Common use of PRELIMINARY STATEMENTS Clause in Contracts

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties to the Receivables Purchase Agreement dated as of March 5 2020, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 (as so amended, the “Existing Purchase Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The BorrowerBorrowers are party to that certain Amended and Restated Credit Agreement, ADT dated as of October 26, 2016 (as amended by that certain Amendment No. 1 to Amended and Mizuho Restated Credit Agreement and Limited Waiver dated as sole Purchaserof February 13, Purchaser Agent2017, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties as amended by that certain Consent to the Receivables Purchase Credit Agreement dated as of March 5 2020May 22, 2017, as amended by that certain Amendment No. 2 to Amended and Restated Credit Agreement dated as of August 24, 2017, as amended by that certain Consent to Credit Agreement dated as of April 20, 2018, as modified by that certain Consent to Credit Agreement dated as of October 16, 2018, as amended by that certain Consent and Amendment No. 3 to Amended and Restated Credit Agreement dated as of December 27, 2018, as amended by that certain Consent to Credit Agreement dated as of January 30, 2019, as amended by that certain Consent and Amendment No. 4 to Amended and Restated Credit Agreement dated as of December 16, 2019, as amended by that certain Consent and Amendment No. 5 to Amended and Restated Credit Agreement and Limited Waiver, dated as of March 20, 2020 and as modified by that certain Consent to Amended and Restated Credit Agreement, dated as of April 17, 2020, September 17and as further amended, 2020restated, January 29, 2021 and March 5, 2021 (as so amendedsupplemented or otherwise modified from time to time prior to the date hereof, the “Existing Purchase Credit Agreement”), pursuant to which among the Borrower has sold certain Receivables Borrowers, the Guarantors (as defined therein), the lenders party thereto and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the LendersAdministrative Agent. The Borrower acquired Borrowers have requested that the Administrative Agent, the Swingline Lender, the L/C Issuers and the Lenders amend and restate the Existing Receivable Pool from ADT as Credit Agreement on the Originator pursuant to the Receivables Sale terms and Contribution Agreement dated as of April 17conditions set forth herein, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish Administrative Agent, the Swingline Lender, the L/C Issuers and the Lenders agree to amend and restate the Existing Purchase Credit Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, terms and subject to the conditions set forth herein, secured byherein to, among other things, extend the Pool Receivables Maturity Date and provide for a delayed draw term loan facility to finance a portion of the Related AssetsLite-On Acquisition (as defined herein). In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho Bright Horizons Capital Corp., the Lenders, XXXXXXX XXXXX BANK USA, as sole Purchaser, Purchaser Agent, Administrative Agent, ArrangerSwing Line Lender, Collateral Agent L/C Issuer, Joint Lead Arranger and Structuring Agent are parties to Joint Bookrunner, entered into the Receivables Purchase Credit Agreement dated as of March 5 2020January 30, 2013 (as amended by Amendment No. 1 dated as of November 19, 2014, as supplemented by the Incremental Joinder dated as of December 9, 2014, as amended by the Extension and Incremental Amendment dated as of April 17January 26, 20202016, September 17and as further amended, 2020restated, January 29, 2021 and March 5, 2021 (as so amendedsupplemented or otherwise modified prior to the date hereof, the “Existing Purchase Credit Agreement”). The Borrower, Bright Horizons Capital Corp., the Lenders, Xxxxxxx Sachs Bank USA, as existing Administrative Agent, L/C Issuer and Swing Line Lender, and JPMorgan Chase Bank, N.A., as successor Administrative Agent and L/C Issuer, have entered into the Incremental and Amendment and Restatement Agreement, dated as of November 7, 2016 (the “Incremental and Amendment and Restatement Agreement”), pursuant to which (i) the Effective Date Term B Lenders (as defined below) agreed to make Effective Date Term B Loans (as defined below) in an aggregate principal amount of $925,000,000 on the Amendment and Restatement Effective Date (as defined below), (ii) the Delayed Draw Term B Lenders (as defined below) agreed to make Delayed Draw Term B Loans (as defined below) in an aggregate principal amount of up to $200,000,000 on the Delayed Draw Funding Date (as defined below), (iii) the Borrower has sold certain Receivables agreed to use the proceeds of such Effective Date Term B Loans to, among other things, prepay in full the outstanding principal amount of the Existing Term Loans (as defined in the Incremental and Related Assets Amendment and Restatement Agreement), together with any accrued but unpaid interest and fees thereon and (iv) the “Existing Receivable Pool”) parties thereto have agreed, subject to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale terms and Contribution Agreement dated as of April 17conditions thereof, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Credit Agreement to be in its entirety the form hereof. As of the Amendment and Restatement Effective Date, the Existing Credit Agreement will be amended and restated in the form of this Agreement to provide for in accordance with the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), Incremental and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request Amendment and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Restatement Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The Borrower, ADT Barclays Bank PLC, as administrative agent and Mizuho as sole Purchaser, Purchaser Agent, collateral agent (the “Existing Administrative Agent”), Arranger, Collateral Agent and Structuring Agent each Lender from time to time party thereto are parties to the Receivables Purchase Term Loan Credit Agreement dated as of March 5 2020September 30, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2016 (as so amended, restated, amended and restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Purchase Credit Agreement”). The Existing Credit Agreement provided the Borrower with Initial Canadian Term Loans on the Closing Date in an initial aggregate principal amount of C$130,000,000 and Initial U.S. Term Loans on the Closing Date in an initial aggregate principal amount of $370,000,000 and, on the First Amendment Effective Date, the Borrower was provided an incremental term loan facility in an aggregate principal amount not exceeding $905,000,000, comprising (a) term loans, which were incurred on the First Amendment Effective Date in an aggregate principal amount of $805,000,000 and were used to repay in full the Initial Term Loans outstanding as of the First Amendment Effective Date and to finance a portion of the cash consideration in connection with the First Amendment Transactions and the other transactions contemplated thereby herein (including fees and expenses in connection with the First Amendment) and (b) delayed draw term loans in an aggregate principal amount of $100,000,000, which were incurred on October 15, 2018 in connection with Pre-Approved Acquisitions. As of the First Amendment Effective Date, all Initial Term Loans (and any accrued and unpaid interest thereon) under the Existing Credit Agreement was repaid in full. The Borrower has requested the Additional 2018 Incremental Term Lenders to provide, on the terms and subject to the conditions set forth in the Second Amendment and herein, New Term Loans on the Second Amendment Effective Date (as defined below) in an aggregate principal amount of $1,710,000,000 to be used to finance a portion of the consideration paid in connection with the Borrower’s acquisition (the “Acquisition”), indirectly through Xxxxx Xxxxxx Sub Inc., a newly-formed Delaware corporation and an indirect, wholly-owned subsidiary of the Borrower (the “Buyer”), of Wrangler Super Holdco Corp., a corporation organized under the laws of Delaware (the “Target”), from the equity holders thereof, pursuant to which the Borrower has sold certain Receivables Agreement and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf Plan of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement Merger, dated as of April 17October 9, 2020 2018 (together with all exhibits, schedules and other disclosure letters thereto, collectively, and as amended prior to the date hereof, the “Existing Sale Merger Agreement”) between by and among the Buyer, GFL Environmental Holdings (US), Inc., a Delaware corporation and the indirect parent of the Borrower, the Target, solely for purposes of Article X thereof, the Borrower and the Originatorsecurityholder representative identified therein. Pursuant to the Merger Agreement, the Buyer will merge with and into the Target, with the Target remaining as the surviving corporation of the merger and becoming a wholly-owned, indirect subsidiary of the Borrower. The parties hereto wish Existing Administrative Agent, the Administrative Agent, the Collateral Agent and each of the Lenders party to the First Amendment have agreed to (a) amend and restate the Existing Purchase Agreement in its entirety in the form of this Credit Agreement to provide for the sale 2018 Incremental Term Loans extended by the Collateral Agent back 2018 Incremental Term Lenders and (b) make certain other amendments to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Credit Agreement. The Borrower may from time Lenders have indicated their willingness to time request that the Lenders make Loans to the Borrower, lend on the terms, terms and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Credit Agreement is hereby amended and restated in its entirety as follows:

PRELIMINARY STATEMENTS. The BorrowerA. Borrowers, ADT Lenders and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties to the Receivables Purchase that certain Amended and Restated Revolving Credit, Term Loan and Security Agreement dated May 10, 2013, as amended by that certain First Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement, dated as of December 31, 2013, that certain Second Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement, dated as of December 5, 2014, that certain Third Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement, dated as of June 19, 2015, that certain Fourth Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement, dated as of July 21, 2015, that certain Fifth Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement, dated as of March 5 202031, as amended as of April 172016, 2020that certain Sixth Amendment to Amended and Restated Revolving Credit, September 17Term Loan and Security Agreement, 2020, January 29, 2021 and March 5, 2021 (as so amended, the “Existing Purchase Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17November 2, 2020 (the “Existing Sale 2016, that certain Seventh Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement and Sixth Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement”) between the Borrower , effective as of March 31, 2017, that certain Eighth Amendment to Amended and the Originator. The parties hereto wish Restated Revolving Credit, Term Loan and Security Agreement, effective as of June 7, 2017, that certain Ninth Amendment to amend Amended and restate the Existing Purchase Agreement in its entirety in the form Restated Revolving Credit, Term Loan and Security Agreement, dated as of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon)July 1, 2017, and that certain Tenth Amendment to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request Amended and at the discretion of the LendersRestated Revolving Credit, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables Term Loan and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Security Agreement, the Existing Sale Agreement is being amended and restated in its entirety dated as of September 29, 2017 (as so amended and restated and as it may be further amended amended, restated, supplemented, or otherwise modified from time to time, the “Sale Credit Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:; and

PRELIMINARY STATEMENTS. The Borrower has requested that, immediately upon the satisfaction in full of the conditions precedent set forth in Article IV below, the Lenders (a) lend to the Borrower $200,000,000 in the form of a term loan A and $250,000,000 in the form of a term loan B. and (b) make available to the Borrower a $75,000,000 revolving credit facility for the making of revolving loans and the issuance of letters of credit for the account of the Borrower, ADT from time to time, the proceeds of which term loans and Mizuho revolving loans shall be used (i) to refinance and redenominate, contemporaneously with the making of the term loan advances hereunder, all indebtedness outstanding under that certain Credit Agreement, dated as sole Purchaserof November 20, Purchaser Agent2003, made by and among Holdings, the Borrower, the Administrative Agent, Arrangereach lender from time to time party thereto and certain others, Collateral Agent and Structuring Agent are parties as such Credit Agreement has been amended pursuant to the Receivables Purchase Amendment No. 1 to Credit Agreement dated as of March 5 2020, as amended as of April 17, 2020, September 17, 20202004, January 29Amendment No. 2 to Credit Agreement dated as of May 18, 2021 2005, and March 5Amendment No. 3 to Credit Agreement dated as of November 22, 2021 2005 (as so amended, the “Existing Purchase Credit Agreement”), (ii) to pay fees and expenses incurred in connection with the implementation of the credit facilities pursuant hereto (such payment of fees and expenses, together with the refinancing and redenomination of the credit facilities under the Existing Credit Agreement, hereinafter the “Transaction”), (iii) to which provide ongoing working capital for the Borrower has sold certain Receivables and Related Assets its Subsidiaries, and (the “Existing Receivable Pool”iv) to the Collateral Agent on behalf for other general corporate purposes of the LendersBorrower and its Subsidiaries. The Borrower acquired has requested that the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to Lenders amend and restate the Existing Purchase Agreement in its entirety in the form of this Credit Agreement to provide for a term A loan facility, a term B loan facility and a revolving credit facility, and the sale by the Collateral Agent back Lenders have indicated their willingness to the Borrower of the Existing Receivable Pool (including all Collections thereon)so amend and restate, and to provide for Loans that may be made from time to time to so lend, and the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety L/C Issuers (as so amended and restated and as it may be further amended from time defined below) have indicated their willingness to timeissue letters of credit, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrowerin each case, on the terms, terms and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The BorrowerBorrowers, ADT the Existing Banks and Mizuho the Agents are parties to the Amended and Restated Credit Agreement (Five-Year Facility) dated as sole Purchaserof September 10, Purchaser Agent2015 (as amended, restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement”). CFSC, CFKK, the Japan Local Currency Banks, the Administrative Agent, Arranger, Collateral Agent and Structuring the Japan Local Currency Agent are parties to the Receivables Purchase Agreement Japan Local Currency Addendum dated as of March 5 2020September 10, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2015 (as so amended, restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Purchase Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale AgreementJapan Local Currency Addendum”). The Borrower may acquire from time Borrowers have requested that the Existing Credit Agreement and the Existing Japan Local Currency Addendum be amended as hereinafter set forth. The Existing Credit Agreement, as amended by this Amendment, is referred to time additional Receivables herein as the “Amended Credit Agreement”. The Existing Japan Local Currency Addendum, as amended by this Amendment, is referred to herein as the “Amended Japan Local Currency Addendum”. The Departing Banks (as defined below), if any, wish to terminate their respective Commitments and Related Assets from Revolving Credit Commitments under the Originator pursuant Existing Credit Agreement and cease to be “Banks” party to the Sale AgreementExisting Credit Agreement on the date hereof. The Borrower may from time New Banks, if any, wish to time request that the Lenders make Loans become parties to the Borrower, Amended Credit Agreement as “Banks” on the termsdate hereof. Accordingly, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In in consideration of the mutual agreementspremises set forth above, provisions the terms and covenants conditions contained herein, and other good and valuable consideration, the receipt and sufficiency of which is are hereby acknowledged, the parties hereto hereby agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:.

PRELIMINARY STATEMENTS. The Existing Borrower, ADT the guarantors party thereto, the Existing Lenders party thereto, and Mizuho as sole Purchaser, Purchaser Agent, the Administrative Agent, Arranger, Collateral Agent previously entered into that certain Credit and Structuring Agent are parties to the Receivables Purchase Guarantee Agreement dated as of March 5 2020December 8, 2016, as amended as of April 17by that certain Amendment No. 1 dated December 11, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2017 (as so amended, restated, supplemented, or otherwise modified from time to time prior to the date hereof, the “Existing Purchase Credit Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired New Borrower, the Existing Receivable Pool from ADT as Borrower, the Originator pursuant Guarantors referred to herein, the Receivables Sale Lenders and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto Administrative Agent wish to amend and restate the Existing Purchase Credit Agreement as provided in its entirety this Credit Agreement to give effect to the transactions set forth in the form of this Agreement to Amendment No. 2 (as defined below) which, among other things, provide for that (i) the sale by Term A Lenders shall extend the Collateral Agent back Term A Loans to the Borrower on the Restatement Date in an aggregate principal amount of $750,000,000, having the terms set forth in this Credit Agreement, (ii) the Term B Lenders shall extend the Term B Loans to the Borrower on the Restatement Date in an aggregate principal amount of $1,250,000,000, having the terms set forth in this Credit Agreement, (iii) the Revolving Lenders shall provide the Revolving Facility on the Restatement Date in an aggregate principal amount of $1,500,000,000, having the terms set forth in this Credit Agreement, (iv) all term loans and revolving commitments outstanding under the Existing Credit Agreement shall be refinanced, repaid or terminated, as applicable, on the Restatement Date pursuant to Section 2.13 and Section 2.15 of the Existing Receivable Pool Credit Agreement, and (including all Collections thereonv) the Existing Borrower shall, automatically on the Borrower Assignment Effectiveness Date (as defined below), assign all of its rights and to provide for Loans that may be made from time to time all Obligations as Borrower under the Existing Credit Agreement and all Fundamental Documents to the New Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”)become a Guarantor. The Borrower may acquire from time Lenders have indicated their willingness to time additional Receivables lend on the terms and Related Assets from the Originator pursuant give effect to the Sale Agreementtransactions set forth in Amendment No. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, 2 and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:.

PRELIMINARY STATEMENTS. The BorrowerBorrowers, ADT the Existing Banks and Mizuho the Agents are parties to the Credit Agreement (Five-Year Facility) dated as sole Purchaserof September 15, Purchaser Agent2011 (as amended, restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement”). CFSC, CIF, the Local Currency Banks, the Administrative Agent, Arranger, Collateral Agent and Structuring the Local Currency Agent are parties to the Receivables Purchase Agreement Local Currency Addendum dated as of March 5 2020September 15, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2011 (as so amended, restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Purchase Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale AgreementLocal Currency Addendum”). The Borrower may acquire from time Borrowers have requested that the Existing Credit Agreement and the Existing Local Currency Addendum be amended as hereinafter set forth. The Existing Credit Agreement, as amended by this Amendment, is referred to time additional Receivables herein as the “Amended Credit Agreement” and Related Assets from the Originator pursuant Existing Local Currency Addendum, as amended by this Amendment, is referred to herein as the “Amended Local Currency Addendum”. The Departing Banks (as defined below), if any, wish to terminate their respective Commitments and Revolving Credit Commitments under the Existing Credit Agreement and cease to be “Banks” party to the Sale AgreementExisting Credit Agreement on the date hereof. The Borrower may from time New Banks wish to time request that the Lenders make Loans become parties to the Borrower, Amended Credit Agreement as “Banks” on the termsdate hereof. Accordingly, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In in consideration of the mutual agreementspremises set forth above, provisions the terms and covenants conditions contained herein, and other good and valuable consideration, the receipt and sufficiency of which is are hereby acknowledged, the parties hereto hereby agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:.

PRELIMINARY STATEMENTS. The BorrowerPrior to the date of this Agreement, ADT the Borrowers and Mizuho the Guarantors, on the one hand, and Bank of America, N.A., as sole Purchaser, Purchaser Agent, the Administrative Agent, Arrangerand the lenders party thereto, Collateral Agent on the other hand, entered into that certain Second Amended and Structuring Agent are parties Restated Credit Agreement, dated as of May 19, 2016 (as amended pursuant to the Receivables Purchase that certain First Amendment to Second Amended and Restated Credit Agreement dated as of March 5 2020December 22, as amended 2016, that certain Joinder, Assumption and Amendment Agreement dated as of April 17May 30, 20202017, September 17that certain Third Amendment to Second Amended and Restated Credit Agreement dated as of August 1, 20202017, January 29that certain Fourth Amendment to Second Amended and Restated Credit Agreement dated as of February 26, 2021 2018 and March 5that certain Fifth Amendment to Second Amended and Restated Credit Agreement dated as of November 1, 2021 2019, and as further amended from time to time and in effect immediately prior to the Third Restatement Date (as so amendeddefined below), the “Existing Purchase Credit Agreement”), pursuant to which the Borrower has sold lenders party thereto provided the Borrowers and Guarantors with certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lendersfinancial accommodations. The Borrower acquired Borrowers have requested that the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower Administrative Agent and the Originator. The parties hereto wish to Lenders amend and restate the Existing Purchase Credit Agreement in its entirety in to, among other things, increase the form of this Agreement Revolving Credit Commitment to provide for $350,000,000, increase the sale by the Collateral Agent back Term Commitment to the Borrower Dollar Equivalent of $100,000,000, denominated in Euros, to increase the potential aggregate incremental increase of the Existing Receivable Pool (including all Collections thereon)Revolving Credit Facility and the Term Facility under Sections 2.15 and 2.16 to $200,000,000, extend the Maturity Date, and effect the other changes set forth in this Credit Agreement, and the Administrative Agent and the Lenders have indicated their willingness to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by so amend the Existing Receivable PoolCredit Agreement and to lend and the L/C Issuer has indicated its willingness to issue letters of credit, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrowereach case, on the terms, terms and subject to the conditions set forth herein, secured by, among other things. In accordance with Section 11.01 of the Existing Credit Agreement, the Pool Receivables Borrowers, the Guarantors, the Lenders and the Related AssetsAdministrative Agent desire to amend and restate the Existing Credit Agreement as provided herein. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The BorrowerBorrower has entered into that certain Separation and Distribution Agreement, ADT and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties to the Receivables Purchase Agreement dated as of March 5 2020September 22, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2016 (as so amended, the “Existing Purchase Transaction Agreement”), between the Borrower and Honeywell International Inc., a Delaware corporation (“Honeywell”). Pursuant to the Transaction Agreement, Honeywell shall undertake a series of transactions pursuant to which the assets and liabilities of the AdvanSix Business (as defined in the Transaction Agreement) and the equity interests of certain direct and indirect Subsidiaries of Honeywell shall be contributed or otherwise transferred to the Borrower has sold certain Receivables and Related Assets or its Subsidiaries (the “Existing Receivable PoolContribution”) ), and the equity interests of the Borrower shall be distributed to the Collateral Agent on behalf shareholders of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 Honeywell (the “Existing Sale AgreementDistribution”) between ), immediately after which, the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool shall constitute a separate company (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to timecollectively, the “Sale AgreementSpin-Off”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant Prior to the Sale Agreementconsummation of the Spin-Off, the Borrower will borrow certain amounts under the Facilities (as hereinafter defined) on the Closing Date on the terms and conditions provided herein. The Following the initial funding of the Facilities on the Closing Date, the Borrower may from time shall pay a dividend to time request that Honeywell (the “Honeywell Dividend”). As of the First Amendment Effective Date, the transactions described in this paragraph have been consummated. Accordingly, the Borrower has requested, and the Lenders make Loans have agreed, to the Borrower, on the terms, and extend credit subject to the conditions set forth hereinherein in the form of (a) Term A Loans (as hereinafter defined) in an aggregate principal amount of $270,000,000 to the Borrower as provided herein and (b) Revolving Credit Loans (as hereinafter defined) in an aggregate principal amount of up to $155,000,000 to the Borrower as provided herein and ending on the Maturity Date (as hereinafter defined) of which, secured byat any time, among other thingsnot more than (i) $25,000,000 in aggregate principal, notional or stated amount may be in the Pool Receivables form of L/C Credit Extensions (as hereinafter defined) provided by the L/C Issuers (as hereinafter defined), and (ii) $20,000,000 in aggregate principal amount may be in the form of Swing Line Loans (as hereinafter defined) provided by the Swing Line Lenders (as hereinafter defined). As of the First Amendment Effective Date, (a) the Term A Loans were paid in full and the Related AssetsTerm A Facility terminated, and (b) the maximum aggregate principal amount of the Revolving Credit Facility has increased to $425,000,000, of which, at any time, not more than (i) $40,000,000 in aggregate principal, notional or stated amount may be in the form of L/C Credit Extensions provided by the L/C Issuers, and (ii) $40,000,000 in aggregate principal amount may be in the form of Swing Line Loans (as hereinafter defined) provided by the Swing Line Lenders (as hereinafter defined). In consideration of the mutual agreements, provisions covenants and covenants agreements herein contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, and subject to the satisfaction of the conditions precedent set forth in Section 5.014.01, the Existing Purchase Agreement is amended Lenders and restated each L/C Issuer are willing to extend such credit to the Borrower. Accordingly, the parties hereto agree as follows:

PRELIMINARY STATEMENTS. The BorrowerBorrowers, ADT the Existing Banks and Mizuho the Agents are parties to the Amended and Restated Credit Agreement (Three-Year Facility) dated as sole Purchaserof September 10, Purchaser Agent2015 (as amended, restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement”). CFSC, CIF, the Local Currency Banks, the Administrative Agent, Arranger, Collateral Agent and Structuring the Local Currency Agent are parties to the Receivables Purchase Agreement Local Currency Addendum dated as of March 5 2020September 10, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2015 (as so amended, restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Purchase AgreementLocal Currency Addendum”). CFSC, pursuant to which CFC, the Borrower has sold certain Receivables Japan Local Currency Banks, the Administrative Agent and Related Assets (the “Existing Receivable Pool”) Japan Local Currency Agent are parties to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement Japan Local Currency Addendum dated as of April 17September 10, 2020 2015 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon)as amended, and to provide for Loans that may be made restated, supplemented or otherwise modified from time to time prior to the Borrower at date hereof, the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by “Existing Japan Local Currency Addendum”). The Borrowers have requested that the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Credit Agreement, the Existing Sale Agreement Local Currency Addendum and the Existing Japan Local Currency Addendum be amended as hereinafter set forth. The Existing Credit Agreement, as amended by this Amendment, is being referred to herein as the “Amended Credit Agreement”. The Existing Local Currency Addendum, as amended and restated in its entirety by this Amendment, is referred to herein as the “Amended Local Currency Addendum”. The Existing Japan Local Currency Addendum, as amended by this Amendment, is referred to herein as the “Amended Japan Local Currency Addendum”. The Departing Banks (as so amended defined below), if any, wish to terminate their respective Commitments and restated Revolving Credit Commitments under the Existing Credit Agreement and as it may cease to be further amended from time “Banks” party to time, the “Sale Agreement”)Existing Credit Agreement on the date hereof. The Borrower may acquire from time New Banks, if any, wish to time additional Receivables and Related Assets from the Originator pursuant become parties to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, Amended Credit Agreement as “Banks” on the termsdate hereof. Accordingly, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In in consideration of the mutual agreementspremises set forth above, provisions the terms and covenants conditions contained herein, and other good and valuable consideration, the receipt and sufficiency of which is are hereby acknowledged, the parties hereto hereby agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:.

