RIGHT TO CONSOLIDATE ANY ACTION IN WHICH A JURY TRIAL HAS BEEN WAIVED, WITH ANY OTHER ACTION IN WHICH A JURY TRIAL HAS NOT BEEN WAIVED. THE PROVISIONS OF THIS PARAGRAPH HAVE BEEN FULLY NEGOTIATED BY THE PARTIES. THE WAIVER CONTAINED HEREIN IS IRREVOCABLE, CONSTITUTES A KNOWING AND VOLUNTARY WAIVER, AND SHALL BE SUBJECT TO NO EXCEPTIONS. LENDER HAS IN NO WAY AGREED WITH OR REPRESENTED TO BORROWER OR TO ANY OTHER PARTY THAT THE PROVISIONS OF THIS PARAGRAPH WILL NOT BE FULLY ENFORCED IN ALL INSTANCES.

Waiver and Release. IN CONSIDERATION OF LENDER’S EXECUTION AND DELIVERY THROUGH THE DATE OF THIS FOURTH AMENDMENTAGREEMENT, THE BORROWER AND EACH GUARANTOR HEREBY INDIVIDUALLY KNOWINGLY AND COLLECTIVELYVOLUNTARILY, WAIVESFOREVER RELEASES, RELEASES ACQUITS AND FOREVER DISCHARGES LENDERTHE AGENT AND THE LENDERS (BUT NOT ANY OF THE PRIOR LENDERS), ITS PREDECESSORSTHEIR DIRECTORS, PARENTSOFFICERS, SUBSIDIARIESPARTNERS, AFFILIATESTRUSTEES, BENEFICIARIES, EMPLOYEES, AGENTS, EMPLOYEESCONTROLLING PERSONS AND SHAREHOLDERS (COLLECTIVELY, THE "RELEASED PARTIES") (A) FROM AND OF ANY AND ALL CLAIMS ARISING FROM ACTS OR OMISSIONS OF ANY OF THE RELEASED PARTIES OR THE PRIOR LENDERS, THEIR DIRECTORS, OFFICERS, DIRECTORSPARTNERS, SHAREHOLDERSTRUSTEES, ATTORNEYSBENEFICIARIES, LEGAL REPRESENTATIVESEMPLOYEES, SUCCESSORS AGENTS, CONTROLLING PERSONS AND ASSIGNSSHAREHOLDERS (COLLECTIVELY, THE "PRIOR LENDER PARTIES") THAT MAY HAVE OCCURRED PRIOR TO THE CLOSING DATE THAT ANY OF THE RELEASED PARTIES OR ANY OF THE PRIOR LENDER PARTIES (1) IS IN ANY WAY RESPONSIBLE FOR THE PAST, CURRENT OR FUTURE CONDITION OR DETERIORATION OF THE BUSINESS OPERATIONS AND/OR FINANCIAL CONDITION OF THE BORROWER, OR (2) BREACHED ANY AGREEMENT TO LOAN MONEY OR MAKE OTHER FINANCIAL ACCOMMODATIONS AVAILABLE TO THE BORROWER OR TO FUND ANY OPERATIONS OF THE BORROWER AT ANY TIME, AND EACH (B) FROM AND OF THEM, OF AND FROM ANY AND ALL OTHER CLAIMS, DEMANDSDAMAGES, LOSSES, ACTIONS, COUNTERCLAIMS, SET-OFFSSUITS, JUDGMENTS, OBLIGATIONS, LIABILITIES, DEFENSES, DEBTSAFFIRMATIVE DEFENSES, OBLIGATIONSSETOFFS, COSTS, EXPENSES, ACTIONS, CAUSES AND DEMANDS OF ACTION AND DAMAGES OF EVERY KIND, ANY KIND OR NATURE AND DESCRIPTION WHATSOEVER, IN LAW OR IN EQUITY, WHETHER PRESENTLY KNOWN OR UNKNOWN, FORESEEABLE WHICH THE BORROWER OR UNFORESEEABLE, LIQUIDATED OR UNLIQUIDATED, AND INSURED OR UNINSURED, WHICH BORROWER HERETOFOREANY GUARANTOR MAY HAVE HAD, NOW AND FROM TIME TO TIME HEREAFTER OWNHAVE, HOLD OR WHICH IT CAN, SHALL OR MAY HAVE FOR, UPON, OR BY REASON OF ANY MATTER, CAUSE OR THING WHATSOEVER, ARISING ON OR BEFORE THE DATE OF THIS FOURTH AMENDMENT FROM, RELATING TO OR IN CONNECTION WITH THE LOAN DOCUMENTS, THE INDEBTEDNESS OR THIS FOURTH AMENDMENT.OF