United States of America Uses in Severability Clause

Severability from Guarantee and Collateral Agreement

GUARANTEE AND COLLATERAL AGREEMENT dated as of June 30, 2017 made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the Grantors), in favor of CREDIT SUISSE AG, as collateral agent (in such capacity and together with its successors, the Collateral Agent) for the Secured Parties in connection with the Credit Agreement dated as of June 30, 2017 (as amended, restated, replaced, supplemented or otherwise modified from time to time, the Credit Agreement), among AAC HOLDINGS, INC., a Nevada corporation (the Borrower), the Lenders from time to time party thereto, CREDIT SUISSE AG, as administrative agent for the Lenders (in such capacity, the Administrative Agent), and as Collateral Agent.

Severability. In the event any one or more of the provisions contained in this Agreement should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein shall not in any way be affected or impaired thereby (it being understood that the invalidity of a particular provision in a particular jurisdiction shall not in and of itself affect the validity of such provision in any other jurisdiction). The parties shall endeavor in good-faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of the invalid, illegal or unenforceable provisions.

Severability from Credit Agreement

This CREDIT AGREEMENT (this Agreement), dated as of May 10, 2017, is made by among AFFINION GROUP HOLDINGS, INC., a Delaware corporation (Holdings), AFFINION GROUP, INC., a Delaware corporation (the Borrower), the Lenders (as hereinafter defined) from time to time party hereto, HPS INVESTMENT PARTNERS, LLC, as administrative agent (together with any successor administrative agent appointed pursuant hereto, in such capacity, the Administrative Agent) and as collateral agent (together with any successor collateral agent appointed pursuant hereto, in such capacity, the Collateral Agent) for the Lenders.

Severability. In the event any one or more of the provisions contained in this Agreement or in any other Loan Document should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein and therein shall not in any way be affected or impaired thereby. The parties shall endeavor in good-faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of the invalid, illegal or unenforceable provisions. Without limiting the foregoing provisions of this Section 9.14, if and to the extent that the enforceability of any provisions in this Agreement relating to Defaulting Lenders shall be limited by Debtor Relief Laws, as determined in good faith by the Administrative Agent, any Issuing Bank or the Swingline Lender, as applicable, then such provisions shall be deemed to be in effect only to the extent not so limited.

Severability from Restatement Agreement

This AMENDED AND RESTATED CREDIT AGREEMENT is entered into as of April 27, 2017 among PLAYA RESORTS HOLDING B.V., a Dutch besloten vennootschap met beperkte aansprakelijkheid with its corporate seat in Amsterdam, the Netherlands (the Borrower), PLAYA HOTELS & RESORTS N.V., a Dutch naamloze vennootschap with its corporate seat in Amsterdam, the Netherlands (Holdings), the other Guarantors party hereto from time to time, each lender from time to time party hereto (collectively, the Lenders and, individually, a Lender), DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent and Swing Line Lender, DEUTSCHE BANK MEXICO, S.A. INSTITUCION DE BANCA MULTIPLE, DIVISION FIDUCIARIA, as Mexican Collateral Agent and DEUTSCHE BANK AG NEW YORK BRANCH, BANK OF AMERICA, N.A. and CITIBANK N.A., as L/C Issuers.

Severability. If any provision of this Agreement or the other Loan Documents is held to be illegal, invalid or unenforceable, (a) the legality, validity and enforceability of the remaining provisions of this Agreement and the other Loan Documents shall not be affected or impaired thereby and (b) the parties shall endeavor in good faith negotiations to replace the illegal, invalid or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of the illegal, invalid or unenforceable provisions; provided, that the Lenders shall charge no fee in connection with any such amendment. The invalidity of a provision in a particular jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. Without limiting the foregoing provisions of this Section 10.14, if and to the extent that the enforceability of any provisions in this Agreement relating to Defaulting Lenders shall be limited by debtor relief Laws, as determined in good faith by the Administrative Agent, the L/C Issuer or the Swing Line Lender, as applicable, then such provisions shall be deemed to be in effect only to the extent not so limited.

Severability from Amended and Restated Advisory Agreement

THIS AMENDED AND RESTATED ADVISORY AGREEMENT (this Agreement), dated as of the 21st day of March, 2017, is by and among Blackstone Real Estate Income Trust, Inc., a Maryland corporation (the Company), BREIT Operating Partnership, L.P., a Delaware limited partnership (the Operating Partnership), and BX REIT Advisors L.L.C., a Delaware limited liability company (the Adviser). This Agreement amends and restates the Advisory Agreement dated August 31, 2017, and effective as of the date the Registration Statement (as defined below) was declared effective by the Securities and Exchange Commission (the Effective Date). Capitalized terms used herein shall have the meanings ascribed to them in Section 1 below.

Severability. The provisions of this Agreement are independent of and severable from each other, and no provision shall be affected or rendered invalid or unenforceable by virtue of the fact that for any reason any other or others of them may be invalid or unenforceable in whole or in part.