PRELIMINARY STATEMENTS. The BorrowerPursuant to (i) the Business Sale and Purchase Agreement, ADT and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties to the Receivables Purchase Agreement dated as of March 5 2020December 20, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2011 (as so amended, the “Existing Purchase Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing supplemented or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended modified from time to time, the “Sale Acquisition Agreement”), by and among Holdings, on the one hand, and GlaxoSmithKline LLC, a company incorporated under the laws of the state of Delaware, and the other sellers identified therein (collectively, the “Seller”), a Subsidiary Guarantor to whom Holdings will, at or prior to the Closing Date, assign its rights and obligations under the Acquisition Agreement (the “BSPA Assignment”) will acquire (the “Acquisition”) the Acquired Business and (ii) the Business Sale and Purchase Agreement, dated as of December 20, 2011 (as amended, supplemented or modified from time to time, the “Split Brands Acquisition Agreement”), by and among Holdings, on the one hand, and the Seller, Holdings has agreed to acquire (the “Split Brands Acquisition”) the Split Brands prior the Split Brands Cutoff Date (as defined herein) . The Borrower may acquire from time to time additional Receivables and Related Assets from has requested that, substantially simultaneously with the Originator pursuant consummation of the Acquisition, the Lenders extend credit to the Sale AgreementBorrower in the form of Term B Loans (as this and other capitalized terms used in these preliminary statements are defined in Section 1.01 below) on the Closing Date in an initial aggregate principal amount of $660,000,000. The proceeds of the Term B Loans, together with the proceeds of the issuance of the Senior Notes will be used by the Borrower to pay the consideration in connection with the Acquisition and Transaction Expenses. The Borrower may from time to time request that has requested that, substantially simultaneously with the consummation of the 2014 Insight Acquisition, the Lenders make Loans extend credit to the Borrower, Borrower in the form of Term B-2 Loans (as this and other capitalized terms used in these preliminary statements are defined in Section 1.01 below) on the termsAmendment No. 2 Effective Date in an aggregate principal amount of $720,000,000. The proceeds of the Term B-2 Loans, will be used by the Borrower to pay the consideration in connection with the Insight Acquisition and Insight Transaction Expenses. The applicable Lenders have indicated their willingness to lend on the terms and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties Pursuant to the Receivables Purchase Third Amended and Restated Credit Agreement, dated as of February 6, 2018 (as amended by a First Amendment to Third Amended and Restated Credit Agreement dated as of March 5 2020November 7, 2018, as further amended by that certain Second Amendment to Third Amended and Restated Credit Agreement dated as of April 17February 6, 20202019, as further amended by that certain Third Amendment to Third Amended and Restated Credit Agreement dated as of May 8, 2019, as further amended by that certain Fourth Amendment to Third Amended and Restated Credit Agreement dated as of November 6, 2019, as further amended by that certain Fifth Amendment to Third Amended and Restated Credit Agreement dated as of September 17, 20202021, January 29and as further amended, 2021 and March 5, 2021 (as so amendedsupplemented or otherwise modified prior to the Closing Date, the “Existing Purchase Credit Agreement”), pursuant among the Company, Bank of America, N.A., as Administrative Agent, U.S. Swing Line Lender and L/C Issuer, Bank of America Xxxxxxx Xxxxx International Designated Activity Company, as Global Swing Line Lender and the other lenders from time to which the Borrower has sold certain Receivables and Related Assets time party thereto (the “Existing Receivable PoolLenders”), the Existing Lenders agreed to make extensions of credit to the Company and its Subsidiaries on the terms and conditions set forth therein, including making loans (the “Existing Loans”) to the Collateral Agent on behalf Company and its Subsidiaries, and the L/C Issuer agreed to issue Letters of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 Credit (the “Existing Sale AgreementLetters of Credit”) between to the Borrower Company and its Subsidiaries on the terms and conditions set forth therein. The Company has requested that the Existing Credit Agreement be amended and restated in its entirety to become effective and binding on the Company and its Subsidiaries pursuant to the terms of this Agreement, and the Originator. The parties hereto wish Lenders (including certain of the Existing Lenders) have agreed (subject to the terms of this Agreement) to amend and restate the Existing Purchase Credit Agreement in its entirety to read as set forth in this Agreement, and it has been agreed by the parties to the Existing Credit Agreement that (a) the commitments which the Existing Lenders have agreed to extend to the Borrowers under the Existing Credit Agreement shall be extended or advanced upon the amended and restated terms and conditions contained in this Agreement; and (b) the Existing Loans, all Letters of Credit (including the Existing Letters of Credit) and other Obligations (as defined in the form Existing Credit Agreement) outstanding under the Existing Credit Agreement shall be governed by and deemed to be outstanding under the amended and restated terms and conditions contained in this Agreement, with the intent that the terms of this Agreement to provide for shall supersede the sale by the Collateral Agent back to the Borrower terms of the Existing Receivable Pool Credit Agreement (including all Collections thereon)each of which shall hereafter have no further effect upon the parties thereto, other than for accrued and unpaid fees and expenses, and to provide for Loans that may be made from time to time indemnification obligations, if any, accrued and owing, under the terms of the Existing Credit Agreement on or prior to the Borrower at Closing Date or arising (in the Borrower’s request and at case of indemnification) under the discretion terms of the LendersExisting Credit Agreement). Furthermore, which Loans shall be secured by and in connection with the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreementforegoing, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request Company has requested that the Lenders make Loans provide a term loan facility, and the Lenders have indicated their willingness to the Borrowerlend under such a term loan facility, on the terms, terms and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, amend and restate the Existing Purchase Credit Agreement, and the Existing Credit Agreement is hereby amended and restated in its entirety, as follows:

PRELIMINARY STATEMENTS. The BorrowerPursuant to (i) the Business Sale and Purchase Agreement, ADT and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties to the Receivables Purchase Agreement dated as of March 5 2020December 20, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2011 (as so amended, the “Existing Purchase Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing supplemented or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended modified from time to time, the “Acquisition Agreement”), by and among Holdings, on the one hand, and GlaxoSmithKline LLC, a company incorporated under the laws of the state of Delaware, and the other sellers identified therein (collectively, the “Seller”), a Subsidiary Guarantor to whom Holdings will, at or prior to the Closing Date, assign its rights and obligations under the Acquisition Agreement (the “BSPA Assignment”) will acquire (the “Acquisition”) the Acquired Business and (ii) the Business Sale and Purchase Agreement, dated as of December 20, 2011 (as amended, supplemented or modified from time to time, the “Split Brands Acquisition Agreement”), by and among Holdings, on the one hand, and the Seller, Holdings has agreed to acquire (the “Split Brands Acquisition”) the Split Brands prior the Split Brands Cutoff Date (as defined herein). The Borrower has requested that, substantially simultaneously with the consummation of the Acquisition, the Lenders extend credit to the Borrower in the form of a Revolving Credit Facility (as this and other capitalized terms used in these preliminary statements are defined in Section 1.01 below) in an initial aggregate principal amount of $50,000,000. The Revolving Credit Facility may include one or more Letters of Credit from time to time and one or more Swing Line Loans from time to time. The proceeds of (i) the proceeds of the issuance of the Senior Notes and (ii) the proceeds of the loans to be made under the Term Loan Credit Agreement on the Closing Date, will be used by the Borrower to pay the consideration in connection with the Acquisition and Transaction Expenses. The Borrower has requested that, substantially simultaneously with the consummation of the 2014 Insight Acquisition, certain lenders extend credit to the Borrower in the form of term loans under the Term Loan Credit Agreement in an aggregate principal amount of $720,000,000 (the “Term Loan Acquisition Borrowing”). The proceeds of the Term Loan Acquisition Borrowing, together with Revolving Credit Loans hereunder will be used by the Borrower may acquire from time to time additional Receivables pay the consideration in connection with the Insight Acquisition and Related Assets from the Originator pursuant to the Sale AgreementInsight Transaction Expenses. The Borrower may from time applicable Lenders have indicated their willingness to time request that lend and the Lenders make Loans L/C Issuer has indicated its willingness to the Borrowerso issue Letters of Credit, in each case, on the terms, terms and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The BorrowerBorrowers, ADT the Existing Banks and Mizuho the Agents are parties to the Credit Agreement (4-Year Facility) dated as sole Purchaserof September 16, Purchaser Agent2010 (as amended, restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement”). CFSC, CIF, the Local Currency Banks, the Administrative Agent, Arranger, Collateral Agent and Structuring the Local Currency Agent are parties to the Receivables Purchase Agreement Local Currency Addendum dated as of March 5 2020September 16, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2010 (as so amended, restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Purchase Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale AgreementLocal Currency Addendum”). The Borrower may acquire from time Borrowers have requested that the Existing Credit Agreement and the Existing Local Currency Addendum be amended as hereinafter set forth. The Existing Credit Agreement, as amended by this Amendment, is referred to time additional Receivables herein as the “Amended Credit Agreement” and Related Assets from the Originator pursuant Existing Local Currency Addendum, as amended by this Amendment, is referred to herein as the “Amended Local Currency Addendum”. The Departing Banks (as defined below), if any, wish to terminate their respective Commitments and Revolving Credit Commitments under the Existing Credit Agreement and cease to be “Banks” party to the Sale AgreementExisting Credit Agreement on the date hereof. The Borrower may from time New Banks wish to time request that the Lenders make Loans become parties to the Borrower, Amended Credit Agreement as “Banks” on the termsdate hereof. Accordingly, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In in consideration of the mutual agreementspremises set forth above, provisions the terms and covenants conditions contained herein, and other good and valuable consideration, the receipt and sufficiency of which is are hereby acknowledged, the parties hereto hereby agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:.

PRELIMINARY STATEMENTS. The BorrowerOn the Original Closing Date, ADT and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties to the Receivables Purchase Agreement dated as of March 5 2020, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 (as so amended, the “Existing Purchase Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by a credit agreement was entered into among the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this AgreementHoldings, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended other Guarantors party thereto from time to time, the Lenders and Bank of America, N.A. as Administrative Agent (as amended and restated on February 14, 2020, the “Sale Original Term Loan Credit Agreement”). On November 16, 2012, a credit agreement was entered into among the Borrower, Holdings, the other Guarantors party thereto from time to time, the Lenders and Bank of America, N.A. as Administrative Agent (as amended and restated on June 28, 2013, March 6, 2015, August 10, 2017 and February 14, 2020, the “Original Revolving Credit Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from has requested that the Originator pursuant applicable Lenders extend credit to the Sale AgreementBorrower in the form of (i) the Initial Term Loans on the Closing Date in an initial aggregate principal amount of $1,350,000,000 and (ii) the Revolving Credit Facility in an initial aggregate principal amount of $370,000,000. The proceeds of the Initial Term Loans, together with the proceeds of the Senior Unsecured Notes and all or a portion of a Revolving Borrowing, will be used by the Borrower to directly or indirectly (i) refinance the entire aggregate principal amount of term loans outstanding under the Original Term Loan Credit Agreement immediately prior to the Closing Date, (ii) refinance the entire aggregate principal amount outstanding under the Original Revolving Credit Agreement and terminate the commitments thereunder, (iii) redeem all of the Borrower’s 7.875% senior secured notes due 2022, 8.500% senior secured notes due 2024 and 7.625% senior notes due 2023 through a tender offer, redemption, satisfaction and discharge or otherwise (clauses (i), (ii) and (iii) are collectively referred to herein as the “Closing Date Refinancing Transactions”) and (iv) to pay the costs and expenses related thereto and to fund cash to the Borrower’s balance sheet. The proceeds of the Revolving Credit Facility will also be used by the Borrower and its Restricted Subsidiaries to replace, backstop or cash collateralize Existing Letters of Credit, for working capital and general corporate purposes (including permitted acquisitions) subject to the terms set forth herein. The Borrower may from time to time request has requested that the Lenders make Loans to amend and restate the Borrower, on the terms, and subject to the conditions Original Term Loan Credit Agreement in its entirety as set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho as sole PurchaserHoldings, Purchaser Agentthe other Guarantors party thereto, certain Lenders party thereto, the Administrative Agent, Arranger, Collateral Agent and Structuring Agent other parties thereto are parties party to the Receivables Purchase Agreement that certain Credit Agreement, dated as of March 5 2020December 24, 2012, as amended and restated on January 22, 2013, as of April 17further amended and restated on February 25, 2020, 2013 and as further amended on September 17, 2020, January 29, 2021 and March 5, 2021 2013 (as so amended, the “Existing Purchase Credit Agreement”), pursuant and the parties thereto desire to which amend the Borrower has sold certain Receivables Existing Credit Agreement on and Related Assets (the “Existing Receivable Pool”) subject to the Collateral Agent on behalf of terms and conditions set forth herein and in the LendersAmendment No. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement 3 dated as of April 17, 2020 the Amendment No. 3 Effective Date (the “Existing Sale Agreement”) between the Borrower and the OriginatorAmendment No. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement3”). The Existing Credit Agreement, as amended and restated pursuant to Amendment No. 1, and as further amended, restated, supplemented, waived, replaced, is referred to herein as, this “Agreement”. Pursuant to Amendment No. 1 (i) a tranche of term loans were hereby created (the “Refinanced New Term Loans”) in an aggregate principal amount equal to the aggregate principal amount of Term Loans outstanding immediately prior to the Second Restatement Date (the “Original Term Loans”), (ii) additional Term Loans pursuant to Section 2.20(b) of the Existing Credit Agreement were hereby created on the Second Restatement Date in an aggregate principal amount of $60,000,000 (the “Incremental New Term Loans,” and together with the Refinanced New Term Loans, the “New Term Loans”) and (iii) Lenders opting to do so exchanged Original Term Terms (“Exchange”), for like principal amounts of New Term Loans or, for those Lenders not opting to participate in the Exchange, the Borrower may acquire from time repaid in full the Original Term Loans of such non-exchanging Lenders (the “Repayment”). After giving effect to time the Exchange and Repayment on the Second Restatement Effective Date, all Original Term Loans were terminated. Pursuant to Amendment No. 3, (i) a commitment shall be created on the Amendment No. 3 Effective Date to provide Amendment No. 3 Delayed Draw Term Loans in an aggregate principal amount equal to the aggregate principal amount of Term B-1 Loans outstanding immediately prior to the Amendment No. 3 Effective Date, (ii) additional Receivables Term Loans pursuant to Section 2.20(b) of the Existing Credit Agreement shall be created on the Amendment No. 3 Effective Date in an aggregate principal amount of $155,000,000 (the “Amendment No. 3 Incremental Term Loans”) and Related Assets shall be used to partially finance the Transactions, (ii) Amendment No .3 Cashless Option Lenders shall exchange Term B-1 Loans for like principal amounts of Amendment No. 3 Delayed Draw Term Loans on the Amendment No. 3 Delayed Draw Effective Date (the “Amendment No. 3 Exchange”), (iii) the Borrower shall repay Term B-1 Loans not otherwise repaid in the Amendment No. 3 Exchange with proceeds of Amendment No. 3 Delayed Draw Term Loans from the Originator pursuant Amendment No. 3 Delayed Draw Term Lenders on the Amendment No. 3 Delayed Draw Effective Date (the “Amendment No. 3 Repayment”) and (iv) certain other provisions of the Existing Credit Agreement shall be amended as reflected herein. After giving effect to the Sale AgreementAmendment No. 3 Exchange and the Amendment No. 3 Repayment on the Amendment No. 3 Delayed Draw Effective Date, (i) all Term B-1 Loans will be terminated and (ii) it is intended that the Amendment No. 3 Incremental Term Loans and Amendment No. 3 Delayed Draw Term Loans shall trade as a single Class of Term Loans and for the avoidance of doubt are referred to herein as the Term B-2 Loans. The Borrower may from time Lenders have indicated their willingness to time request that the Lenders make Loans to the Borrower, lend on the terms, terms and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The BorrowerEuramax U.S., ADT the Borrowers, and Mizuho certain other Subsidiaries of Euramax U.S., the “Lenders” and “Issuer” listed therein, BNP Paribas, acting through its New York branch (“BNP Paribas”), in its capacity as sole Purchaser“Agent” thereunder (in such capacity, Purchaser the “Former Agent”), Administrative Wachovia, in its capacity as “Collateral Agent” thereunder (in such capacity, Arrangerthe “Former Collateral Agent”), Collateral Agent were, prior to the execution and Structuring Agent are delivery of the 2003 Master Assignment and Assumption Agreement described below, parties to the Receivables Purchase a certain Second Amended and Restated Credit Agreement dated as of March 5 202015, 2002, as amended by a certain Amendment No. 1 and Waiver to Euramax International, Inc.’s Credit Agreement dated as of April 1714, 20202003, September 17as further amended by that certain Amendment No. 2 and Consent to Euramax International, 2020Inc.’s Credit Agreement dated as of May 15, January 292003, 2021 and March 5that certain Amendment No. 3 and Consent to Euramax International, 2021 Inc.’s Credit Agreement dated as of August 6, 2003 (as so amended, the “Existing Purchase Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17same may have been otherwise amended, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon)restated, and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenderssupplemented, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended otherwise modified from time to time, the “Sale Existing Credit Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant Pursuant to the Sale 2003 Master Assignment and Assumption Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, (a) the Pool Receivables Former Agent assigned to Wachovia all of its rights and obligations as “Agent” under the Existing Credit Agreement and Wachovia accepted such assignment, thereby becoming the “Agent” thereunder; (b) BNP Paribas assigned its rights and obligations as “Swing Loan Lender” and as “Issuer” under the Existing Credit Agreement to Wachovia and Wachovia accepted such assignment, thereby becoming the “Swing Loan Lender” and the Related Assets“Issuer” under the Existing Credit Agreement; (c) certain “Lenders” under the Existing Credit Agreement (the “Departing Lenders”) assigned all of their respective “Revolving Credit Commitments” and the rights and obligations corresponding thereto to Wachovia for ultimate redistribution by Wachovia to (i) other “Lenders” already party to the Existing Credit Agreement (the “Continuing Lenders”) and (ii) banks and financial institutions who became party to the Existing Credit Agreement via the 2003 Master Assignment and Assumption Agreement (the “New Lenders”); and (d) the Continuing Lenders and the New Lenders, among themselves, redistributed the various “Revolving Credit Commitments” and the rights and obligations corresponding thereto under the Existing Credit Agreement. In consideration of Pursuant to the mutual agreements, provisions 2003 Master Assignment and covenants contained hereinAssumption Agreement, the sufficiency of which is hereby acknowledgedLoan Parties, the parties hereto agree that Lenders, the Agent, the Issuer, and Paribas have consented (1) to Paribas’s retirement as of “Trustee” under the Closing DateU.K. Trust Deed (in such capacity, the “Former U.K. Trustee”) and (2) to Wachovia’s appointment replacement “Trustee” thereunder (in such capacity, the “U.K. Trustee”), such retirement and appointment to be effected pursuant to the Amendment and Restatement Agreement (as defined below). Euramax U.S. and the Borrowers have requested, and the Lenders, the Issuer, and the Agent, have agreed, subject to the satisfaction of the terms and conditions precedent set forth in Section 5.01contained herein, to amend and restate the Existing Purchase Agreement is amended and restated as follows:Credit Agreement.

PRELIMINARY STATEMENTS. The Borrower intends to acquire, directly or indirectly through one or more subsidiaries (the “Acquisition”), (i) all of the equity interests of Xxxxxx Xxxxxx Management, LLC (“KMR”) that are currently not owned, directly or indirectly, by the Borrower and (ii) all of the limited partnership interests of Xxxxxx Xxxxxx Energy Partners, L.P. (“KMP”) and El Paso Pipeline Partners, L.P. (“EPB”, and together with KMR and KMP, the “Acquired Entities”) that are not currently owned, directly or indirectly, by the Borrower. The Acquisition shall be consummated pursuant to (i) that certain Agreement and Plan of Merger, ADT and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties to the Receivables Purchase Agreement dated as of March 5 2020August 9, as amended as of April 172014, 2020by and among the Borrower, September 17EPB, 2020El Paso Pipeline GP Company, January 29, 2021 L.L.C. and March 5, 2021 E Merger Sub LLC (as so amended, the “Existing Purchase EPB Merger Agreement”), ) pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans EPB shall be secured by the Existing Receivable Pool, together with all Receivables surviving entity and Related Assets hereafter acquired by the Borrower, as well as all other assets a wholly-owned subsidiary of the Borrower, whether now existing or hereafter acquired. Concurrently (ii) that certain Agreement and Plan of Merger, dated as of August 9, 2014, by and among the Borrower, KMR, KMP, Kinder Xxxxxx X.X., Inc. and P Merger Sub LLC (the “KMP Merger Agreement”) pursuant to which KMP shall be the surviving entity and a wholly-owned subsidiary of the Borrower, and (iii) that certain Agreement and Plan of Merger, dated as of August 9, 2014, by and among the Borrower, KMR, and R Merger Sub LLC (the “KMR Merger Agreement” and, together with this the EPB Merger Agreement and the KMP Merger Agreement, the Existing Sale Agreement is being amended “Merger Agreements”) pursuant to which KMR shall be the surviving entity and restated a wholly-owned subsidiary of the Borrower. In connection with the consummation of the Acquisition the Borrower intends to replace (i) the revolving facility set forth in its entirety (the Credit Agreement, dated as so amended of May 6, 2014, by and restated and as it may be further amended among the Borrower, the lenders party thereto from time to time, Barclays Bank PLC, as administrative agent and collateral agent, and the other parties party thereto (the “Sale Existing Credit Agreement”), (ii) the facilities set forth in the Credit Agreement, dated as of May 1, 2013, among KMP, Xxxxx Fargo Bank, National Association, as administrative agent and the other lenders and agents party thereto (the “KMP Credit Agreement”) and (iii) the facilities set forth in the Credit Agreement, dated May 27, 2011, among El Paso Pipeline Partners Operating Company, L.L.C., Wyoming Interstate Company, L.L.C., EPB, Bank of America, N.A., as administrative agent, and the other lenders and letter of credit issuers from time to time parties thereto (the “EPB Credit Agreement”) with the proceeds of borrowings under the Commitments (as defined below). The Borrower may acquire from time intends to time additional Receivables and Related Assets from finance a portion of the Originator pursuant to cost of the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables Acquisition and the Related Assets. In consideration fees and expenses incurred in connection with the foregoing and refinance certain indebtedness of the mutual agreements, provisions and covenants contained herein, Borrower with (A) the sufficiency of which is hereby acknowledged, the parties hereto agree that as proceeds of the Closing Date, subject issuance of up to $5,000,000,000 of debt securities by the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:Borrower (the

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties Borrower has requested that the Lenders provide a term B credit facility to the Receivables Purchase Agreement Borrower in an aggregate principal amount of $300,000,000 for the purpose of refinancing the indebtedness owing under (i) the Amended and Restated Senior Secured, Super-Priority Debtor-In-Possession and Exit First Lien Credit Agreement, dated as of March 5 2020December 5, 2007, among the Borrower, certain other credit parties party thereto, the lenders party thereto and Barclays Bank PLC, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 administrative agent (as so amended, restated, supplemented or otherwise modified to the date hereof, the “Existing Purchase First Lien Credit Agreement”), pursuant (ii) the Amended and Restated Second Lien Credit Agreement, dated as of December 5, 2007, among the Borrower, certain other credit parties party thereto, the lenders party thereto and Barclays Bank PLC, as administrative agent (as amended, restated, supplemented or otherwise modified to which the Borrower has sold certain Receivables and Related Assets (date hereof, the “Existing Receivable PoolSecond Lien Credit Agreement”) to and (iii) the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement Third-Priority Floating Rate Secured PIK Toggle Notes Due 2014 Indenture, dated as of April 17December 6, 2020 (the “Existing Sale Agreement”) 2007, between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form Bank of this Agreement to provide for the sale by the Collateral Agent back New York Trust Company, N.A., as trustee (as amended, restated, supplemented or otherwise modified to the Borrower of date hereof, the “Existing Receivable Pool (including all Collections thereonThird Lien Indenture”), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans have indicated their willingness to the Borrower, lend on the terms, terms and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The Borrower, ADT It is intended that (a) the Parent Borrower will acquire directly and/or indirectly (the “Acquisition”) the Company (as this and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent other capitalized terms not previously defined are parties defined in Section 1.01 below) pursuant to the Receivables Purchase Agreement Arrangement Agreement, dated as of March 5 2020, as amended as of April 17, 2020, September 17, 2020, January November 29, 2021 2007 (together with the schedules and March 5, 2021 (as so amendedexhibits thereto, the “Existing Purchase Arrangement Agreement”)) entered into in connection therewith; (b) the Equity Contribution will be made through one or more intermediaries to Axcan Holdings Inc., pursuant the indirect parent of the Parent Borrower, which such Equity Contribution shall be contributed to the Parent Borrower, and which Equity Contribution represents not less than 30% of the aggregate consolidated debt and equity capitalization of the Parent Borrower has sold (assuming any rollover or noncash equity investment at any direct or indirect parent of Holdings were at the Parent Borrower) and its subsidiaries, on a pro forma basis after giving effect to the Transaction; (c) the Borrowers will obtain the Facilities provided hereunder; (d) the Parent Borrower will borrow up to $235 million of senior unsecured increasing rate loans under the Senior Unsecured Interim Loan Facility; (e) the Parent Borrower will issue $228 million in aggregate principal amount of Senior Secured Notes in a Rule 144A or other private placement, (f) certain Receivables existing indebtedness of the Company and Related Assets its subsidiaries will be repaid (the “Existing Receivable PoolRefinancing”); and (g) at the option of the Parent Borrower, a reorganization of the Company’s subsidiaries may occur, including, without limitation, creation of new entities, transfer of Equity Interests and assets and liabilities and other intercompany transactions, in order to achieve the structure as set forth in Schedule 1.01D (the “Reorganization”). The transactions described in this paragraph, together with the transactions related thereto (including payment of related fees and other transaction costs and expenses), are collectively referred to herein as the “Transaction”. The Borrowers have requested that the Lenders extend credit (A) to the Collateral Agent on behalf of the Lenders. The Parent Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back (i) Term Loans in an aggregate principal amount of $75,000,000 and (ii) a Revolving Credit Facility in an aggregate amount of $115,000,000, and (B) to the Co-Borrower in the form of Term Loans in the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that aggregate principal amount of $100,000,000. The Revolving Credit Facility may be made include one or more Letters of Credit from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which one or more Swing Line Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, . The proceeds of the Term Loans and the Initial Revolving Borrowing (to the extent permitted in accordance with the definition of the term “Sale AgreementPermitted Initial Revolving Borrowing Purposes”), together with (i) a portion of the Parent Borrower’s cash on hand, (ii) the borrowings under the Senior Unsecured Interim Loan Facilities and (iii) the proceeds of the issuance of the Senior Secured Notes will be used on or about the Closing Date to finance the Transaction, including to pay Transaction Expenses. The proceeds of Revolving Credit Loans made after the Closing Date will be used for working capital and other general corporate purposes of the Parent Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to Subsidiaries, including the Sale Agreementfinancing of Permitted Acquisitions. Swing Line Loans and Letters of Credit will be used for general corporate purposes of the Parent Borrower and the Subsidiaries. The Borrower may from time applicable Lenders have indicated their willingness to time request that lend, and the Lenders make Loans L/C Issuers have indicated their willingness to the Borrowerissue Letters of Credit, in each case, on the terms, terms and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The BorrowerCertain terms that are capitalized and used throughout this Agreement are defined in Exhibit I to this Agreement. Capitalized terms not defined herein are used as defined in the Purchase Agreement or, ADT and Mizuho as sole Purchaserif not defined in the Purchase Agreement, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties the Credit Agreement. References in the Exhibits to the “Agreement” refer to this Agreement, as amended, modified or supplemented from time to time. All interest rate and yield determinations referenced herein shall be expressed as a decimal and rounded, if necessary, to the nearest one hundredth of a percentage point in the manner set forth herein (as applicable). The Seller has acquired, and may continue to acquire, Receivables and Related Security from the Originator, either by purchase or by contribution to the capital of the Seller, in accordance with the terms of the Purchase Agreement. The Seller is prepared to sell undivided fractional ownership interests (referred to herein as “Receivable Interests”) in the Pool Receivables. The Purchasers may, in their sole discretion, purchase such Receivable Interests in the Pool Receivables, and the Banks are prepared to purchase such Receivable Interests in the Pool Receivables, in each case on the terms set forth herein. Certain parties hereto previously entered into that certain Second Amended and Restated Receivables Purchase Agreement Agreement, dated as of March 5 2020September 28, 2011, as amended by that certain Assignment and Acceptance and Amendment Agreement, dated as of April 17December 23, 20202011 and as further amended and supplemented as of February 2, 2012, May 18, 2012 and September 1724, 2020, January 29, 2021 and March 5, 2021 (as so amended, the “Existing Purchase Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets 2012 (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time a previous purchase), being referred to time additional herein as the initial “Capital” of each Receivable Interest in the Pool Receivables then being purchased), (ii) the date of such purchase (which shall be a Business Day) and Related Assets from (iii) unless the Originator pursuant purchase will be funded with Pooled Commercial Paper and except with respect to any purchase being made by ST, PNC or, BMO or TD (in their respective capacities as a Bank), the Sale Agreementdesired duration of the initial Fixed Period for each such Receivable Interest in the Pool Receivables. The Borrower may from time to time request that the Lenders make Loans to the Borrower, Each Purchaser Agent which has a related Purchaser shall promptly thereafter (but in no event later than 11:00 a.m. (New York City time) on the termsproposed date of purchase) notify the Seller and the Administrative Agent whether such respective Purchaser has determined to make a purchase and, if so, whether all of the terms specified by the Seller are acceptable to such Purchaser and subject the yield with respect to such purchase and the conditions set forth hereinamount of interest that will be due for the related Settlement Period. If (a) a Purchaser has determined not to make a proposed purchase, secured byor (b) a Purchaser Agent does not have a related Purchaser, among other thingsthe respective Purchaser Agent shall promptly send notice of the proposed purchase to all of the Related Banks of such Purchaser Agent concurrently specifying the date of such purchase, each such Bank’s Percentage multiplied by the aggregate amount of Capital of the Receivable Interests in the Pool Receivables being purchased, and, except with respect to any purchase being made by ST, PNC or, BMO or TD (in their respective capacities as a Bank), the Assignee Rate for the Fixed Period for such Receivable Interest in the Pool Receivables and the Related Assets. In consideration duration of the mutual agreementsFixed Period for such Receivable Interest in the Pool Receivables. The Seller shall indemnify the Purchasers and the Banks against any loss or expense incurred by the Purchasers and/or the Banks, provisions and covenants contained hereineither directly or indirectly, as a result of any failure by the sufficiency of which is hereby acknowledgedSeller to complete such transfer, including, without limitation, any loss or expense incurred by the parties hereto agree that as Purchasers and/or the Banks by reason of the Closing Dateliquidation or reemployment of funds acquired by the Purchasers or the Banks (including, subject without limitation, funds obtained by issuing notes, obtaining deposits as loans from third parties and reemployment of funds) to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:fund such transfer.

PRELIMINARY STATEMENTS. A. The BorrowerBank, ADT as successor in interest to State Street Bank and Mizuho as sole PurchaserTrust Company ("State Street"), Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent the Borrowers are parties to the Receivables Purchase an Amended and Restated Credit Agreement dated as of March 5 2020October 1, 1997 (such Credit Agreement as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 (as so amended, the “Existing Purchase Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) prior to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant date hereof by a First Amendment to the Receivables Sale and Contribution Credit Agreement dated as of April 17December 19, 2020 1997, a Second Amendment to Credit Agreement dated as of December 29, 1997, a Third Amendment to Credit Agreement dated as of July 2, 1998, a Fourth Amendment to Credit Agreement dated as of August 7, 1998, a Fifth Amendment to Credit Agreement dated as of September 30, 1998, a Forbearance Agreement and Sixth Amendment to Credit Agreement dated as of February 24, 1999 (the “Existing Sale Agreement”"Sixth Amendment"), a Forbearance Agreement and Seventh Amendment to Credit Agreement dated as of August 23, 1999 (the "Seventh Amendment") between the Borrower and by a letter agreement dated November 10, 1998 among State Street and the Originator. The parties hereto wish to amend and restate Borrowers (the Existing Purchase Agreement in its entirety in the form of "Letter Agreement"), as further amended by this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale "Credit Agreement”)"; capitalized terms used but not defined herein shall have the meanings ascribed to them in the Credit Agreement) pursuant to which the Bank agreed to make certain revolving credit loans to Borrowers on the terms and conditions set forth therein. Borrowers' obligations under the Credit Agreement are evidenced by an Amended and Restated Revolving Credit Note dated August 7, 1998 (as amended and/or restated by and through the date of this Agreement, and as hereafter amended and/or restated from time to time, the "Revolving Credit Note" and together with the Credit Agreement, the "Credit Documents") executed and delivered by the Borrowers to the Bank. The Borrower may acquire Borrowers' obligations to the Bank under the Credit Documents are referred to herein as the "Revolving Credit Loans". Borrowers are also parties to certain security documents, instruments and agreements executed by Borrowers in connection with the Credit Documents (as amended by and through the date of this Agreement and as amended from time to time additional Receivables hereafter, the "Borrower Security Documents"; the Credit Agreement, the Revolving Credit Note, the Borrower Security Documents, this Agreement, and Related Assets from any agreement or instrument executed in connection therewith or herewith, as the Originator pursuant to the Sale Agreement. The Borrower same have been amended or may be amended from time to time request that hereafter, are collectively referred to herein as the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:"Borrower Loan Documents")

PRELIMINARY STATEMENTS. The BorrowerX. Xxxxxxxx is party to (i) that certain Term Loan Credit Agreement, ADT dated as of August 7, 2023 (as amended by that certain First Amendment, dated as of November 6, 2023, that certain Assignment of Loan Documents, Resignation, Appointment and Mizuho Acceptance Resignation Agreement, dated as sole Purchaserof the date hereof, Purchaser Agentby and among Callodine Commercial Finance, LLC (“Callodine”), as resigning agent, the Administrative Agent, Arrangeras successor agent, Collateral Agent Xxxxxxxx and Structuring Agent are parties to the Receivables Purchase Agreement Guarantors and that certain Assignment and Assumption Agreement, dated as of March 5 2020the date hereof, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 by and March 5, 2021 among Callodine and Coliseum (as so defined in the Second Amendment) and as acknowledged and accepted by the Borrower, and as further amended, amended and restated, extended, supplemented or otherwise modified in writing from time to time prior to the date hereof, the “Existing Purchase Original Term Loan Credit Agreement”), pursuant to which among Xxxxxxxx, the Borrower has sold lenders party thereto and the Administrative Agent and (ii) that certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement Credit Agreement, dated as of April 17August 7, 2020 2023 (as amended by that certain First Amendment and Limited Waiver), dated as of November 6, 2023, that certain Assignment of Loan Documents, Resignation, Appointment and Acceptance Resignation Agreement, dated as of the date hereof, by and among Bank of Montreal (“Existing Sale AgreementBMO”) between the Borrower ), as resigning agent, Delaware Trust Company, as successor agent, Xxxxxxxx and the Originator. The parties hereto wish to amend Guarantors and restate that certain Assignment and Assumption Agreement, dated as of the Existing Purchase Agreement in its entirety date hereof, by and among BMO and Coliseum (as defined in the form of this Agreement to provide for the sale Second Amendment) and as acknowledged and accepted by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon)Borrower, and to provide for Loans that may be made as further amended, amended and restated, extended, supplemented or otherwise modified in writing from time to time prior to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to timedate hereof, the “Sale Original ABL Credit Agreement”). The Borrower may acquire , among Borrower, Guarantors, Delaware Trust Company, as administrative agent thereunder and the lenders from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:thereto;

PRELIMINARY STATEMENTS. The Borrower(1) Aon plc, ADT a public limited company organized under the laws of Ireland (the “Parent”), Aon Corporation, a Delaware corporation (“Aon Corporation”), Aon UK Limited, a private limited company organized under the laws of England and Mizuho as sole PurchaserWales (“Aon UK Limited”), Purchaser AgentAon Global Holdings plc, a public limited company organized under the laws of England and Wales (“AGH”), Aon Global Limited, a private limited company organized under the laws of England and Wales (“AGL”), and the Designated Subsidiaries from time to time party thereto, the lenders from time to time party thereto (the “Lenders”) and the Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties to the Receivables Purchase a Credit Agreement dated as of March 5 2020, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 528, 2021 (as so amended, the “Existing Purchase Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing supplemented or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended otherwise modified from time to time, the “Sale Credit Agreement”). Capitalized terms not otherwise defined in this Amendment have the same meanings as specified in the Credit Agreement. (2) Loans and/or other extensions of credit under the Credit Agreement incur or are permitted to incur interest, fees, commissions or other amounts based on USD LIBOR in accordance with the terms of the Credit Agreement; (3) The Administrative Agent and the Borrower may acquire Representative have made the joint election to trigger a fallback from time to time additional Receivables and Related Assets from the Originator USD LIBOR pursuant to the Sale Agreement. definition of Early Opt-In Election and the Administrative Agent has provided written notice of such election to the Lenders; (4) The Borrower may from time to time request Credit Agreement provides that the Lenders make Loans Early Opt-in Effective Date occurs on the sixth (6th) Business Day after the date notice of an Early Opt-in Election is provided to the BorrowerLenders, so long as the Administrative Agent has not received, by 5:00 p.m. (New York City time) on the terms, and subject fifth (5th) Business Day after the date notice of such Early Opt-in Election is provided to the conditions Lenders, written notice of objection to such Early Opt-in Election from Lenders comprising the Required Lenders; (5) Section 2.24(a) of the Credit Agreement provides that on the Early Opt-in Effective Date, if the then-current Benchmark is USD LIBOR, the Benchmark Replacement will replace such Benchmark for all purposes thereunder; (6) Pursuant to Section 2.24(c), in connection with the implementation and administration of the Benchmark Replacement, the Administrative Agent desires to make Benchmark Replacement Conforming Changes to the Credit Agreement set forth herein, secured by, among other things, below on the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that terms as of the Closing Date, subject to the satisfaction of the conditions precedent hereinafter set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:forth

PRELIMINARY STATEMENTS. The Pursuant to the Recapitalization Agreement (as this and other capitalized terms used in these preliminary statements are defined in Section 1.01 below), Xxxx Paste Mergerco, Inc. and Blackstone Paste Mergerco, Inc. (collectively, the “MergerCos”) were merged with the Borrower, ADT and Mizuho with the Borrower as sole Purchaserthe surviving corporation (the “Recapitalization”). Simultaneously with the consummation of the Recapitalization, Purchaser Agentthe Borrower entered into that certain Credit Agreement, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties to the Receivables Purchase Agreement dated as of March 5 2020October 31, 2006 (as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 (as so amendedin effect immediately prior to the Restatement Effective Date, the “Existing Purchase Credit Agreement”), by, among others, the Borrower, the “Lenders” as defined therein, and DEUTSCHE BANK AG NEW YORK BRANCH, as “Administrative Agent” as defined therein, pursuant to which the Borrower has sold incurred an Original Loan (as defined in the Existing Credit Agreement) on the Closing Date in an aggregate principal amount of $2,400,000,000. The proceeds of the Original Loan made on the Closing Date, together with the proceeds of (i) the issuance of certain Receivables unsecured notes, (ii) the funding of $400,000,000 under the ABL Credit Agreement on the Closing Date and Related Assets (iii) the Equity Contribution, were used to finance the Debt Prepayment and pay the Merger Consideration and the Closing Date Transaction Expenses. Immediately prior to the Restatement Effective Date, outstanding term loans in the aggregate principal amount of approximately $1,495,000,000 (the “Existing Receivable PoolOutstanding Term Loans”) to were outstanding under the Collateral Agent on behalf of the LendersExisting Credit Agreement. The Borrower acquired desires to refinance the Outstanding Term Loans in full with Refinancing Term Loans pursuant to a Refinancing Amendment under Section 2.15 of the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17Credit Agreement, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish and, in connection therewith, to amend and restate the Existing Purchase Credit Agreement in its entirety in to, among other things, (i) provide for such Refinancing Term Loans, which will take the form of a new tranche of senior secured term loans under this Agreement, and (ii) increase the aggregate principal amount of such tranche borrowed and outstanding under this Agreement to provide for $1,640,000,000 on the sale by Restatement Effective Date. The proceeds of the Collateral Agent back Loans on the Restatement Effective Date will be used to (i) refinance in full the Outstanding Term Loans, (ii) finance the redemption of a portion of the Senior Subordinated Notes in the aggregate principal amount of approximately $137,000,000 and (c) fund certain related fees and expenses associated with the Transaction. The Lenders and each Additional Lender providing the Refinancing Term Loans have indicated their willingness to lend and to consent to the Borrower of the Existing Receivable Pool (including all Collections thereon)other amendments herein, and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, each case on the terms, terms and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The BorrowerCertain of the Loan Parties, ADT and Mizuho as sole Purchaser, Purchaser Agent, the Administrative Agent, Arranger, the Collateral Agent and Structuring Agent are parties to certain of the Receivables Purchase Lenders, among others, have entered into an Amended and Restated Credit Agreement dated as of March 5 2020May 24, 2013 (as amended as from time to time and currently in effect immediately prior to the effectiveness of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 (as so amendedthis Agreement, the “Existing Purchase ABL Credit Agreement”). On September 9, pursuant to which the Borrower has sold certain Receivables and Related Assets 2015 (the “Existing Receivable PoolPetition Date”), each of the Domestic Loan Parties (as defined herein, collectively, the “Debtors”) to filed a voluntary petition for relief (collectively, the Collateral Agent on behalf “Cases”) under Chapter 11 of the Lenders. The Borrower acquired Bankruptcy Code with the Existing Receivable Pool from ADT as United States Bankruptcy Court for the Originator pursuant to the Receivables Sale and Contribution Agreement dated as District of April 17, 2020 Delaware (the “Existing Sale AgreementBankruptcy Court”). The Debtors are continuing in the possession of their assets and continuing to operate their respective businesses and manage their respective properties as debtors and debtors in possession under Sections 1107(a) between and 1108 of the Borrower Bankruptcy Code. The Debtors and the Originator. The parties hereto wish to amend and restate other Loan Parties have requested that (a) the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back Lenders make available to the Borrower Domestic Borrowers, from and after the date of entry of the Interim Order (the “Interim Order Date”), a senior secured, super-priority debtor-in-possession revolving credit facility and (b) that the terms of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may ABL Credit Agreement be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended their entirety, all on the terms and restated and as it may be further amended from time to timeconditions set forth herein. In furtherance of the foregoing, the “Sale Agreement”Debtors and the other Loan Parties have also requested that (a) on the Interim Order Date (or within one Business Day thereafter). The , the Canadian Lenders and the Australian Lenders, respectively, shall make loans to each of the Canadian Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant Australian Borrower, respectively, in an amount equal to the Sale Agreement. The principal balance of the Credit Extensions owed to General Electric Capital Corporation and Xxxxx Fargo Bank, National Association and their respective Affiliates by each such Borrower may from time as of the Petition Date, the proceeds of such loans shall be used to time request that repay such lenders the Lenders make Loans to aggregate amount of their respective Credit Extensions, in each case, upon the Borrower, on the terms, terms and subject to the conditions set forth herein, secured by, among other things, . To provide security for the Pool Receivables and the Related Assets. In consideration repayment of all obligations of the mutual agreementsLoan Parties hereunder and under the other Loan Documents, provisions and covenants contained herein, the sufficiency in addition to all other all other property of which any Loan Party that is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction Liens granted on the “Collateral” (as defined in the Existing ABL Credit Agreement) in favor of any Agent securing the Existing ABL Obligations (as defined herein) (such Liens, the “Existing ABL Liens”), each of the conditions precedent set forth in Section 5.01, Debtors will provide to the Existing Purchase Agreement is amended and restated Agent (for the benefit of the Credit Parties) the following (as follows:more fully described herein):