Severability from Amended and Restated

This FOURTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENT (the Agreement) is entered into as of March 20, 2015 by and among Netshoes (Cayman) Limited, an exempted company formed under the laws of the Cayman Islands (the Company), Marcio Kumruian, HCFT Holdings, LLC and, for purposes of Sections 3.10, 3.12, 4.5, 5.5, 6 and 7, Hagop Chabab (each a Founder and together, the Founders), and the investors listed on Schedule A hereto (each an Investor and together, the Investors).

Severability. Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining portions hereof or affecting the validity or enforceability of such provision in any other jurisdiction.

Severability from Collateral Agent

CREDIT AGREEMENT, dated as of December 8, 2016 (this Agreement), by and among SMART SAND, INC., a Delaware corporation (the Borrower), the Lenders (such term and each other capitalized term used but not defined in this introductory statement having the meaning given it in Article I), and JEFFERIES FINANCE LLC, as Issuing Bank, Swingline Lender, and as administrative agent (in such capacity, including any successor thereto, the Administrative Agent) and collateral agent (in such capacity, including any successor thereto, the Collateral Agent) for the Lenders.

Severability. In the event any one or more of the provisions contained in this Agreement or in any other Loan Document should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein and therein shall not in any way be affected or impaired thereby (it being understood that the invalidity of a particular provision in a particular jurisdiction shall not in and of itself affect the validity of such provision in any other jurisdiction). The parties shall endeavor in good-faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of the invalid, illegal or unenforceable provisions.

Severability from Agreement and Plan of Merger

This Agreement and Plan of Merger (this "Agreement"), dated as of October 30, 2016, is entered into by and among NEXTERA ENERGY, INC., a Florida corporation ("Acquiror"), WSS Acquisition Company, a Delaware corporation and a wholly owned subsidiary of Acquiror ("Merger Sub"), TEXAS TRANSMISSION HOLDINGS CORPORATION, a Delaware corporation (the "Company"), BOREALIS POWER HOLDINGS INC., a corporation incorporated under the laws of Ontario ("Holder 1-A"), BPC HEALTH CORPORATION, a corporation incorporated under the laws of Canada (together with Holder 1-A, "Holder 1"), CHEYNE WALK INVESTMENT PTE LTD, a corporation incorporated under the laws of Singapore ("Holder 2" and together with Holder 1, the "Primary Holders" and each a "Primary Holder", and the Primary Holders together with Acquiror, Merger Sub and the Company, the "Parties").

Severability. If any provision of this Agreement is held invalid or unenforceable by any court of competent jurisdiction, the other provisions of this Agreement shall remain in full force and effect. The Parties further agree that if any provision contained herein is, to any extent, held invalid or unenforceable in any respect under the Laws governing this Agreement, they shall take any actions necessary to render the remaining provisions of this Agreement valid and enforceable to the fullest extent permitted by Law and, to the extent necessary, shall amend or otherwise modify this Agreement to replace any provision contained herein that is held invalid or unenforceable with a valid and enforceable provision giving effect to the intent of the Parties.

Severability from Registration Rights Agreement

THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of October 21, 2016, and effective as of the date of the consummation of the Starz Merger (as defined below) (the "Effective Date"), by and among Lions Gate Entertainment Corp., a corporation organized and existing under the laws of British Columbia ("Lionsgate") and the Holders (as hereinafter defined) of Registrable Securities (as hereinafter defined), including any Additional Holders (as hereinafter defined) who subsequently become parties to this Agreement in accordance with the terms of this Agreement.

Severability. Wherever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement shall be prohibited by or invalid under applicable law, such provision shall be ineffective to the extent of such prohibition or invalidity, without invalidating the remainder of such provision or the remaining provisions of this Agreement.

Severability from Registration Rights Agreement

THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of October 21, 2016, and effective as of the date of the consummation of the Starz Merger (as defined below) (the "Effective Date"), by and among Lions Gate Entertainment Corp., a corporation organized and existing under the laws of British Columbia ("Lionsgate") and the Holders (as hereinafter defined) of Registrable Securities (as hereinafter defined), including any Additional Holders (as hereinafter defined) who subsequently become parties to this Agreement in accordance with the terms of this Agreement.

Severability. Wherever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement shall be prohibited by or invalid under applicable law, such provision shall be ineffective to the extent of such prohibition or invalidity, without invalidating the remainder of such provision or the remaining provisions of this Agreement.

Severability from Credit Agreement

This CREDIT AGREEMENT (this Agreement) is dated as of September 25, 2013 and entered into by and among BLACKLINE SYSTEMS, INC., a California corporation (the Borrower), SLS BREEZE INTERMEDIATE HOLDINGS, INC., a Delaware corporation (Holdings), the Lenders (as defined in Article I), and OBSIDIAN AGENCY SERVICES, INC., as administrative agent (in such capacity, the Administrative Agent) and as collateral agent (in such capacity, the Collateral Agent) for the Lenders.

Severability. In the event any one or more of the provisions contained in this Agreement or in any other Loan Document should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein and therein shall not in any way be affected or impaired thereby (it being understood that the invalidity of a particular provision in a particular jurisdiction shall not in and of itself affect the validity of such provision in any other jurisdiction). The parties shall endeavor in good-faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of the invalid, illegal or unenforceable provisions.