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho as sole PurchaserHoldings, Purchaser Agentthe lenders party thereto from time to time (the “Lenders”), the Administrative Agent, Arranger, Collateral Agent and Structuring Agent are the other parties thereto have entered into that certain First Lien Credit Agreement, dated as of April 1, 2014 (as amended by that certain Incremental First Lien Term Commitments Amendment dated as of September 27, 2016, that certain Second Amendment to the Receivables Purchase First Lien Credit Agreement dated as of March 5 2020June 7, as amended as of April 172017, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 (as so amended, the “Existing Purchase Agreement”), pursuant that certain Third Amendment to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution First Lien Credit Agreement dated as of April 17June 1, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon)2018, and to provide for Loans that may be made as further amended, restated, amended and restated, supplemented or otherwise modified from time to time prior to the Borrower at date hereof, the Borrower’s request and at “Credit Agreement;” the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the BorrowerCredit Agreement, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with amended by this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated Amendment and as it may be further amended, restated, amended from time to timeand restated, the “Sale Agreement”). The Borrower may acquire supplemented or otherwise modified from time to time additional Receivables after the date hereof, is herein referred to as the “Amended Credit Agreement”; capitalized terms used (including in the preamble and Related Assets from preliminary statements hereto) but not defined herein shall have the Originator pursuant meanings assigned to such terms in the Sale Credit Agreement). The Pursuant to and in accordance with Section 2.12 of the Credit Agreement, the Borrower may request from time to time Incremental First Lien Term Commitments. The Borrower has notified the Administrative Agent of its request that the Lenders make Loans for an Incremental First Lien Term Commitment in an aggregate principal amount equal to the Borrower, $511,000,000.00 on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent terms set forth in Section 5.01, this Amendment. The Administrative Agent and the Existing Purchase Agreement is amended and restated Borrower have determined that the Incremental First Lien Term Commitments Effective Date with respect to such Incremental First Lien Term Commitment shall be the Fourth Amendment Effective Date (as follows:defined below).

PRELIMINARY STATEMENTS. The BorrowerBorrowers are party to (x) the First Lien Credit Agreement, ADT and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties to the Receivables Purchase Agreement dated as of March 5 2020September 25, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2017 (as so amended, amended and restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Purchase First Lien Credit Agreement”), pursuant to which among the Borrower has sold certain Receivables and Related Assets (Borrowers, Holdings, the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made lenders from time to time to the Borrower at the Borrower’s request party thereto, and at the discretion of the LendersCredit Suisse AG, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the BorrowerCayman Islands Branch, as well as all other assets of administrative agent and (y) the Borrower, whether now existing or hereafter acquired. Concurrently with this Second Lien Credit Agreement, the Existing Sale Agreement is being dated as of September 25, 2017 (as amended, amended and restated in its entirety (as so amended and restated and as it may be further amended from time to timerestated, the “Sale Agreement”). The Borrower may acquire supplemented or otherwise modified from time to time additional Receivables and Related Assets from the Originator pursuant prior to the Sale date hereof, and together with the Existing First Lien Credit Agreement. The Borrower may , the “Existing Credit Agreements”), among the Borrowers, Holdings, the lenders from time to time request that the Lenders make Loans to the Borrower, on the termsparty thereto, and subject Credit Suisse AG, Cayman Islands Branch, as administrative agent. The Borrowers have requested that, in order to repay their indebtedness under the conditions Existing Credit Agreements and for other purposes set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to upon the satisfaction in full of the conditions precedent set forth in Section 5.01Article IV below, the Existing Purchase Agreement is amended Lenders (a) lend to the Lead Borrower $510,000,000 in the form of a closing date term loan facility, (b) make available to the Lead Borrower a $50,000,000 delayed draw term loan facility and restated (c) make available to the Borrowers a $125,000,000 revolving credit facility for the making of revolving loans and the issuance of letters of credit for the account of the Borrowers and their Restricted Subsidiaries (as hereinafter defined), from time to time. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho as sole PurchaserHoldings, Purchaser Agentthe lenders party thereto from time to time (the “Lenders”), the Administrative Agent, Arranger, Collateral Agent and Structuring Agent are the other parties thereto have entered into that certain First Lien Credit Agreement, dated as of April 1, 2014 (as amended by that certain Incremental First Lien Term Commitments Amendment dated as of September 27, 2016, that certain Second Amendment to the Receivables Purchase First Lien Credit Agreement dated as of March 5 2020June 7, as amended 2017, that certain Third Amendment to First Lien Credit Agreement dated as of April 17June 1, 20202018, September 17, 2020, January 29, 2021 and March 5, 2021 (as so amended, the “Existing Purchase Agreement”), pursuant that certain Fourth Amendment to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution First Lien Credit Agreement dated as of April 1722, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon)2021, and to provide for Loans that may be made as further amended, restated, amended and restated, supplemented or otherwise modified from time to time prior to the Borrower at date hereof, the Borrower’s request and at “Credit Agreement;” the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the BorrowerCredit Agreement, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with amended by this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated Amendment and as it may be further amended, restated, amended and restated, supplemented or otherwise modified from time to timetime after the date hereof, is herein referred to as the “Sale Amended Credit Agreement”; capitalized terms used (including in the preamble and preliminary statements hereto) but not defined herein shall have the meanings assigned to such terms in the Amended Credit Agreement). The Borrower may acquire from time desires to time additional Receivables and Related Assets from join its Subsidiaries that are incorporated or organized under the Originator pursuant laws of Canada or any province, territory, or political subdivision thereof (the “Canadian Subsidiaries”) to the Sale ABL Facility as credit parties thereunder in connection with a proposed amendment to the ABL Facility (the “ABL Facility Amendment”). Section 7.03(a) of the Credit Agreement permits the Loan Parties, but not other Restricted Subsidiaries, including the Canadian Subsidiaries, to incur Indebtedness under ABL Facility. The Borrower desires to (a) amend the Credit Agreement to permit the Canadian Subsidiaries to become Loan Parties under the Credit Agreement and to make certain related amendments to the Credit Agreement, (b) join the Canadian Subsidiaries as Subsidiary Guarantors under the Credit Agreement and (c) consummate the transactions contemplated by the ABL Facility Amendment. The Borrower and the Required Lenders have agreed to amend the Credit Agreement to permit the Canadian Subsidiaries to become Loan Parties and to make certain additional amendments to the Credit Agreement in accordance with Section 10.01 of the Credit Agreement. The Credit Agreement provides that an Early Opt-in Election with respect to LIBOR occurs upon a joint election by the Administrative Agent and the Borrower may to trigger a fallback from time LIBOR and provision of written notice of such election by the Administrative Agent to time request the Lenders. The Administrative Agent and the Borrower made such joint election on December 14, 2022 and the Administrative Agent notified the Lenders of such Early Opt-in Election by posting a draft of this Amendment to all Lenders on such date. The Credit Agreement provides that the Lenders make Loans Early Opt-in Effective Date with respect to such Early Opt-in Election occurs on the sixth (6th) Business Day after the date notice of such Early Opt-in Election is provided to the BorrowerLenders, so long as the Administrative Agent has not received, by 5:00 p.m. (New York City time) on the terms, and subject fifth (5th) Business Day after the date notice of such Early Opt-in Election is provided to the conditions set forth hereinLenders (the “Specified Time”), secured by, among other thingswritten notice of objection to such Early Opt-in Election from Lenders comprising the Required Lenders. As of the Specified Time, the Pool Receivables and Administrative Agent had not received written notice of objection to such Early Opt-in Election from Lenders comprising the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:Required Lenders.

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties Pursuant to the Receivables Purchase Agreement Amended and Restated Credit Agreement, dated as of March 5 2020August 31, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2009 (as so amended, supplemented or otherwise modified prior to the Closing Date, the “Existing Purchase Credit Agreement”), pursuant among the Company, certain of the Company’s Subsidiaries, Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and the other lenders from time to which the Borrower has sold certain Receivables and Related Assets time party thereto (the “Existing Receivable PoolLenders”), the Existing Lenders agreed to make extensions of credit to the Company and its Subsidiaries on the terms and conditions set forth therein, including making loans (the “Existing Loans”) to the Collateral Agent Company and its Subsidiaries, and the L/C Issuer agreed to issue Letters of Credit to the Company and its Subsidiaries on behalf of the Lendersterms and conditions set forth therein. The Borrower acquired Company has requested that the Existing Receivable Pool from ADT as Credit Agreement be amended and restated in its entirety to become effective and binding on the Originator Company and its Subsidiaries pursuant to the Receivables Sale and Contribution Agreement dated as terms of April 17this Agreement, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish Lenders (including certain of the Existing Lenders) have agreed (subject to the terms of this Agreement) to amend and restate the Existing Purchase Credit Agreement in its entirety to read as set forth in this Agreement, and it has been agreed by the parties to the Existing Credit Agreement that (a) the commitments which the Existing Lenders have agreed to extend to the Borrowers under the Existing Credit Agreement shall be extended or advanced upon the amended and restated terms and conditions contained in this Agreement; and (b) the Existing Loans, all Letters of Credit (including the Existing Letters of Credit) and other Obligations (as defined in the form Existing Credit Agreement) outstanding under the Existing Credit Agreement shall be governed by and deemed to be outstanding under the amended and restated terms and conditions contained in this Agreement, with the intent that the terms of this Agreement to provide for shall supersede the sale by the Collateral Agent back to the Borrower terms of the Existing Receivable Pool Credit Agreement (including all Collections thereon)each of which shall hereafter have no further effect upon the parties thereto, other than for accrued and unpaid fees and expenses, and to provide for Loans that may be made from time to time indemnification obligations, if any, accrued and owing, under the terms of the Existing Credit Agreement on or prior to the Borrower at Closing Date or arising (in the Borrower’s request and at case of indemnification) under the discretion terms of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Credit Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, amend and restate the Existing Purchase Credit Agreement, and the Existing Credit Agreement is hereby amended and restated in its entirety, as follows:

PRELIMINARY STATEMENTS. The BorrowerLessor and Integrated Living Communities of XxXxxxxx, ADT and Mizuho as sole PurchaserX.X, Purchaser Agenta Delaware limited partnership ("Original Lessee") (successor by conversion to Integrated Living Communities of McKinney, Administrative AgentInc., Arranger, Collateral Agent and Structuring Agent are parties to the Receivables Purchase a Delaware corporation) entered into that certain Lease Agreement dated as of March 5 2020December 31, as 1996, which was amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 (as so amended, the “Existing Purchase Agreement”), pursuant by that certain First Amendment to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Lease Agreement dated as of April 17December 1, 2020 1997, and which was further amended by that certain Second Amendment to Lease Agreement dated as of May 9, 2002 (as amended, the "Lease"), whereby Lessor agreed to lease to Original Lessee, and Original Lessee agreed to lease from Lessor, that certain assisted living facility located at 0000 X. Xxxxxxxxxxx Xxxxx, XxXxxxxx, Xxxxx 00000, as more particularly described and defined in the Lease (the “Existing Sale Agreement”) between "Leased Property"). A copy of the Borrower and the OriginatorLease is attached hereto as Exhibit "A". The parties hereto wish Lease was assigned to amend Assignor by Original Lessee pursuant to that certain Assignment and restate Assumption of Lease Agreement (With Consent) dated as of May 9, 2002. Existing Guarantor executed a Guaranty of Payment and Performance dated May 9, 2002 ("Existing Guaranty"), in favor of Lessor, guaranteeing Assignor's obligations under the Existing Purchase Agreement Lease. Assignor now desires to assign to Assignee, and Assignee desires to accept the assignment of, any right, title or interest Assignor has in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back and to the Borrower of Leased Property as lessee under the Existing Receivable Pool (including all Collections thereon)Lease, and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request Assignor and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured byAssignee desire Lessor to, among other things, consent to such assignment and to make certain other agreements and statements, all pursuant to the Pool Receivables terms and conditions of this Assignment and Assumption of Lease Agreement (this "Agreement"). Emeritus is the Related Assets. In consideration sole shareholder of the mutual agreementsESC X.X. XX, provisions and covenants contained hereinINC., the sufficiency of a Washington corporation, which is hereby acknowledgedthe general partner of Assignee. Emeritus is required to make certain representations, the parties hereto agree that warranties and agreements in this Agreement as of the Closing Date, subject a condition precedent to the satisfaction execution of the conditions precedent set forth in Section 5.01, the Existing Purchase this Agreement is amended and restated as follows:by Lessor.

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho Borrowers requested that the Lenders under this Agreement as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties of the Closing Date (such agreement as in effect immediately prior to the Receivables Purchase Agreement dated as of March 5 2020, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 (as so amended2018 Refinancing Amendment Effective Date, the “Existing Purchase Credit Agreement”) extend credit to the Borrowers in the form of (i) Term B Loans (as this and other capitalized terms used in these preliminary statements are defined in Section 1.01 below) on the Closing Date in an aggregate principal amount of $700,000,000 and (ii) Revolving Credit Commitments in an aggregate principal amount of $375,000,000. The Revolving Credit Commitments permit the making of Revolving Credit Loans, Swing Line Loans and the issuance of Letters of Credit from time to time. The proceeds of the Term B Loans, together with the proceeds of the Senior Notes, were used by the Borrowers on the Closing Date to (i) repay in full all indebtedness outstanding under the Credit Agreement (other than any cashless settlement pursuant to Section 1.14, which shall be effected in accordance with the terms thereof), pursuant to which dated as of May 5, 2015, among the Borrower has sold certain Receivables and Related Assets Lead Borrower, Deutsche Bank AG New York Branch, as administrative agent (the “Existing Receivable PoolAgent”), and each lender from time to time party thereto (as amended, supplemented and/or modified from time to time in accordance with the terms thereof prior to the date hereof, and including all annexes and schedules thereto, the “2015 Credit Agreement”) and terminate and release all commitments, security interests and guarantees in connection therewith, it being understood that any Secured Hedge Agreements, Treasury Services Agreements, letters of credit, bank guarantees and similar accommodations outstanding under the 2015 Credit Agreement remained outstanding to the Collateral Agent extent continued under this Existing Credit Agreement as Existing Secured Hedge Agreements, Existing Treasury Services Agreements, or Existing Letters of Credit (as the case may be) or, in the case of such letters of credit, bank guarantees and similar accommodations that are not continued under this agreement as Existing Letters of Credit, otherwise cash collateralized or backstopped by one or more Letters of Credit issued on behalf the Closing Date, (ii) either (x) redeem or repay in full all of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale outstanding 6.750% Dollar Notes due 2022 and Contribution Agreement 6.375% Euro Notes due 2022, in each case, issued under that certain indenture, dated as of April 17May 5, 2020 2015 (the “Existing Sale AgreementSenior Notes Indenture”) between ), among the Lead Borrower, the Co-Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in Bank of New York Mellon, acting through its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon)London Branch, and to provide for Loans that may be made as trustee, as amended and/or supplemented from time to time in accordance with the terms thereof prior to the Borrower at date hereof (the Borrower’s request and at “Existing Senior Notes”) or (y) provide notice for the discretion redemption or repayment of all of the Lenders, which Loans shall be secured by Existing Senior Notes and deposit proceeds sufficient to redeem or repay in full the Existing Receivable Pool, together Senior Notes (including any accrued and unpaid interest thereon and premium related thereto) with all Receivables such trustee to satisfy and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, discharge the Existing Sale Agreement is being amended Senior Notes Indenture, and, in each case terminate and restated release all commitments, security interests and guarantees in its entirety respect thereof (as so amended the actions under clauses (i) and restated and as it may be further amended from time to time(ii) above, the “Sale AgreementRefinancing”)) and (iii) pay the Transaction Expenses in connection with the foregoing. The Borrower may acquire from time Revolving Credit Lenders are willing to time additional Receivables lend and Related Assets from the Originator pursuant L/C Issuer is willing to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrowerissue Letters of Credit, in each case, on the terms, terms and subject to the conditions set forth herein, secured by, among other things. The Borrowers, the Pool Receivables Administrative Agent and the Related AssetsLenders party thereto have entered into that certain 2018 Refinancing Amendment (the “2018 Refinancing Amendment”), dated as of May 22, 2018, under which the 2018 Refinancing Term Loan Lenders are extending credit to the Borrowers in the form of 2018 Refinancing Term Loans (which constitute Refinancing Term Loans under Section 2.17 of the Existing Credit Agreement) in an original aggregate principal amount equal to $696,500,000.00. The Borrowers, the Administrative Agent and the Lenders party thereto have entered into that certain 2021 Incremental Amendment (the “2021 Incremental Amendment”), dated as of May 3, 2021, under which the 2021 Incremental Term Loan Lenders are extending credit to the Borrowers in the form of 2021 Incremental Term Loans (which constitute Incremental Term Loans under Section 2.16 of the Existing Credit Agreement) in an original aggregate principal amount equal to $750,000,000.00. The Borrowers, the Administrative Agent and the Lenders party thereto have entered into that certain 2021 Refinancing Revolver Amendment (the “2021 Refinancing Revolver Amendment”), dated as of May 3, 2021, under which the 2021 Refinancing Revolving Credit Lenders are extending credit to the Borrowers in the form of 2021 Refinancing Revolving Credit Commitments (which constitute Refinancing Revolving Credit Commitments under Section 2.17 of the Existing Credit Agreement) in an original aggregate principal amount equal to $375,000,000.00. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties Pursuant to the Receivables Purchase Agreement and Plan of Merger, dated as of March 5 2020June 27, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2014 (as so amended, the “Existing Purchase Merger Agreement”), pursuant to which by and among Holdings, Merger Sub, the Borrower has sold certain Receivables Company, and Related Assets RP & SP Holdings, Inc., a Delaware corporation, Merger Sub will, immediately following the initial funding hereunder, be merged with and into the Company with the Company surviving (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale AgreementMerger”). The Borrower may acquire from time has requested that, substantially simultaneously with the consummation of (and in order to time additional Receivables fund a portion of the consideration for) the Merger, the Lenders extend credit to the Borrower in the form of the Initial Loans (as this and Related Assets other capitalized terms used in these preliminary statements are defined in Section 1.01 below) on the Closing Date in an initial aggregate principal amount of $80,000,000. The proceeds of the Initial Loans, together with (i) the proceeds of the First Lien Initial Term Loans, (ii) the proceeds of the First Lien Initial Revolving Borrowing, (iii) the proceeds from the Originator pursuant issuance of the Superholdco Preferred Stock and (iv) the proceeds of the Equity Contribution, will be used by the Borrower to pay the Sale AgreementMerger Consideration and Transaction Expenses and to refinance certain Indebtedness. On the Amendment No. 1 Effective Date, the Borrower requested and the Lenders made $25,000,000 in aggregate principal amount of Term B-2 Loans and other amendments to this Agreement were made on such date. On the Amendment No. 2 Effective Date, the Initial Loans and the Term B-2 Loans were either repaid or converted into Term B-3 Loans (and the aggregate principal amount of Term B-3 Loans as of the Amendment No. 2 Effective Date was $155,000,000) and other amendments to this Agreement set forth in Amendment No. 2 were effectuated. The Borrower may from time Lenders have indicated their willingness to time request that the Lenders make Loans to the Borrower, lend on the terms, terms and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The BorrowerBorrower (f/k/a Halyard Health, ADT and Mizuho Inc.), the Guarantors (as sole Purchaserdefined in the Existing Credit Agreement) party thereto, Purchaser AgentXxxxxx Xxxxxxx Senior Funding, Inc., as Term Loan Administrative AgentAgent (as defined in the Existing Credit Agreement), ArrangerCitibank, Collateral as Revolving Administrative Agent and Structuring Agent are parties to Swing Line Lender (each as defined in the Receivables Purchase Agreement Existing Credit Agreement), the other lenders party thereto and the other agents party thereto entered into that certain Credit Agreement, dated as of March 5 2020October 31, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2014 (as so the same may have been amended, restated, amended and restated, supplemented or otherwise modified prior to the date hereof, the “Existing Purchase Credit Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired has requested that the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Credit Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety to (a) refinance (the “Closing Date Refinancing”) all Loans (as so amended such term is defined in the Existing Credit Agreement) outstanding thereunder and restated pay all accrued interest (regardless of whether then due and payable), fees and other amounts, in each case outstanding under the Existing Credit Agreement with, and replace (to the extent not repaid, prepaid or otherwise terminated prior to the Closing Date) the Facility (as it may be further amended from time to timesuch term is defined in the Existing Credit Agreement) with, the “Sale Agreement”)Facility (as defined below) as provided in this Agreement and (b) amend certain other provisions of the Existing Credit Agreement as hereinafter set forth. The Borrower may acquire from time Lenders have indicated their willingness to time additional Receivables lend, and Related Assets from the Originator pursuant L/C Issuers have indicated their willingness to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrowerissue Letters of Credit, in each case, on the terms, terms and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Credit Agreement is hereby amended and restated in its entirety, and hereby covenant and agree, as follows:

PRELIMINARY STATEMENTS. The Initial Borrower, ADT and Mizuho as sole Purchaser, Purchaser Agent, the Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties the lenders party thereto (collectively, the “Original Lenders”) previously entered into that certain Credit Agreement, dated as of October 25, 2019 (as heretofore amended, supplemented, amended and restated, supplemented or otherwise modified immediately prior to the Receivables Purchase effectiveness of this Agreement, the “Original Credit Agreement”), under which, among other things, the Original Lenders agreed to extend credit to the Initial Borrowers in the form of Initial Revolving Credit Commitments in an aggregate principal amount equal to $125,000,000. The Initial Revolving Credit Commitments were subsequently increased by an amount equal to $42,500,000. The Borrowers, the Guarantors, the Administrative Agent and the 2021 Extended Revolving Credit Lenders agreed to amend and restate in its entirety the Original Credit Agreement pursuant to a certain Amended and Restated Credit Agreement, dated as of March 5 202022, as amended as of April 172021, 2020under which, September 17, 2020, January 29, 2021 and March 5, 2021 (as so amendedamong other things, the “Existing Purchase Agreement”), pursuant 2021 Extended Revolving Credit Lenders agreed to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) extend credit to the Collateral Agent on behalf of the Lenders. The Initial Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement 2021 Extended Revolving Credit Commitments in an aggregate principal amount equal to provide for $167,500,000. The 2021 Extended Revolving Credit Commitments were subsequently increased by an amount equal to $5,000,000. The Revolving Credit Commitments permit the sale by the Collateral Agent back to the Borrower issuance of the Existing Receivable Pool (including all Collections thereon), one or more Letters of Credit and to provide for Loans that may be made Alternative Letters of Credit from time to time to and the Borrower at the Borrower’s request and at the discretion making of the Lenders, which one or more Swing Line Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time applicable Lenders have indicated their willingness to time additional Receivables lend and Related Assets from each of the Originator pursuant L/C Issuer and the Alternative L/C Issuers has indicated its willingness to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrowerissue Letters of Credit or Alternative Letters of Credit, as applicable, in each case, on the terms, terms and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. The capitalized terms used in these preliminary statements are defined in Section 1.01 below. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The Borrower, ADT Holdings, Intermediate Parent, TDS Intermediate Parent, UBS AG, Stamford Branch, as Administrative Agent (in such capacity, the “Existing Administrative Agent”) and Mizuho an L/C Issuer, UBS Loan Finance LLC, as sole PurchaserSwing Line Lender, Purchaser Credit Suisse Securities (USA) LLC, as Syndication Agent, Administrative Agentand Xxxxxx Brothers Inc., ArrangerCiticorp North America, Collateral Agent Inc. and Structuring Agent are parties to Deutsche Bank AG New York Branch, as Co-Documentation Agents, and the Receivables Purchase lenders party thereto have previously entered into a Credit Agreement dated as of March 5 2020August 23, as 2006 (the “Original Credit Agreement”). The Original Credit Agreement was amended and restated as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2007 (as so amendedamended and restated, the “Existing Purchase First Amended and Restated Credit Agreement”), pursuant to which the Borrower has sold certain Receivables was further amended and Related Assets restated as of May 23, 2007 (as so amended and restated, the “Existing Receivable PoolSecond Amended and Restated Credit Agreement”) to the Collateral Agent on behalf ), was further amended and restated as of the LendersOctober 22, 2010 (as so amended and restated, and as further amended by Amendment No. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement 1, dated as of April 17March 14, 2020 (2011, the “Existing Sale Third Amended and Restated Credit Agreement”), was further amended and restated as of September 30, 2011 (as so amended and restated, the “Fourth Amended and Restated Credit Agreement”) between and was further amended and restated as of December 11, 2012 (as so amended and restated, the Borrower “Fifth Amended and Restated Credit Agreement”). On the Originator. The parties hereto wish to amend Sixth Amendment and restate Restatement Effective Date, the Existing Purchase Fifth Amended and Restated Credit Agreement in its entirety has been amended and restated in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request has requested that the Lenders make Loans extend credit to the BorrowerBorrower in the form of (i) a Term Loan Facility in an initial aggregate amount of $1,553,800,000 and (ii) a Revolving Credit Facility in an initial aggregate amount of $120,000,000. The proceeds of the Term Loans made on the Sixth Amendment and Restatement Effective Date will be used (i) to refinance in full amounts outstanding under the Fifth Amended and Restated Credit Agreement, (ii) to pay fees and expenses related thereto, (iii) to fund the L/C Facility Collateral Account and (iv) to the extent of any remaining proceeds, for general corporate purposes. The proceeds of Revolving Credit Loans made on or after the Sixth Amendment and Restatement Effective Date will be used for working capital and other general corporate purposes of Holdings and its Subsidiaries, including the financing of Permitted Acquisitions. Swing Line Loans and Letters of Credit will be used for general corporate purposes of Holdings and its Subsidiaries. The applicable Lenders have indicated their willingness to lend, and the L/C Issuer has indicated its willingness to issue Letters of Credit, in each case, on the terms, terms and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties I. Pursuant to the Receivables Note Purchase Agreement dated as of March 5 2020November 15, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2017 (as so amended, the “Existing Purchase Agreement”)modified, pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing supplemented or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Note Agreement”), by and among LITTELFUSE, INC., a Delaware corporation (together with any successor thereto that becomes a party to the Note Agreement pursuant to Section 10.2, the “Company”) and the Persons listed on the signature pages thereto (the “Purchasers”), the Company has issued and sold (i) $50,000,000 aggregate principal amount of its 3.48% Senior Notes, Series A, due February 15, 2025 (the “Series A Notes”) and (ii) $125,000,000 aggregate principal amount of its 3.78% Senior Notes, Series B, due February 15, 2030 (the “Series B Notes” and together with the Series A Notes as amended, restated or otherwise modified from time to time and including any such notes issued in substitution therefor, the “Notes” and individually a “Note”). II. The Company is required pursuant to the Note Agreement to cause each Additional Subsidiary Guarantor to deliver this Subsidiary Guarantor Supplement in order to cause each Additional Subsidiary Guarantor to become a Subsidiary Guarantor under the Subsidiary Guaranty Agreement dated as of January 16, 2018 executed by certain Subsidiaries of the Company (together with each entity that from time to time becomes a party thereto by executing a Subsidiary Guarantor Supplement pursuant to Section 14.1 thereof, collectively, the “Subsidiary Guarantors”) in favor of each holder from time to time of any of the Notes (as the same may be amended, restated, supplemented or otherwise modified from time to time, the “Subsidiary Guaranty Agreement”). The Borrower may acquire from time to time additional Receivables III. Each Additional Subsidiary Guarantor has received and Related Assets will receive substantial direct and indirect benefits from the Originator pursuant to Company’s compliance with the Sale terms and conditions of the Note Agreement and the Notes issued thereunder. IV. Capitalized terms used and not otherwise defined herein have the definitions set forth in the Note Agreement. The Borrower may from time to time request that the Lenders make Loans to the BorrowerNow therefore, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In in consideration of the mutual agreements, provisions funds advanced to the Company by the Purchasers under the Note Agreement and covenants contained herein, to enable the sufficiency of which is hereby acknowledged, Company to comply with the parties hereto agree that as terms of the Closing DateNote Agreement, subject each Additional Subsidiary Guarantor hereby covenants, represents and warrants to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated holders as follows:: 0000-0000-0000.1

PRELIMINARY STATEMENTS. The BorrowerBorrowers, ADT the Existing Banks and Mizuho the Agents are parties to the Amended and Restated Credit Agreement (Three-Year Facility) dated as sole Purchaserof September 10, Purchaser Agent2015 (as amended, restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement”). CFSC, CFKK, the Japan Local Currency Banks, the Administrative Agent, Arranger, Collateral Agent and Structuring the Japan Local Currency Agent are parties to the Receivables Purchase Agreement Japan Local Currency Addendum dated as of March 5 2020September 10, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2015 (as so amended, restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Purchase Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale AgreementJapan Local Currency Addendum”). The Borrower may acquire from time Borrowers have requested that the Existing Credit Agreement and the Existing Japan Local Currency Addendum be amended as hereinafter set forth. The Existing Credit Agreement, as amended by this Amendment, is referred to time additional Receivables herein as the “Amended Credit Agreement”. The Existing Japan Local Currency Addendum, as amended by this Amendment, is referred to herein as the “Amended Japan Local Currency Addendum”. The Departing Banks (as defined below), if any, wish to terminate their respective Commitments and Related Assets from Revolving Credit Commitments under the Originator pursuant Existing Credit Agreement and cease to be “Banks” party to the Sale AgreementExisting Credit Agreement on the date hereof. The Borrower may from time New Banks, if any, wish to time request that the Lenders make Loans become parties to the Borrower, Amended Credit Agreement as “Banks” on the termsdate hereof. Accordingly, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In in consideration of the mutual agreementspremises set forth above, provisions the terms and covenants conditions contained herein, and other good and valuable consideration, the receipt and sufficiency of which is are hereby acknowledged, the parties hereto hereby agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:.

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties to the Receivables Purchase Agreement dated as of March 5 2020, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 (as so amendedHoldings, the lenders party thereto from time to time (the “Existing Purchase AgreementLenders”), pursuant to which the Borrower has sold Administrative Agent and the other parties thereto have entered into that certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement First Lien Credit Agreement, dated as of April 171, 2020 2014 (the “Existing Sale Agreement”) between the Borrower as amended by that certain Incremental First Lien Term Commitments Amendment dated as of September 27, 2016 and the Originator. The parties hereto wish to amend as further amended, restated, amended and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon)restated, and to provide for Loans that may be made supplemented or otherwise modified from time to time prior to the Borrower at date hereof, the Borrower’s request and at “Credit Agreement;” the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the BorrowerCredit Agreement, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with amended by this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated Amendment and as it may be further amended, restated, amended from time to timeand restated, the “Sale Agreement”). The Borrower may acquire supplemented or otherwise modified from time to time additional Receivables after the date hereof, is herein referred to as the “Amended Credit Agreement”; capitalized terms used (including in the preamble and Related Assets from preliminary statements hereto) but not defined herein shall have the Originator pursuant meanings assigned to such terms in the Sale Credit Agreement). The Pursuant to and in accordance with Section 2.12 of the Credit Agreement, the Borrower may request from time to time Incremental First Lien Term Commitments. The Borrower has notified the Administrative Agent of its request for an Incremental First Lien Term Commitment in an aggregate principal amount equal to $577,615,812.50 on the terms set forth in this Amendment. The Administrative Agent and the Borrower have determined that the Lenders make Loans Incremental First Lien Term Commitments Effective Date with respect to such Incremental First Lien Term Commitment shall be the BorrowerSecond Amendment Effective Date (as defined below). Pursuant to Section 2.12(d) of the Credit Agreement, on an Incremental First Lien Term Commitments Amendment may, without the termsconsent of any other Lenders, and subject effect such amendments to any Loan Documents as may be necessary or appropriate, in the conditions set forth hereinopinion of the Administrative Agent, secured by, among other things, to effect the Pool Receivables and provisions of Section 2.12 of the Related AssetsCredit Agreement. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The BorrowerCertain of the Grantors, ADT certain of the other subsidiaries of the Company and Mizuho as sole Purchaser, Purchaser Agent, the Administrative Agent, Arranger, Collateral Agent entered into that certain Second Amended and Structuring Agent are parties to the Receivables Purchase Restated Credit Agreement dated as of March 5 2020June 9, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2011 (as so amended, the “Existing Purchase Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) supplemented or otherwise modified prior to the Collateral Agent on behalf date hereof, the "Existing Credit Agreement"). To secure the obligations of the Lenders. The Borrower acquired Company under the Existing Receivable Pool from ADT as Credit Agreement, certain of the Originator pursuant to Grantors and certain of the Receivables Sale other subsidiaries of the Company executed that certain Second Amended and Contribution Restated Security Agreement dated as of April 17June 9, 2020 2011 with the Administrative Agent (as amended, supplemented or otherwise modified prior to the “date hereof, the "Prior Security Agreement"). Since the execution of the Prior Security Agreement, Farmland Foods, Inc. has merged with and into The Smithfield Packing Company, Incorporated and The Smithfield Packing Company, Incorporated is the successor in interest by merger to such party. As a result, Farmland Foods, Inc. is no longer party to the Existing Sale Credit Agreement or the Prior Security Agreement”. Prior to the date hereof, The Smithfield Packing Company, Incorporated has changed its name to Smithfield Farmland Corp. and Premium Standard Farms, LLC has changed its name to Xxxxxx-Xxxxx of Missouri LLC. Prior to the date hereof, Smithfield Farmland Sales Corp. has been joined as a subsidiary guarantor under the Existing Credit Agreement and a "grantor" under the Prior Security Agreement. Contemporaneously with the execution hereof, the Grantors are entering into that certain Third Amended and Restated Credit Agreement dated as of the date hereof (as amended, restated or otherwise modified from time to time, the "Credit Agreement") between with the Borrower Administrative Agent and the Originatorlenders party thereto which, among other things, amends and restates the Existing Credit Agreement in full. The As required by the terms of the Credit Agreement, the parties hereto wish to amend and restate the Existing Purchase Prior Security Agreement in its entirety in as herein set forth (but not extinguish the form of this Agreement to provide for security interests created thereby which are continued under the sale by terms hereof). ACCORDINGLY, the Collateral Agent back to Grantors and the Borrower Administrative Agent, on behalf of the Existing Receivable Pool (including all Collections thereon)Secured Parties, and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The (1) Each Original Borrower, ADT CSC, the lenders from time to time party thereto (the “Lenders”) and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral the Agent and Structuring Agent are parties to the Receivables Purchase have entered into a Syndicated Facility Agreement dated as of March 5 2020July 25, 2016 (as amended by Amendment of Syndicated Facility Agreement dated as of January 10, 2017 and as further amended, supplemented or otherwise modified through the date hereof, the “Syndicated Facility Agreement”). Capitalized terms not otherwise defined in this Amendment have the same meanings as specified in the Syndicated Facility Agreement. (2) CSC is party to that certain Agreement and Plan of Merger dated as of May 24, 2016 among Hewlett Packard Enterprise Company (“HPE”), Xxxxxxx SpinCo, Inc., a Delaware corporation (“Xxxxxxx”), CSC and Xxxxxxx Merger Sub Inc. (“Old Merger Sub”), as amended by the First Amendment to the Agreement and Plan of Merger dated as of April 17November 2, 20202016 among HPE, September 17Xxxxxxx, 2020New Xxxxxxx Merger Sub Inc., January 29a Nevada corporation and a wholly-owned direct subsidiary of Xxxxxxx (“New Merger Sub”), 2021 CSC and March 5Old Merger Sub and as further amended by the Second Amendment to Agreement and Plan of Merger dated as of December 6, 2021 2016 among HPE, Xxxxxxx, New Merger Sub, CSC and Old Merger Sub (as so amended, the “Existing Purchase Merger Agreement”), pursuant to which New Merger Sub intends to merge with and into CSC, with CSC continuing as the Borrower has sold certain Receivables and Related Assets surviving corporation (the “Existing Receivable PoolMerger”). (3) Each Original Borrower and CSC desire to replace the Collateral Agent on behalf guarantee by CSC under the Syndicated Facility Agreement with a guarantee by Xxxxxxx upon the consummation of the LendersMerger. The Borrower acquired (4) Pursuant to Clause 37 of the Existing Receivable Pool from ADT as Syndicated Facility Agreement, the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower Obligors and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety Majority Lenders or, in the form case of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including certain provisions, all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Poolmay grant written waivers or consents under, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing enter into written agreements amending or hereafter acquired. Concurrently with this Agreementchanging any provision of, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Syndicated Facility Agreement. (5) The Borrower may from time parties hereto desire to time request that provide the Lenders make Loans to the Borrowerwaivers, consents and amendments set forth below on the terms, and subject to the conditions terms as hereinafter set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:forth.

PRELIMINARY STATEMENTS. The Holdings, the Borrower, ADT the Lenders party thereto, Royal Bank, as Administrative Agent and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties to the Receivables Purchase other agents party thereto, entered into that certain $175,000,000 Credit Agreement dated as of March 5 2020January 13, 2012 (as amended by Amendment No. 1 to the ABL Credit Agreement, dated as of April 174, 20202012, September 17and as may be further amended, 2020restated, January 29amended and restated, 2021 and March 5supplemented, 2021 (as so amendedor otherwise modified from time to time prior to the date of this Amendment, the “Existing Purchase Credit Agreement”), pursuant to which the Borrower has sold certain Receivables ; as amended by this Amendment and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that otherwise may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lendersamended, which Loans shall be secured by the Existing Receivable Poolrestated, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended restated, supplemented or otherwise modified from time to time, the “Sale Credit Agreement”; and the Lenders party to the Existing Credit Agreement immediately prior to the effectiveness of this Amendment being the “Existing Lenders”). The In connection with this Amendment, the Borrower is amending the Term Facility Credit Agreement to provide for the incurrence of new term loans thereunder, the proceeds of which are intended to finance certain share repurchases of Holdings and/or its direct or indirect parents (which, for the avoidance of doubt, may acquire from time take the form of Restricted Payments to time additional Receivables a direct or indirect parent of the Borrower in order to (x) make such share repurchases, (y) to refinance indebtedness, in whole or in part, of such direct or indirect parent incurred to finance such share repurchases, or (z) effect a combination of the actions described in foregoing sub-clauses (x) and Related Assets from (y) (the Originator pursuant “Share Repurchase”) in an aggregate amount not to the Sale Agreementexceed $130.0 million. The Borrower may from time to time request that the Lenders make Loans to Holdings, the Borrower, the Administrative Agent and the Requisite Lenders have agreed to amend the Existing Credit Agreement on the terms, terms and subject to the conditions hereinafter set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:forth.

PRELIMINARY STATEMENTS. The Borrower1. Flagstar, ADT Funding, the Lenders and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral the Co-Agents and Managing Agent referred to therein have entered into an Amended and Structuring Agent are parties to the Receivables Purchase Restated Credit Agreement dated as of March 5 2020October 26, 1992 (as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 (as so amendedto date, the “Existing Purchase "CREDIT AGREEMENT"; the terms defined therein being used herein as therein defined unless otherwise defined herein). 2. In accordance with Section 5.02(e)(viii) of the Credit Agreement”), Canteen Holdings, Inc. proposes to sell its direct and indirect Subsidiaries listed on Schedule A hereto (the "IM PARKS SUBSIDIARIES") pursuant to a Stock Purchase Agreement dated July 14, 1995, the principal terms of which are described on the Borrower has sold certain Receivables and Related Assets attached Schedule B (the “Existing Receivable Pool”"IM PARKS TRANSACTION"). 3. Denny's Holdings, Inc. proposes to sell its direct and indirect Subsidiaries listed on Schedule C hereto (the "PROFICIENT FOOD SUBSIDIARIES") pursuant to a Stock Purchase Agreement dated July 7, 1995, the principal terms of which are described on the attached Schedule D (the "PROFICIENT FOOD TRANSACTION" and collectively with the IM Parks Transaction, the "TRANSACTIONS"). In anticipation of the Proficient Food Transaction, the Borrowers have requested the amendment of Section 5.02(e) of the Credit Agreement. 4. The Borrowers have requested that the Lenders agree (a) to clarify the Collateral Agent on behalf application of proceeds of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant Transactions to the Receivables Sale Obligations under the Loan Documents and Contribution Agreement dated as of April 17(b) waive, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion election of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets required reduction of the Borrower, whether now existing or hereafter acquiredWorking Capital Facility. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”)5. The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request Borrowers have requested that the Lenders make Loans agree (a) to permit the Borrowers, following the reduction of the Working Capital Facility pursuant to Section 2.04(b) of the Credit Agreement to the Borrowerextent such reduction has not been waived hereunder by the Lenders, to apply the proceeds of the Proficient Food Transaction and the IM Parks Transaction to either prepay Funded Debt or to make additional Cash Capital Expenditures and (b) to adjust the financial covenants to allow the Borrowers to apply the proceeds of the Proficient Food Transaction and the IM Parks Transaction to make additional Capital Expenditures. 6. The Lenders have expressed their willingness to grant the Borrowers' request as set forth above on the terms, terms and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:below.

PRELIMINARY STATEMENTS. The BorrowerBorrowers, ADT Parent, certain of the Lenders party thereto, Rabobank as the administrative agent for the Term Loan A Lenders (as defined in the Existing Credit Agreement) and Mizuho as sole Purchaser, Purchaser Agent, Revolver Administrative Agent, Arranger, Collateral Agent and Structuring Agent Jefferies as the administrative agent for the Term Loan B Lenders and collateral agent are parties to the Receivables Purchase that certain Credit Agreement dated as of March 5 2020(together with all exhibits and schedules attached thereto, as amended, restated, amended as of April 17and restated, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 (as so amendedsupplemented or otherwise modified prior to the date hereof, the “Existing Purchase Credit Agreement”) dated as of August 16, 2018 (“Closing Date”). The Borrowers have requested that (i) the, pursuant to which Parent, the Borrower has sold certain Receivables Subsidiary Guarantors parties thereto, the Lenders party thereto, Rabobank as the Revolver Administrative Agent and Related Assets (Jefferies as the “Existing Receivable Pool”) to Term Loan B Agent and the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement have entered into that certain Eighth Amendment, dated as of April 17the date hereof, 2020 under which (i) the “2024 Refinancing Term Loan AB Lenders have agreed to refinance and replace in full the Existing Sale Term B Loans and extend credit to the Term Loan Borrower in the form of 2024 Refinancing Term AB Loans on the ClosingEighth Amendment Effective Date in an initial aggregate principal amount of up to $250.0400.0 million pursuant to this Agreement”, and (ii) between the Borrower Term Loan B2024 Refinancing Revolving Credit Lenders have agreed to refinance and replace in full the Existing Revolving Credit Commitments and extend credit to the Term Loan BorrowerRevolver Borrowers in the form of Term B Loans on the Closing Date in an initial2024 Refinancing Revolving Credit Commitments in an aggregate principal amount of up to $750.0400.0 million pursuant to this Agreement and (iii) the Revolving Credit Lenders extend credit to the Revolver Borrowers in accordance with the Revolving Credit Commitments in an initial aggregate principal amount of up to $250.0 million pursuant to this Agreement (with the aggregate principal amount of Revolving Credit Loans permitted to be borrowed on the ClosingEighth Amendment Effective Date). On the Eighth Amendment Effective Date, HII and the OriginatorTerm Loan Borrower will issue Senior Secured Notes under the Senior Secured Notes Indenture in an aggregate principal amount of $800.0 million. The Borrowers will use the proceeds of the Senior Secured Notes, together with the proceeds of 2024 Refinancing Term B Loans and the cash on hand, to repay in full all Existing Term A Loans. The parties hereto wish to the Eighth Amendment have agreed to amend and restate the Existing Purchase Credit Agreement as provided in its entirety in the form of this Agreement. The Existing Credit Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon)is shall be, and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lendershereby is, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so follows: On the Closing Date, Parent will enter into the Senior Notes Indenture pursuant to which Parent will issue Senior Notes in an aggregate principal amount of $400.0 million and the proceeds of the Loans, together with the Senior Notes and the cash on hand, will be used in part to repay in full all amounts due or outstanding under the Credit Agreement dated as of February 15, 2017, as amended and restated and as it may be further amended from time to timeon March 8, 2018, among Parent, the Term Loan Borrower, HII, HIL, HLF Financing US, LLC, a Delaware limited liability company as the other term loan borrower thereunder, the guarantors party thereto, the lenders party thereto, Credit Suisse AG, Cayman Islands Branch, as administrative agent for the Term Loan Lenders and Coöperatieve Rabobank U.A., New York Branch, as administrative agent for the Revolving Credit Lenders (the “Sale Existing Credit Agreement”) and such repayment, together with the termination of all commitments thereunder and the release of all liens granted in connection therewith (the “Refinancing”), and to pay Transaction Costs. The Borrower may acquire from time Lenders have indicated their willingness to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, extend credit on the terms, terms and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties to the Receivables Purchase Agreement dated as of March 5 2020, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 (as so amendedHoldings, the “Existing Purchase Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended Lenders party thereto from time to time, the “Sale Administrative Agent and the other parties thereto have entered into that certain First Lien Credit Agreement”). The Borrower may acquire , dated as of April 1, 2014 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time additional Receivables and Related Assets from the Originator pursuant prior to the Sale date hereof, the “Credit Agreement. The Borrower ;” the Credit Agreement, as amended by this Amendment and as may be further amended, restated, amended and restated, supplemented or otherwise modified from time to time after the date hereof, is herein referred to as the “Amended Credit Agreement”; capitalized terms used (including in the preamble and preliminary statements hereto) but not defined herein shall have the meanings assigned to such terms in the Credit Agreement). Pursuant to and in accordance with Section 2.12 of the Credit Agreement, the Borrower may request from time to time Incremental First Lien Term Commitments. The Borrower has notified the Administrative Agent of its request for an Incremental First Lien Term Commitment in an aggregate principal amount equal to $481,225,000 on the terms set forth in this Amendment. The Administrative Agent and the Borrower have determined that the Lenders make Loans Incremental First Lien Term Commitments Effective Date with respect to such Incremental First Lien Term Commitment shall be the BorrowerNew Incremental First Lien Term Commitments Effective Date (as defined below). Pursuant to Section 2.12(d) of the Credit Agreement, on an Incremental First Lien Term Commitments Amendment may, without the termsconsent of any other Lenders, and subject effect such amendments to any Loan Documents as may be necessary or appropriate, in the conditions set forth hereinopinion of the Administrative Agent, secured by, among other things, to effect the Pool Receivables and provisions of Section 2.12 of the Related AssetsCredit Agreement. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The Borrower, ADT Barclays Bank PLC, as administrative agent and Mizuho as sole Purchaser, Purchaser Agent, collateral agent (the “Existing Administrative Agent”), Arranger, Collateral Agent and Structuring Agent each Lender from time to time party thereto are parties to the Receivables Purchase Term Loan Credit Agreement dated as of March 5 2020September 30, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2016 (as so amended, restated, amended and restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Purchase Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Credit Agreement”). The Existing Credit Agreement provided the Borrower may acquire from time with Initial Canadian Term Loans on the Closing Date in an initial aggregate principal amount of C$130,000,000 and Initial U.S. Term Loans on the Closing Date in an initial aggregate principal amount of $370,000,000. andThe Borrower has requested the 2018 Incremental Term Lenders to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrowerprovide, on the terms, terms and subject to the conditions set forth herein, secured by, among other thingson the First Amendment Effective Date, the Pool Receivables Borrower was provided an incremental term loan facility in an aggregate principal amount not exceeding $905,000,000, comprising (a) term loans available, which were incurred on the First Amendment Effective Date in an aggregate principal amount of $805,000,000 to beand were used to repay in full the Initial Term Loans outstanding as of the First Amendment Effective Date (together with any accrued and unpaid interest thereon),and to finance a portion of the cash consideration paid to shareholders of the Borrower in connection with the First Amendment Transactions and to pay the fees and expenses incurred in connection with the First Amendment Transactions and the Related Assetsother transactions contemplated thereby herein (including fees and expenses in connection with the First Amendment) and (b) delayed draw term loans in an aggregate principal amount of up to $100,000,000 which will be used on and/or from time to time after the First Amendment Effective Date to provide financing for, or to refinance indebtedness incurred or to replace cash used, which were incurred on October 15, 2018 in connection with, Pre-Approved Acquisitions. As of the First Amendment Effective Date, all Initial Term Loans (and any accrued and unpaid interest thereon) under the Existing Credit Agreement shall bewas repaid in full. The Borrower has requested the Additional 2018 Incremental Term Lenders to provide, on the terms and subject to the conditions set forth in the Second Amendment and herein, New Term Loans on the Second Amendment Effective Date (as defined below) in an aggregate principal amount of $1,710,000,000 to be used to finance a portion of the consideration paid in connection with the Borrower’s acquisition (the “Acquisition”), indirectly through Xxxxx Merger Sub Inc., a newly-formed Delaware corporation and an indirect, wholly-owned subsidiary of the Borrower (the “Buyer”), of Wrangler Super Holdco Corp., a corporation organized under the laws of Delaware (the “Target”), from the equity holders thereof, pursuant to the Agreement and Plan of Merger, dated as of October 9, 2018 (together with all exhibits, schedules and other disclosure letters thereto, collectively, and as amended prior to the date hereof, the “Merger Agreement”) by and among the Buyer, GFL Environmental Holdings (US), Inc., a Delaware corporation and the indirect parent of the Borrower, the Target, solely for purposes of Article X thereof, the Borrower and the securityholder representative identified therein. Pursuant to the Merger Agreement, the Buyer will merge with and into the Target, with the Target remaining as the surviving corporation of the merger and becoming a wholly-owned, indirect subsidiary of the Borrower. The Existing Administrative Agent, the Administrative Agent, the Collateral Agent and each of the Lenders party to the First Amendment have agreed to (a) amend the Existing Credit Agreement to provide for the 2018 Incremental Term Loans extended by the 2018 Incremental Term Lenders and (b) make certain other amendments to the Existing Credit Agreement. The Lenders have indicated their willingness to lend on the terms and subject to the conditions set forth herein. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Credit Agreement is hereby amended and restated in its entirety as follows:

PRELIMINARY STATEMENTS. The BorrowerCompany and Sunbelt Refining Company, ADT L.P., a Delaware limited partnership ("Sunbelt"), have heretofore executed and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties delivered to the Receivables Purchase Agreement Trustee a certain Amended and Restated Collateralized Trust Indenture dated as of March 5 2020December 12, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 (as so amended, the “Existing Purchase Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets 1996 (the “Existing Receivable Pool”"Original Indenture") to providing for the Collateral Agent on behalf issue of the LendersCompany's $14,400,000 principal amount of 12% Senior Secured Notes (Other) due 2005 (the "Senior Notes (Other)") and $9,100,000 principal amount of the Company's 12% Senior Secured Notes (Sunbelt IDB) due 2005 (the "Senior Notes (Sunbelt IDB)"). The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement Indenture has heretofore been amended by a First Supplemental Indenture dated as of April 17October 31, 2020 1997, by and among the parties hereto (the “Existing Sale Agreement”) between Original Indenture as so amended is referred to herein as the Borrower "Indenture"). All terms in this Second Supplemental Indenture that are defined in the Indenture shall have the same meanings assigned to them in the Indenture. Section 802 of the Indenture provides that a supplemental indenture may be entered into by the Company and the OriginatorTrustee with the consent of Requisite Holders to change or modify any provision of the Indenture, except in certain circumstances set forth in Section 802 in which the consent of the Holder of each Outstanding Security affected thereby is required. The parties hereto wish Company and the Holders have agreed to amend and restate the Existing Purchase Agreement Indenture in its entirety in the form of this Agreement order to (i) provide for the sale by issuance of New Senior Notes (Sunbelt IDB) under the Collateral Agent back Indenture in the aggregate principal amount of $9,100,000, (ii) provide that the interest rate (prior to default) payable on the portion of the New Senior Notes (Sunbelt IDB) that is not payable on demand shall be 0% per annum, (iii) provide that the maturity date of the New Senior Notes (Sunbelt IDB) shall be December 31, 2005, (iv) provide that, upon the occurrence of any unreimbursed draw under the IDB Letter of Credit, a portion of the New Senior Notes (Sunbelt IDB) in the amount of such unreimbursed draw shall automatically become payable on demand, (v) provide that the interest rate (prior to default) payable on the portion of the New Senior Notes (Sunbelt IDB) that has become payable on demand shall be the higher of 12% per annum and the prime rate plus 4% per annum, (vi) modify the provisions regarding the application of CDSA to the Borrower redemption of the Senior Notes, (vii) provide for the exchange of all Existing Receivable Pool Senior Notes (including all Collections thereonSunbelt IDB) for New l Senior Notes (Sunbelt IDB), and (viii) modify certain other covenants, terms and provisions of the Indenture as set forth herein. The Company has duly authorized the creation of an issue of its New Senior Notes (Sunbelt IDB) of substantially the tenor and amount hereinafter set forth, and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreementtherefor, the Existing Sale Agreement is being amended Company has duly authorized the execution and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration delivery of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:this Second Supplemental

PRELIMINARY STATEMENTS. The BorrowerPrior to the date of this Agreement, ADT the Borrowers and Mizuho the Guarantors on the one hand and Bank of America, N.A. as sole Purchaser, Purchaser Agent, the Administrative Agent, Arrangerand the lenders party thereto entered into that certain Amended and Restated Credit Agreement, Collateral Agent dated as of December 27, 2012 (as amended pursuant to that certain Consent and Structuring Agent are parties First Amendment to the Receivables Purchase Amended and Restated Credit Agreement dated as of March 5 2020January 14, 2013, that certain Joinder and Amendment Agreement dated as amended of February 1, 2013, that certain Second Amendment to Amended and Restated Credit Agreement dated as of April 1730, 20202013, that certain Third Amendment to Amended and Restated Credit Agreement dated as of September 1713, 20202013, and that certain Fourth Amendment to Amended and Restated Credit Agreement dated as of February 10, 2014, that certain Fifth Amendment to Amended and Restated Credit Agreement dated as of January 2922, 2021 2016, and March 5, 2021 as further amended from time to time and in effect immediately prior to the Second Restatement Date (as so amendeddefined below), the “Existing Purchase Credit Agreement”), pursuant to which the Borrower has sold lenders party thereto provided the Borrowers and Guarantors with certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lendersfinancial accommodations. The Borrower acquired Borrowers have requested that the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower Administrative Agent and the Originator. The parties hereto wish to Lenders amend and restate the Existing Purchase Credit Agreement in its entirety in to, among other things, increase the form of this Agreement Revolving Credit Commitment to provide for $225,000,000, increase the sale by Term Commitment to $75,000,000, to increase the Collateral Agent back to the Borrower potential aggregate incremental increase of the Existing Receivable Pool (including all Collections thereon)Revolving Credit Facility and the Term Facility under Sections 2.15 and 2.16 to $125,000,000, extend the Maturity Date, and effect the other changes set forth in this Credit Agreement, and the Administrative Agent and the Lenders have indicated their willingness to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by so amend the Existing Receivable PoolCredit Agreement and to lend and the L/C Issuer has indicated its willingness to issue letters of credit, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrowereach case, on the terms, terms and subject to the conditions set forth herein, secured by, among other things. In accordance with Section 11.01 of the Existing Credit Agreement, the Pool Receivables Borrowers, the Guarantors, the Lenders and the Related AssetsAdministrative Agent desire to amend and restate the Existing Credit Agreement as provided herein. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho Borrowers have requested that the Lenders under this Agreement as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties of the Closing Date (such agreement as in effect immediately prior to the Receivables Purchase Agreement dated as of March 5 2020, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 (as so amended2018 Refinancing Amendment Effective Date, the “Existing Purchase Credit Agreement”) extend credit to the Borrowers in the form of (i) Term B Loans (as this and other capitalized terms used in these preliminary statements are defined in Section 1.01 below) on the Closing Date in an aggregate principal amount of $700,000,000 and (ii) Revolving Credit Commitments in an aggregate principal amount of $375,000,000. The Revolving Credit Commitments permit the making of Revolving Credit Loans, Swing Line Loans and the issuance of Letters of Credit from time to time. The proceeds of the Term B Loans, together with the proceeds of the Senior Notes, will bewere used by the Borrowers on the Closing Date to (i) repay in full all indebtedness outstanding under the Credit Agreement (other than any cashless settlement pursuant to Section 1.14, which shall be effected in accordance with the terms thereof), pursuant to which dated as of May 5, 2015, among the Borrower has sold certain Receivables and Related Assets Lead Borrower, Deutsche Bank AG New York Branch, as administrative agent (the “Existing Receivable PoolAgent”), and each lender from time to time party thereto (as amended, supplemented and/or modified from time to time in accordance with the terms thereof prior to the date hereof, and including all annexes and schedules thereto, the “Existing2015 Credit Agreement”) and terminate and release all commitments, security interests and guarantees in connection therewith, it being understood that any Secured Hedge Agreements, Treasury Services Agreements, letters of credit, bank guarantees and similar accommodations outstanding under the Existing2015 Credit Agreement may remainremained outstanding to the Collateral Agent extent continued under this Existing Credit Agreement Agreement as Existing Secured Hedge Agreements, Existing Treasury Services Agreements, or Existing Letters of Credit (as the case may be) or, in the case of such letters of credit, bank guarantees and similar accomodationsaccommodations that are not continued under this agreement as Existing Letters of Credit, otherwise cash collateralized or backstopped by one or more Letters of Credit issued on behalf the Closing Date, (ii) either (x) redeem or repay in full all of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale outstanding 6.750% Dollar Notes due 2022 and Contribution Agreement 6.375% Euro Notes due 2022, in each case, issued under that certain indenture, dated as of April 17May 5, 2020 2015 (the “Existing Sale AgreementSenior Notes Indenture”) between ), among the Lead Borrower, the Co-Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in Bank of New York Mellon, acting through its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon)London Branch, and to provide for Loans that may be made as trustee, as amended and/or supplemented from time to time in accordance with the terms thereof prior to the Borrower at date hereof (the Borrower’s request and at “Existing Senior Notes”) or (y) provide notice for the discretion redemption or repayment of all of the Lenders, which Loans shall be secured by Existing Senior Notes and deposit proceeds sufficient to redeem or repay in full the Existing Receivable Pool, together Senior Notes (including any accrued and unpaid interest thereon and premium related thereto) with all Receivables such trustee to satisfy and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, discharge the Existing Sale Agreement is being amended Senior Notes Indenture, and, in each case terminate and restated release all commitments, security interests and guarantees in its entirety respect thereof (as so amended the actions under clauses (i) and restated and as it may be further amended from time to time(ii) above, the “Sale AgreementRefinancing”)) and (iii) pay the Transaction Expenses in connection with the foregoing. The Borrower may acquire from time applicableRevolving Credit Lenders are willing to time additional Receivables lend and Related Assets from the Originator pursuant L/C Issuer is willing to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrowerissue Letters of Credit, in each case, on the terms, terms and subject to the conditions set forth herein, secured by, among other things. The Borrowers, the Pool Receivables Administrative Agent and the Related AssetsLenders party thereto have entered into that certain 2018 Refinancing Amendment (the “2018 Refinancing Amendment”), dated as of May 22, 2018, under which the 2018 Refinancing Term Loan Lenders are extending credit to the Borrowers in the form of 2018 Refinancing Term Loans (which constitute Refinancing Term Loans under Section 2.17 of the Existing Credit Agreement) in an original aggregate principal amount equal to $696,500,000.00. Pursuant to the 2018 Refinancing Amendment, the Administrative Agent, Holdings, Intermediate Holdings, the Borrowers and the 2018 Refinancing Term Loan Lenders have agreed to amend the Existing Credit Agreement as provided in this Agreement. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The BorrowerPrior to the date of this Agreement, ADT the Borrowers and Mizuho the Guarantors, on the one hand, and Bank of America, N.A., as sole Purchaser, Purchaser Agent, the Administrative Agent, Arrangerand the lenders party thereto, Collateral Agent on the other hand, entered into that certain Second Amended and Structuring Agent are parties Restated Credit Agreement, dated as of May 19, 2016 (as amended pursuant to the Receivables Purchase that certain First Amendment to Second Amended and Restated Credit Agreement dated as of March 5 2020December 22, as amended 2016, that certain Joinder, Assumption and Amendment Agreement dated as of April 17May 30, 20202017, September 17that certain Third Amendment to Second Amended and Restated Credit Agreement dated as of August 1, 20202017, January 29that certain Fourth Amendment to Second Amended and Restated Credit Agreement dated as of February 26, 2021 2018 and March 5that certain Fifth Amendment to Second Amended and Restated Credit Agreement dated as of November 1, 2021 2019, and as further amended from time to time and in effect immediately prior to the Third Restatement Date (as so amendeddefined below), the “Existing Purchase Credit Agreement”), pursuant to which the Borrower has sold lenders party thereto provided the Borrowers and Guarantors with certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lendersfinancial accommodations. The Borrower acquired Borrowers have requested that the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower Administrative Agent and the Originator. The parties hereto wish to Lenders amend and restate the Existing Purchase Credit Agreement in its entirety in to, among other things, increase the form of this Agreement Revolving Credit Commitment to provide for $350,000,000, increase the sale by the Collateral Agent back Term Commitment to the Borrower Dollar Equivalent of $100,000,000, denominated in Euros, to increase the potential aggregate incremental increase of the Existing Receivable Pool (including all Collections thereon)Revolving Credit Facility and the Term Facility under Sections 2.15 and 2.16 to $200,000,000, extend the Maturity Date, and effect the other changes set forth in this Credit Agreement, and the Administrative Agent and the Lenders have indicated their willingness to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by so amend the Existing Receivable PoolCredit Agreement and to lend and the L/C Issuer has indicated its willingness to issue letters of credit, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrowereach case, on the terms, terms and subject to the conditions set forth herein, secured by, among other things. In accordance with Section 11.01 of the Existing Credit Agreement, the Pool Receivables Borrowers, the Guarantors, the Lenders and the Related AssetsAdministrative Agent desire to amend and restate the Existing Credit Agreement as provided herein. On the First Amendment Effective Date, certain Lenders made new or additional Revolving Credit Commitments in an amount equal to $145,000,000; and on the Fourth Amendment Effective Date, certain Lenders are making new or additional Revolving Credit Commitments in an amount equal to $200,000,000. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The BorrowerThePrior to the Amendment No. 14 Effective Date (as defined below), ADT and Mizuho as sole Purchaserthe Company, Purchaser Agenteach Guarantor, the Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties the Lenders party thereto have entered into that certain 2021 Refinancing Amendmentamendments to Creditthis Agreement (the Receivables Purchase Agreement “2021 Refinancing Amendment”), dated as of March 5 2020, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5February 8, 2021 (as so amended, the “Existing Purchase Agreement2021 Refinancingsuch that, immediately prior to the Amendment No. 14 Effective Date”), pursuant to which the Borrower Company has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request requested that the Lenders make Loans refinanceat such time provided to the BorrowerCompany’s existing term A loan facility and revolving credit facility as provided therein and herein, and the Lenders have indicated their willingness to lend and the L/C Issuers have indicated their willingness to issue letters of credit, in each case on the terms, terms and subject to the conditions set forth herein a revolving credit facility, a term A loan facility and a term B loan facility. The Company, each Guarantor, the Administrative Agent and the Lenders party thereto have also entered into that certain Amendment No. 1014 to CreditSyndicated Facility Agreement (Incremental Term B Facility) (“Amendment No. 1014”), dated as of April 1319, 20212024 (the “Amendment No. 1014 Effective Date”), pursuant to which the Company has requested that the Revolving Credit Lenders provide the Revolving Credit Facility provided herein, secured by, among other things, the Pool Receivables Term A US Lenders provide the Term A US Facility provided herein and the Related AssetsTerm B Lenders provide the Term B Facility as provided therein and herein, and the Term Bsuch applicable Lenders have indicated their willingness to provide the Term B FacilityFacilities set forth herein on the Amendment No. 1014 Effective Date on the terms and subject to the conditions set forth herein and in Amendment No. 14. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The Borrower, ADT the Guarantors, Bank of America, as administrative agent and Mizuho as sole Purchasercollateral agent and the other lenders, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent swing line lenders and Structuring Agent are parties to the Receivables Purchase Agreement letter of credit issuers party thereto entered into a credit agreement dated as of March 5 2020January 30, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2012 (as so amended, restated, amended and restated, supplemented or otherwise modified prior to the date hereof, the “Existing Credit Agreement”). The Borrower has requested that the applicable Lenders extend credit to the Borrower on the Restatement Effective Date in the form of term loans in an initial aggregate principal amount of $650,000,000. The proceeds of the term loan borrowings hereunder will be used (i) to repay in full the existing term loans and any accrued interest and fees of the Borrower under the Existing Credit Agreement and (ii) to finance the acquisition through one of the Borrower’s wholly owned subsidiaries (the “Acquisition”) of certain assets of Lafarge North America Inc. (the “Seller”) pursuant to the Asset Purchase Agreement, dated as of April 16, 2015 (the “Acquisition Agreement”), pursuant to which by and between Continental Cement Company, L.L.C., a Delaware limited liability company, and indirect wholly owned subsidiary of the Borrower has sold certain Receivables Borrower, and Related Assets (the “Existing Receivable Pool”) Seller, in each such case, simultaneously herewith. Subject to the Collateral Agent on behalf satisfaction of the Lenders. The Borrower acquired conditions set forth in Section 4.01 hereof, the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated parties hereto as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish Restatement Effective Date have agreed to amend and restate the Existing Purchase Credit Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon)Agreement, and the applicable Lenders have indicated their willingness to provide for Loans that may be made from time lend and the L/C Issuers have indicated their willingness to time to the Borrower at the Borrower’s request and at the discretion issue Letters of the LendersCredit, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrowereach case, on the terms, terms and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The Borrower, ADT the Lenders and Mizuho as sole Purchaser, Purchaser Agent, the Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties to the Receivables Purchase have entered into a Credit Agreement dated as of March 5 2020, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 1999 (as so amended, the “Existing Purchase Agreement”)restated, pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing supplemented or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended otherwise modified from time to time, the “Sale "Credit Agreement”"; the terms defined therein being used herein as therein defined unless otherwise defined herein). The Borrower may has informed the Administrative Agent and the Lenders that it intends to acquire from time all of the outstanding stock of Empire Seafood Holding Corp. and its affiliated purchasing corporation, Empire Imports, Inc. (the "Empire Acquisition"). In connection with the Empire Acquisition and in order to time additional Receivables and Related Assets from fund a portion of the Originator pursuant purchase price thereof, the Borrower proposes to issue unsecured promissory notes to the Sale Agreementsellers under the Empire Acquisition in an aggregate principal amount equal to $18,600,000 (the "Seller Notes"). Further, in connection with the Empire Acquisition, the Borrower will assume certain obligations of a wholly-owned subsidiary of Empire Seafood Holding Corp. in an aggregate amount not to exceed $5,100,000 and issue new unsecured promissory notes in connection therewith (the "Empire Notes"). The Borrower may from time has also requested the Administrative Agent and the Lender to time request that the Lenders make Loans consent to certain amendments to the Borrower's 1997 ELLF as more particularly described in the Third Amendment to certain Operative Agreements and Waiver dated of even date herewith (the "Third Amendment to 1997 ELLF") and to waive any default under the Credit Agreement arising in connection with certain defaults which have occurred under the 1997 ELLF as more particularly described in the Third Amendment to 1997 ELLF. The Administrative Agent and the Required Lenders are, on the termsterms and conditions stated below, willing to grant the request of the Borrower to amend the Credit Agreement and to waive certain defaults under the Credit Agreement, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables Borrower and the Related Assets. In consideration of Required Lenders have agreed to amend the mutual agreementsCredit Agreement, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that all as of the Closing Date, subject to the satisfaction of the conditions precedent hereinafter set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:forth.

PRELIMINARY STATEMENTS. A. The BorrowerBorrowers, ADT the General Partner and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent the Partnership are parties to that certain Second Amended and Restated Credit Agreement, dated April 29, 2011, by and among the Receivables Purchase Agreement dated as of March 5 2020various lending institutions party thereto (the “Existing Lenders”), the Administrative Agent and certain Credit Parties party thereto, as amended as of April 17by: (a) that certain First Amendment to Second Amended and Restated Credit Agreement, 2020dated August 4, September 172011; and (b) that certain Second Amendment to Second Amended and Restated Credit Agreement, 2020dated October 28, January 29, 2021 2011 and March 5, 2021 various joinders thereto (as so amended, the “Existing Purchase Credit Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety that certain Amended and Restated Credit Agreement, dated August 15, 2007, by and among the various lending institutions party thereto, the Administrative Agent and certain Credit Parties party thereto, as amended by: (a) that certain First Amendment to Amended and Restated Credit Agreement, dated November 2, 2007; (b) that certain Second Amendment to Amended and Restated Credit Agreement, dated April 30, 2009; (c) that certain Third Amendment to Amended and Restated Credit Agreement, dated July 6, 2009; (d) that certain Fourth Amendment to Amended and Restated Credit Agreement, dated November 24, 2009; (e) that certain Fifth Amendment to Amended and Restated Credit Agreement, dated January 15, 2010; (f) that certain Sixth Amendment to Amended and Restated Credit Agreement, dated May 4, 2010; (g) that certain Seventh Amendment to Amended and Restated Credit Agreement, dated September 22, 2010; and (h) that certain Eighth Amendment to Amended and Restated Credit Agreement, dated January 28, 2011 and various joinders thereto (as so amended, the “Prior Credit Agreement”) which amended and restated in its entirety that certain Credit Agreement, dated September 20, 2004, by and among the various lending institutions party thereto, the Administrative Agent and certain Credit Parties party thereto, as it may be further amended from time to timeby a First Amendment, dated November 12, 2004, a Second Amendment dated September 28, 2006, a Third Amendment dated May 7, 2007, a Fourth Amendment dated June 29, 2007, a Fifth Amendment dated July 31, 2007 and various joinders thereto (as amended, the “Sale Original Credit Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:.

PRELIMINARY STATEMENTS. The BorrowerBorrower is party to that certain Credit Agreement, ADT and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties to the Receivables Purchase Agreement dated as of March 5 2020April 18, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2018 (as so amended, supplemented or modified prior to the date hereof, the “Existing Purchase Credit Agreement”), among the Borrower, the Guarantors from time to time party thereto, the lenders from time to time party thereto and Bank of America, N.A., as administrative agent, swing line lender and L/C issuer pursuant to which the Borrower has sold lenders thereunder have extended or committed to extend certain Receivables and Related Assets (the “Existing Receivable Pool”) credit facilities to the Collateral Agent on behalf of the LendersBorrower. The Borrower acquired has requested that, immediately upon the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement satisfaction in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower full of the Existing Receivable Pool (including all Collections thereon), conditions precedent set forth in Section 4.01 and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion in Section 9 of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Restatement Agreement, the Existing Sale Agreement is being amended Lenders provide a term loan facility and restated in its entirety a revolving credit facility, the proceeds of which shall be used (i) for working capital, capital expenditures and other lawful corporate purposes, including (without limitation) investments, acquisitions, stock repurchases and dividends not prohibited by the Loan Documents (as so amended defined herein) and restated (ii) to consummate the Closing Date Refinancing, and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans have indicated their willingness to lend and the BorrowerL/C Issuer has indicated its willingness to issue letters of credit, in each case, on the terms, terms and subject to the conditions set forth herein. The proceeds from the Term Loans and any Revolving Credit Loans borrowed on the Closing Date will be used to (i) prepay in full all outstanding Existing Term Loans (including accrued and unpaid interest, secured byfees, among expenses and other thingsamounts related thereto, other than contingent obligations not then due and payable), (ii) prepay in full all outstanding Existing Revolving Credit Loans (including accrued and unpaid interest, premiums, fees, expenses and other amounts related thereto, other than contingent obligations not then due and payable and, for the avoidance of doubt, other than with respect to any Existing Letters of Credit, which shall be continued as Letters of Credit hereunder) (clauses (i) and (ii), including the termination of the Existing Revolving Credit Commitments, collectively, the Pool Receivables “Closing Date Refinancing”) and (iii) pay fees and expenses incurred in connection with the Closing Date Refinancing, the incurrence of the Term Loans, the establishment of the Revolving Credit Facility and the Related Assetsexecution and delivery of the Loan Documents entered into on the Closing Date. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The Initial Borrower, ADT and Mizuho as sole Purchaser, Purchaser Agent, the Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties to the Receivables Purchase Agreement lenders party thereto (collectively, the “Original Lenders”) previously entered into that certain Credit Agreement, dated as of March 5 2020October 25, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2019 (as so heretofore amended, supplemented, amended and restated, supplemented or otherwise modified immediately prior to the effectiveness of this Agreement, the “Existing Purchase Original Credit Agreement”), pursuant under which, among other things, the Original Lenders agreed to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) extend credit to the Collateral Agent on behalf Initial Borrowers in the form of the LendersInitial Revolving Credit Commitments in an aggregate principal amount equal to $125,000,000. The Borrower acquired Initial Revolving Credit Commitments were subsequently increased by an amount equal to $42,500,000. The Borrowers, the Existing Receivable Pool from ADT as Guarantors, the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower Administrative Agent and the Originator. The parties hereto wish 2021 Extended Revolving Credit Lenders have agreed to amend and restate the Existing Purchase Agreement in its entirety the Original Credit Agreement in the form hereof. The amendment and restatement of the Original Credit Agreement evidenced by this Agreement shall become effective on the 2021 Amendment Effective Date pursuant to Section 10.26. The 2021 Extended Revolving Credit Lenders have agreed to extend credit to the Initial Borrower in the form of this Agreement 2021 Extended Revolving Credit Commitments in an aggregate principal amount equal to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower$167,500,000, on the terms, terms and subject to the conditions set forth herein, secured by, among other things, . The Revolving Credit Commitments permit the Pool Receivables issuance of one or more Letters of Credit and Alternative Letters of Credit from time to time and the Related Assetsmaking of one or more Swing Line Loans from time to time. The applicable Lenders have indicated their willingness to lend and each of the L/C Issuer and the Alternative L/C Issuers has indicated its willingness to issue Letters of Credit or Alternative Letters of Credit, as applicable, in each case, on the terms and subject to the conditions set forth herein. The capitalized terms used in these preliminary statements are defined in Section 1.01 below. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The (1) Prime Security Services Holdings, LLC, a Delaware limited liability company (“Holdings”), the Borrower, The ADT Security Corporation, a Delaware corporation, the Lenders party thereto from time to time and Mizuho as sole Purchaser, Purchaser Agent, the Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties party to the Receivables Purchase Agreement that certain Eleventh Amended and Restated First Lien Credit Agreement, dated as of March 5 2020July 1, 2015, as amended and restated on May 2, 2016, June 23, 2016, December 28, 2016, February 13, 2017, June 29, 2017, March 16, 2018, December 3, 2018, March 15, 2019 (effective as of April 174, 20202019), September 1723, 20202019, January 2927, 2021 and March 5July 2, 2021 (as so may be further amended, restated, supplemented, waived or otherwise modified from time to time prior to the Effective Date (as defined below), the “Existing Purchase Credit Agreement”). (2) The Administrative Agent and the Borrower have determined that a public statement or publication of information by the regulatory supervisor for the administrator of the LIBO Rate (as defined in the Existing Credit Agreement) has announced that all available tenors of such benchmark (or such component thereof) will no longer be representative as of July 1, 2023. The Administrative Agent and the Borrower have therefore determined in accordance with Section 2.14(b)(i) of the Existing Credit Agreement that a Benchmark Transition Event shall occur on July 1, 2023 (such time, the “Amendment Effective Time”) and therefore the LIBO Rate should be replaced with Adjusted Term SOFR as an alternative benchmark rate for purposes of the Existing Credit Agreement and the other Loan Documents for settings of benchmark rates that occur on or after the Amendment Effective Time pursuant to which a benchmark replacement amendment in accordance with the benchmark replacement provisions set forth in any applicable Loan Document without any further action or consent of any other party to the Existing Credit Agreement or any other Loan Document, and pursuant thereto the Administrative Agent is exercising its right to make certain benchmark replacement conforming changes in connection with the implementation of the applicable benchmark replacement as set forth herein. (3) The Administrative Agent and the Borrower has sold certain Receivables and Related Assets (desire to memorialize the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form terms of this Agreement and to provide for make certain other changes set forth herein and in the sale Amended and Restated Credit Agreement (as defined below), by the Collateral Agent back to the Borrower amending and restating, in accordance with Section 9.08 of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Credit Agreement, the Existing Sale Credit Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth hereinbelow, secured by, among other things, such amendment and restatement to become effective at the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:Amendment Effective Time.

PRELIMINARY STATEMENTS. The BorrowerAs of the date hereof, ADT and Mizuho as sole Purchaserthe Secured Consenting Holders hold, Purchaser Agentin the aggregate, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties approximately 55% of the aggregate outstanding principal amount of the 9.5% Senior Secured Notes due 2017 (the “Senior Secured Notes”) issued pursuant to the Receivables Purchase Agreement that certain Indenture dated as of March 5 2020December 29, 2006, by and among Neenah, as issuer, the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A. (formerly The Bank of New York Trust Company, N.A.), as Indenture Trustee, as supplemented on September 30, 2008 (the “Secured Notes Indenture”); As of the date hereof, the Subordinated Consenting Holders hold, in the aggregate, 100% of the aggregate outstanding principal amount of the 12.5% Senior Subordinated Notes due 2013 (the “Subordinates Notes”, and together with the Senior Secured Notes, the “Notes”) issued by Neenah; The Company and the Consenting Holders have agreed to implement a restructuring and reorganization of the Company pursuant to the terms and conditions set forth in the restructuring term sheet attached hereto as Exhibit A (including the schedules and exhibits attached thereto and the additional schedules and exhibits to be prepared and filed after the date hereof based upon such term sheet, which term sheet is in form and substance acceptable to the Requisite Secured Noteholders (defined below) and the Company, and which may not be materially amended as without the written consent of April 17the Company and the Requisite Secured Noteholders; provided, 2020however, September 17, 2020, January 29, 2021 and March 5, 2021 that with respect to Tontine (as so defined in the Plan Term Sheet), any individual employed by Tontine, or the holders of the Subordinated Notes, any amendment that would result in materially adverse treatment to them requires the written consent of the Company, the Requisite Secured Noteholders and the Subordinated Consenting Holders, the “Plan Term Sheet”) which is expressly incorporated herein and made part of this Agreement. The Plan Term Sheet sets forth the terms and conditions for the Restructuring Transactions (as defined below); however, it is supplemented by the terms and conditions of this Agreement. In the event of any inconsistency between the Plan Term Sheet and this Agreement, this Agreement shall control. The Plan Term Sheet is the product of arm’s length, good faith discussions between the Company and members of an ad hoc committee of holders of the Senior Secured Notes (the “Ad Hoc Committee”) comprising the initial Secured Notes Consenting Holders signatory hereto; It is agreed that, subject to the terms of this Agreement, the restructuring transactions contemplated by the Plan Term Sheet (the “Restructuring Transactions”) will be implemented through a plan of reorganization under chapter 11 of title 11 of the United States Code, 11 U.S.C. §§ 101-1532 (as amended, the “Existing Purchase AgreementBankruptcy Code”), pursuant which plan of reorganization shall be consistent in all material respects with the terms of the Plan Term Sheet and shall otherwise be satisfactory to which the Borrower has sold certain Receivables Requisite Secured Noteholders and Related Assets the Company (the “Existing Receivable PoolPlan”); and The Company has agreed to commence voluntary reorganization cases under chapter 11 of the Bankruptcy Code (the “Chapter 11 Cases”) in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) to implement the Collateral Agent on behalf of Plan and effect the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:Restructuring Transactions.

PRELIMINARY STATEMENTS. The Borrower, ADT Barclays Bank PLC, as administrative agent and Mizuho as sole Purchaser, Purchaser Agent, collateral agent (the “Existing Administrative Agent”), Arranger, Collateral Agent and Structuring Agent each Lender from time to time party thereto are parties to the Receivables Purchase Term Loan Credit Agreement dated as of March 5 2020September 30, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2016 (as so amended, restated, amended and restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Purchase Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Credit Agreement”). The Borrower may acquire from time to time additional Receivables has requested that the Lenders extend credit toExisting Credit Agreement provided the Borrower in the form ofwith Initial Canadian Term Loans on the Closing Date in an initial aggregate principal amount of C$130,000,000 and Related Assets from Initial U.S. Term Loans on the Originator Closing Date in an initial aggregate principal amount of $370,000,000, pursuant to the Sale this Agreement. The proceeds of the Initial Term Loans will be used by the Borrower may from time (i) to time request that satisfy and discharge all Indebtedness and other amounts outstanding under the Existing Canadian Notes (the “Refinancing”), (ii) to acquire (the “Acquisition”), directly or indirectly, all of the outstanding shares of capital stock of an entity previously identified as “Caesar” and (iii) to pay the Transaction Expenses. The Borrower has requested the 2018 Incremental Term Lenders make Loans to the Borrowerprovide, on the terms, terms and subject to the conditions set forth herein, secured byan incremental term loan facility in an aggregate principal amount not exceeding $905,000,000, among comprising (a) term loans available on the First Amendment Effective Date in an aggregate principal amount of $805,000,000 to be used to repay in full the Initial Term Loans outstanding as of the First Amendment Effective Date (together with any accrued and unpaid interest thereon), to finance a portion of the cash consideration paid to shareholders of the Borrower in connection with the First Amendment Transactions and to pay the fees and expenses incurred in connection with the First Amendment Transactions and the other thingstransactions contemplated thereby herein (including fees and expenses in connection with the First Amendment) and (b) delayed draw term loans in an aggregate principal amount of up to $100,000,000 which will be used on and/or from time to time after the First Amendment Effective Date to provide financing for, or to refinance indebtedness incurred or to replace cash used in connection with, Pre-Approved Acquisitions. As of the First Amendment Effective Date, all Initial Term Loans (and any accrued and unpaid interest thereon) under the Existing Credit Agreement shall be repaid in full. The Existing Administrative Agent, the Pool Receivables Administrative Agent, the Collateral Agent and each of the Related AssetsLenders party to the First Amendment have agreed to (a) amend the Existing Credit Agreement to provide for the 2018 Incremental Term Loans extended by the 2018 Incremental Term Lenders and (b) make certain other amendments to the Existing Credit Agreement. The Lenders have indicated their willingness to lend on the terms and subject to the conditions set forth herein. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Credit Agreement is hereby amended and restated in its entirety as follows:

PRELIMINARY STATEMENTS. The Pursuant to the Recapitalization Agreement (as this and other capitalized terms used in these preliminary statements are defined in Section 1.01 below), Xxxx Paste Mergerco, Inc. and Blackstone Paste Mergerco, Inc. (collectively, the “MergerCos”) were merged with the Borrower, ADT and Mizuho with the Borrower as sole Purchaserthe surviving corporation (the “Recapitalization”). Simultaneously with the consummation of the Recapitalization, Purchaser Agentthe Borrower entered into that certain Credit Agreement, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties to the Receivables Purchase Agreement dated as of March 5 2020October 31, 2006 (as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 (as so amendedin effect immediately prior to the Restatement Effective Date, the “Existing Purchase Credit Agreement”), by, among others, the Borrower, the “Lenders” as defined therein, and DEUTSCHE BANK AG NEW YORK BRANCH, as “Administrative Agent” as defined therein, pursuant to which the Borrower has sold incurred an Original Loan (as defined in the Existing Credit Agreement) on the Closing Date in an aggregate principal amount of $2,400,000,000. The proceeds of the Original Loan made on the Closing Date, together with the proceeds of (i) the issuance of certain Receivables unsecured notes, (ii) the funding of $400,000,000 under the ABL Credit Agreement on the Closing Date and Related Assets (iii) the Equity Contribution, were used to finance the Debt Prepayment and pay the Merger Consideration and the Closing Date Transaction Expenses. Immediately prior to the Restatement Effective Date, outstanding term loans in the aggregate principal amount of approximately $1,495,000,000 (the “Existing Receivable PoolOutstanding Term Loans”) to were outstanding under the Collateral Agent on behalf of the LendersExisting Credit Agreement. The Borrower acquired desires to refinance the Outstanding Term Loans in full with Refinancing Term Loans pursuant to a Refinancing Amendment under Section 2.15 of the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17Credit Agreement, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish and, in connection therewith, to amend and restate the Existing Purchase Credit Agreement in its entirety in to, among other things, (i) provide for such Refinancing Term Loans, which will take the form of a new tranche of senior secured term loans under this Agreement, and (ii) increase the aggregate principal amount of such tranche borrowed and outstanding under this Agreement to provide for $1,640,000,000 on the sale by Restatement Effective Date. The proceeds of the Collateral Agent back Loans on the Restatement Effective Date will be used to (i) refinance in full the Outstanding Term Loans, (ii) finance the redemption of a portion of the 2016 Senior Subordinated Notes in the aggregate principal amount of approximately $137,000,000 and (iii) fund certain related fees and expenses associated with the Transaction. The Lenders and each Additional Lender providing the Refinancing Term Loans have indicated their willingness to lend and to consent to the Borrower of the Existing Receivable Pool (including all Collections thereon)other amendments herein, and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, each case on the terms, terms and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho as sole PurchaserEquity Holder, Purchaser BISF Agent, Administrative LLC, in its capacity as administrative agent, Collateral Agent, ArrangerPaying Agent, Collateral Agent Document Custodian and Structuring Agent the Lenders are parties party to the Receivables Purchase Agreement that certain Credit Agreement, dated as of March 5 2020November 22, 2019 (as amended amended, restated, supplemented and/or modified prior to the date hereof, including pursuant to (i) that certain Amendment Xx. 0, xxxxx xx xx Xxxxxxx 0, 0000 (xx) that certain Tertiary Draw and Commitment Agreement, Waiver and Amendment dated as of April 17December 20, 20202020 and (iii) that certain Amendment, September 17Limited Waiver and Consent, 2020dated as of May 10, January 29, 2021 and March 5, 2021 (as so amended2021, the “Existing Purchase Credit Agreement”), pursuant and together with any other agreements, instruments, and documents heretofore, evidencing, securing, guaranteeing or otherwise relating to which the Borrower has sold certain Receivables and Related Assets Obligations (as defined therein) thereunder, collectively, the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale AgreementLoan Documents”). The Borrower may acquire from time has requested that, upon satisfaction or waiver of the conditions set forth in Sections 4.01 and 4.02, as applicable, the Lenders extend credit to time additional Receivables and Related Assets from the Originator Borrower in the form of (i) the Initial Term Loans in an initial aggregate principal amount equal to the aggregate Initial Commitment of all of the Lenders (which shall be effectuated pursuant to the Sale Cashless Roll described in Section 1.10) and (ii) after the Restatement Closing Date (subject to the conditions set forth in Section 4.02), the Delayed Draw Term Loans in an initial aggregate principal amount equal to $11,679,000.00, and in any case not to exceed the aggregate unused portion of the Delayed Draw Term Loan Commitments of all of the Lenders following the consummation of the Transactions. Any Lender holding Loans under the Existing Credit Agreement immediately prior to the effectiveness of this Agreement that will not be a Lender hereunder is referred to herein as an “Exiting Lender”. If a continuing Lender receives an allocation under this Agreement that is less than the principal balance of its original Loans under the Existing Credit Agreement, then such Lender shall be considered an Exiting Lender with respect to the difference between its original Loan principal balance and its new Loan principal balance under this Agreement. The Borrower may from time to time request that proceeds of the Lenders make Term Loans to will be used by the Borrower, directly or indirectly, to fund (i) cash on the termsbalance sheet, (ii) the Borrower’s portion of the development, construction and operating costs associated with or related to certain Projects (as hereinafter defined), including, without limitation, any initial working capital and (iii) the Transactions and the Transaction Expenses. The applicable Lenders have indicated their willingness to lend on the terms and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:.

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties to the Receivables Purchase Agreement dated as of March 5 2020, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 (as so amended, the “Existing Purchase Agreement”), pursuant to which the US Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17requested that, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to upon the satisfaction in full (or waiver) of the conditions precedent set forth in Section 5.01the applicable provisions of Article IVSection 4.01 below, the Existing Purchase applicable Lenders (and such Lenders hereby have so agreed) to make Initial Dollar Term Loans (as defined herein) in Dollars to the US Borrower in an aggregate principal amount of $400,000,000 the proceeds of which will bewere used by the Parent and its Subsidiaries (x) for working capital and general corporate purposes, including acquisitions, capital expenditures, the refinancing of Indebtedness (as defined herein) and for any other purpose not prohibited hereunder, (y) to pay Transaction Costs (as defined herein) and (z) as additional cash on the balance sheet of Parent and its Subsidiaries. The US Borrower has further requested that, upon the satisfaction in full (or waiver) of the conditions precedent set forth in the applicable provisions of Article IVSection 4.02 below, the applicable Lenders (and such Lenders hereby have so agreed) to makemade 2023 Incremental DDTL Loans (as defined herein) in Dollars to the US Borrower in an aggregate principal amount of $200,000,000 the proceeds of which will bewere used by the Parent and its Subsidiaries in accordance with Section 5.07 of this Agreement. On January 18, 2024, the Administrative Agent succeeded to the Original Administrative Agent (as defined below) pursuant to the Agency Assignment Agreement is amended and, in connection therewith, the Borrower entered into the Fourth Amendment to, among other things, reflect the succession of the Administrative Agent in its role hereunder. The UK Borrower has further requested that, upon the satisfaction in full (or waiver) of the conditions precedent set forth in the Third Amendment and restated the applicable provisions of Article IV below, the applicable Lenders (and such Lenders hereby have so agreed) to make Bridge Loans (as defined herein) in Dollars to the UK Borrower in an aggregate occurrence of the Approved Sale (as defined herein), the applicable parties to the Fifth Amendment agree (and such parties so agreed) to the payment of the Approved Sale Transaction Fee (as defined herein) by capitalizing such fee in accordance with the Fifth Amendment, with such fee being deemed paid concurrently with the Approved Sale. As of the effectiveness of the Fifth Amendment, the Approved Sale Transaction Fee has been paid as set forth in the Fifth Amendment such that, as of the effectiveness of the Fifth Amendment, the aggregate outstanding principal amount of $500,000,000, the proceeds of which will be used by the Parent and its Subsidiaries in accordance with Section 5.07 of this Agreementthe Initial Dollar Term Loans equals $632,918,191.88. Additionally, after the effectiveness of the Fifth Amendment Transactions Effective Time, the Borrower intends on effectuating the Approved Sale Term Loan Repurchase (as defined below). In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:: #4883-1993-4877v14882-4959-9897v.18

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties Pursuant to the Receivables Purchase Agreement Second Amended and Restated Credit Agreement, dated as of March 5 2020December 12, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2014 (as so amended, supplemented or otherwise modified prior to the Closing Date, the “Existing Purchase Credit Agreement”), pursuant among the Company, Bank of America, N.A., as Administrative Agent, U.S. Swing Line Lender and L/C Issuer, Bank of America Xxxxxxx Xxxxx International Designated Activity Company, as Global Swing Line Lender and the other lenders from time to which the Borrower has sold certain Receivables and Related Assets time party thereto (the “Existing Receivable PoolLenders”), the Existing Lenders agreed to make extensions of credit to the Company and its Subsidiaries on the terms and conditions set forth therein, including making loans (the “Existing Loans”) to the Collateral Agent Company and its Subsidiaries, and the L/C Issuer agreed to issue Letters of Credit to the Company and its Subsidiaries on behalf of the Lendersterms and conditions set forth therein. The Borrower acquired Company has requested that the Existing Receivable Pool from ADT as Credit Agreement be amended and restated in its entirety to become effective and binding on the Originator Company and its Subsidiaries pursuant to the Receivables Sale and Contribution Agreement dated as terms of April 17this Agreement, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish Lenders (including certain of the Existing Lenders) have agreed (subject to the terms of this Agreement) to amend and restate the Existing Purchase Credit Agreement in its entirety to read as set forth in this Agreement, and it has been agreed by the parties to the Existing Credit Agreement that (a) the commitments which the Existing Lenders have agreed to extend to the Borrowers under the Existing Credit Agreement shall be extended or advanced upon the amended and restated terms and conditions contained in this Agreement; and (b) the Existing Loans, all Letters of Credit (including the Existing Letters of Credit) and other Obligations (as defined in the form Existing Credit Agreement) outstanding under the Existing Credit Agreement shall be governed by and deemed to be outstanding under the amended and restated terms and conditions contained in this Agreement, with the intent that the terms of this Agreement to provide for shall supersede the sale by the Collateral Agent back to the Borrower terms of the Existing Receivable Pool Credit Agreement (including all Collections thereon)each of which shall hereafter have no further effect upon the parties thereto, other than for accrued and unpaid fees and expenses, and to provide for Loans that may be made from time to time indemnification obligations, if any, accrued and owing, under the terms of the Existing Credit Agreement on or prior to the Borrower at Closing Date or arising (in the Borrower’s request and at case of indemnification) under the discretion terms of the LendersExisting Credit Agreement). Furthermore, which Loans shall be secured by and in connection with the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreementforegoing, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request Company has requested that the Lenders make Loans provide a term loan facility, and the Lenders have indicated their willingness to the Borrowerlend under such a term loan facility, on the terms, terms and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, amend and restate the Existing Purchase Credit Agreement, and the Existing Credit Agreement is hereby amended and restated in its entirety, as follows:

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho as sole Purchaser, Purchaser AgentA. Borrowers, Administrative Agent, Arranger, Collateral Agent and Structuring Agent Lender are parties to that certain Term Loan Agreement dated December 1, 2020, (a) as amended by Amendment Number 1 to Term Loan Agreement dated January 28, 2021, Amendment Number 2 to Term Loan Agreement dated February 15, 2021, Amendment Number 3 to Term Loan Agreement dated August 30, 2021, Amendment Number 4 to Term Loan Agreement dated August 30, 2021, and Amendment Number 5 to Term Loan Agreement dated December 15, 2021, (b) as assigned to Administrative Agent and Lender pursuant to that certain Assignment of Loan and Loan Documents, dated March 1, 2022, by and among Aquarian Credit Funding LLC, as the Receivables Purchase previous Administrative Agent, Investors Heritage Life Insurance Company, as the previous Lender, and CH Capital Lending, LLC, as the new Administrative Agent and the new Lender, (c) as affected by that certain Assumption and Joinder Agreement to Loan Agreement, dated as of March 5 20201, 2022, executed and delivered by HOFV Youth Fields to Administrative Agent, and (d) as further amended by Amendment Number 6 to Term Loan Agreement dated March 1, 2022, Amendment Number 7 to Term Loan Agreement dated July 31, 2022, Amendment Number 8 to Term Loan Agreement dated November 7, 2022, as amended modified by that certain Modification Agreement effective as of April October 6, 2023, Amendment Number 9 to Term Loan Agreement dated December 8, 2023, and Amendment Number 10 to Term Loan Agreement dated January 11, 2024, Amendment Number 11 to Term Loan Agreement dated January 17, 20202024, September 17and Amendment Number 12 to Term Loan Agreement dated February 1, 20202024 (all of the foregoing, January 29, 2021 and March 5, 2021 (as so amendedcollectively, the “Existing Purchase Loan Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Loan Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borroweramended by this Amendment, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to timeamended, the “Sale Agreement”). The Borrower may acquire restated, supplemented, waived, assigned, or otherwise modified from time to time additional Receivables and Related Assets from is referred to herein as the Originator pursuant “Loan Agreement”. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Sale Loan Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:.

PRELIMINARY STATEMENTS. The BorrowerBorrowers, ADT and Mizuho as sole Purchaserthe Lenders, Purchaser Agent, Administrative Agent, Arranger, Collateral the Agent and Structuring the Co-Agent are parties to the Receivables Purchase Agreement that certain Amended and Restated Credit Agreement, dated as of March 5 2020October 8, 1993, as amended by a First Amendment, dated as of January 20, 1994, a Second Amendment, dated as of February 10, 1995, a Third Amendment, dated as of May 10, 1995, a Fourth Amendment, dated as of November 22, 1995, a Fifth Amendment, dated as of February 12, 1996, a Sixth Amendment, Waiver and Deferral, dated as of April 1712, 20201996, September 17a Seventh Amendment, 2020Waiver and Deferral, January dated as of May 30, 1996, an Eighth Amendment, Waiver and Deferral, dated as of June 27, 1996 and a Ninth Amendment and Deferral, dated as of July 29, 2021 and March 5, 2021 1996 (as so amended, the “"Existing Purchase Credit Agreement”"). Pursuant to the Existing Credit Agreement, the Borrowers are obligated (1) to certain of the Lenders in their capacity as Tranche A Lenders under the Existing Credit Agreement in respect of revolving credit loans under the Existing Credit Agreement which are referred to therein as "Revolving Advances" in the aggregate outstanding principal amount of $1,953,504.06 (the "Existing Revolving Loans"), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”2) to the Collateral Agent on behalf Tranche A Lenders in respect of certain term loans under the Existing Credit Agreement which are referred to therein as the "Tranche A Term Advances" in the aggregate outstanding principal of $33,777,849.95 (the "Existing Tranche A Loans"), (3) to the Tranche A Lenders in respect of letters of credit issued under the Existing Credit Agreement in the aggregate principal face amount of $4,690,418.43 (the "Existing Letter of Credit"), and (4) to certain of the LendersLenders in their capacity as Tranche B Lenders in respect of certain term loans under the Existing Credit Agreement which are referred to therein as "Tranche B Term Advances" in the aggregate principal amount of $12,753,391.08 (the "Existing Tranche B Loans"); (the Existing Revolving Loans, the Existing Tranche A Loans, the Existing Letter of Credit and the Existing Tranche B Loans, collectively the "Existing Obligations"). The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish Borrowers desire to amend and restate the Existing Purchase Credit Agreement in its entirety to (i) restructure the Existing Revolver, Existing Tranche A Loans and Existing Tranche B Loans as a single term loan in the form aggregate principal outstanding amount of this Agreement to $48,484,745.09, (ii) provide for that the sale by the Collateral Agent back to the Borrower final maturity of the Existing Receivable Pool (including all Collections thereon)Obligations shall be May 31, and to provide for Loans 1997, provided, that such final maturity may be made from time extended to time to the Borrower at the Borrower’s request and at the discretion of the LendersDecember 31, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower1997 if certain conditions, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions more fully set forth herein, secured byare satisfied, among other things, (iii) terminate the Pool Receivables Commitments under the Existing Credit Agreement (iv) memorialize the extensions of credit being made by BNY and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject Chase to the satisfaction Borrowers in conjunction with the ACH systems maintained by the Borrowers, and to secure such extensions of credit with the conditions precedent set forth in Section 5.01Collateral securing the Obligations (as defined herein) and (v) enter into certain amendments to the Loan Documents, the Existing Purchase Agreement is amended all as more fully described herein and restated as follows:therein.

PRELIMINARY STATEMENTS. The Borrowerparties hereto have entered into that certain Amended and Restated Credit Agreement, ADT and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties to the Receivables Purchase Agreement dated as of March 5 2020April 25, 2012, as amended and restated as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2013 (as so amended, the “Existing Purchase Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it same may be further amended or modified from time to time, the “Sale Credit Agreement”), by and among the Grantors, the other Loan Parties from time to time party thereto, the Lenders from time to time party thereto, JPMorgan Chase Bank, N.A., in its capacity as administrative agent (in such capacity, the “Administrative Agent”) and the Collateral Agent, which Credit Agreement provides, subject to the terms and conditions of the Credit Agreement, for extensions of credit and other financial accommodations by the Lenders to the Borrowers thereunder. The Grantors entered into that certain Pledge and Security Agreement, dated as of April 25, 2012, with the Administrative Agent (as previously amended, amended and restated, supplemented or otherwise modified prior to the date hereof, the “Existing Security Agreement”). The Borrower Grantors and the purchasers signatories thereto (the “Prudential Purchasers”) have entered into that certain Note Purchase and Guarantee Agreement, dated as of April 17, 2013 (as the same may acquire be amended, amended and restated, supplemented or otherwise modified from time to time additional Receivables time, the “Note Agreement”). Each Grantor is entering into this Security Agreement in order to (i) induce the Lenders to enter into and Related Assets from extend credit to the Originator Borrowers under the Credit Agreement, (ii) induce the Prudential Purchasers to purchase the Notes (as defined in the Note Agreement) and (iii) secure the Secured Obligations, including the obligations that it has agreed to guarantee pursuant to Article X of the Sale Credit Agreement and Section 15 of the Note Agreement. The Borrower may from time to time request that the Lenders make Loans Furthermore, each Grantor party to the Borrower, on Existing Security Agreement wishes to affirm its obligations under the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration terms of the mutual agreements, provisions Existing Security Agreement and covenants contained herein, wishes to amend and restate the sufficiency of which is hereby acknowledged, the parties hereto agree that as terms of the Closing Date, subject to the satisfaction of the conditions precedent Existing Security Agreement in their entirety as set forth in Section 5.01this Security Agreement. ACCORDINGLY, the Existing Purchase Agreement is amended Grantors, the Administrative Agent and restated the Collateral Agent, on behalf of the Secured Parties, hereby agree as follows:

PRELIMINARY STATEMENTS. The BorrowerUS Borrower has requested that the Credit Agreement be amended pursuant to Section 2.24 thereof to replace, ADT and Mizuho as sole Purchaserin full, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties all Term Loans outstanding immediately prior to the Receivables Purchase Agreement dated as effectiveness of March 5 2020, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 (as so amended, the “Existing Purchase Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets this First Amendment (the “Existing Receivable PoolTerm Loans”) to the Collateral Agent on behalf with a replacement tranche of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 term loans (the “Existing Sale AgreementReplacement Term Loans”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for which Replacement Term Loans that may be made from time to time shall have the same terms (other than to the Borrower at extent expressly provided otherwise in this First Amendment) under the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by Loan Documents as the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, Term Loans. The Person identified as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale AgreementReplacement Term Lender” on Schedule A hereto (the “Replacement Term Lender”). The Borrower may acquire from time ) (a) will be deemed to time additional Receivables and Related Assets from the Originator pursuant have irrevocably agreed to the Sale Agreement. The Borrower may from time terms of this First Amendment and to time request that have irrevocably committed to make the Lenders make Replacement Term Loans to the US Borrower on the First Amendment Effective Date in the full amount set forth opposite the name of the Replacement Term Lender on Schedule A hereto and (b) upon the First Amendment Effective Date, will make such Replacement Term Loans to the US Borrower. The aggregate proceeds of the Replacement Term Loans will be used to replace, in full, all Existing Term Loans and pay related fees, costs and expenses, on the terms, terms and subject to the conditions set forth herein, secured by, among other things. To accomplish the foregoing (a) the US Borrower, the Pool Receivables Administrative Agent and the Related AssetsReplacement Term Lender are willing to amend the Credit Agreement pursuant to Section 2.24 thereof as set forth below (the Credit Agreement as amended hereby, the “Amended Credit Agreement”) and (b) the Replacement Term Lender is willing to provide the Replacement Term Loans, which will replace, in full, all Existing Term Loans, in each case, on the First Amendment Effective Date, on the terms and subject to the conditions set forth herein and in the Amended Credit Agreement. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The BorrowerBorrowers (other than Texoma Healthcare System Receivables, ADT and Mizuho as sole PurchaserL.L.C.), Purchaser the Collection Agent, Administrative Agentthe Servicer, Arrangerthe Performance Guarantor, Collateral Agent Variable Funding Capital Company LLC (“VFCC”), Wxxxx Fargo Bank, National Association (as successor to Wachovia Bank, National Association, “Wxxxx”), TPF, SunTrust and Structuring Agent are STRH entered into that certain Credit and Security Agreement, dated as of August 31, 2007 (as amended, supplemented or otherwise modified prior to the date hereof, the “Original Agreement”). Concurrently herewith, the parties to the Receivables Purchase Original Agreement and PNC entered into (a) that certain Assignment and Assumption Agreement, dated as of March 5 2020, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 the date hereof (as so amended, the “Existing Purchase AgreementWxxxx Assignment”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured bywhich, among other things, (i) Wxxxx and VFCC ceased to be a party to the Pool Receivables Original Agreement, (ii) PNC became the Administrative Agent under the Original Agreement and (iii) Wxxxx assigned to PNC, as Administrative Agent, all Wxxxx’ right, title and interest in the Collateral and (b) that certain Payoff Letter, dated as of the date hereof (the “Payoff Letter”), pursuant to which, among other things the Borrowers party to the Original Agreement repaid in full all the outstanding loans made under the Original Agreement. The execution and delivery of this Agreement by each of the parties hereto is a condition precedent to the effectiveness of each of the Wxxxx Assignment and the Related AssetsPayoff Letter, and the execution and delivery of each of the Wxxxx Assignment and the Payoff Letter by each of the respective parties thereto is a condition precedent to the effectiveness of this Agreement. This Agreement amends and restates the Original Agreement in its entirety as of the date hereof. Upon the effectiveness of this Agreement, each reference to the Original Agreement in any other document, instrument or agreement shall mean and be a reference to this Agreement. Nothing contained herein, unless expressly herein stated to the contrary, is intended to amend, modify or otherwise affect any other instrument, document or agreement executed and/or delivered in connection with the Original Agreement. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The BorrowerBorrower and certain of its Subsidiaries (as hereinafter defined) have entered into the Amended and Restated Credit Agreement, ADT and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties to the Receivables Purchase Agreement dated as of March 5 2020April 20, 2001 (such agreement as amended, amended as of April 17and restated, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 (as so amendedmodified or otherwise supplemented prior to the date hereof, the “Existing Purchase Credit Agreement”) with JPMorgan Chase Bank, as administrative agent, and the other lenders party thereto. The Borrower has entered into the Letter Of Credit And Reimbursement Agreement, dated as of November 7, 2002 (such agreement as amended, amended and restated, modified or otherwise supplemented prior to the date hereof, the “Existing L/C Facility”), pursuant with the lenders party thereto, and Credit Lyonnais New York Branch, as the LC facility administrative agent for itself and the other lenders, as the principal issuing lender and as lead arranger. In connection with the refinancing of the Existing Credit Agreement and the Existing L/C Facility and in order to which finance its ongoing working capital and general corporate purposes, the Borrower has sold certain Receivables and Related Assets (requested that the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety Lenders extend credit in the form of this Agreement to provide for the sale by the Collateral Agent back (a) Term Loans to the Borrower of as provided herein and (b) Revolving Credit Loans to the Existing Receivable Pool (including all Collections thereon), Borrower at any time and to provide for Loans that may be made from time to time to as provided herein and ending on the Borrower at Maturity Date of which not more than (i) $150,000,000 in aggregate principal, notional or stated amount may be in the Borrower’s request form of L/C Credit Extensions provided by any L/C Issuer, and at (ii) $30,000,000 in aggregate principal amount may be in the discretion form of the Lenders, which Swing Line Loans shall be secured provided by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”)Swing Line Lender. The Borrower may acquire from time Lenders have indicated their willingness to time additional Receivables lend, each L/C Issuer has indicated its willingness to so issue Letters of Credit, and Related Assets from the Originator pursuant Swing Line Lender has indicated its willingness to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrowerissue Swing Line Loans, in each case, on the terms, terms and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho CRC Intermediate Holdings, Inc., as sole PurchaserHoldings, Purchaser AgentCITIBANK, N.A., as Administrative Agent, ArrangerCollateral Agent, Collateral Agent Swing Line Lender and Structuring Agent are parties to L/C Issuer, JPMORGAN CHASE BANK, N.A., as Syndication Agent, XXXXXXX LYNCH, PIERCE, XXXXXX & XXXXX INCORPORATED, as Documentation Agent, and the Receivables Purchase Agreement lenders party thereto (the “Original Lenders”) have previously entered into a credit agreement, dated as of March 5 2020February 6, as 2006 and amended and restated as of April November 17, 20202006 (the “Original Credit Agreement”) (which term shall, September 17unless the context otherwise requires, 2020, January 29, 2021 and March 5, 2021 include any amendment thereto prior to the Second Restatement Effective Date (as so amendeddefined below)). Pursuant to Amendment No. 1 to the Original Credit Agreement, dated as of May 19, 2006, among other things, Holdings was permitted to replace CRC Intermediate Holdings, Inc. as Holdings under the Original Credit Agreement. Immediately prior to the Restatement Effective Date, the Original Term Lenders under the Original Credit Agreement held Original Term Loans under the Original Credit Agreement in the aggregate principal amount of $243,775,000. Simultaneously with the consummation of the merger of Madrid Merger Corporation, a California corporation, with and into Aspen Education Group, Inc., a California corporation (“Aspen”), with Aspen as the surviving corporation (such transactions, the “Existing Purchase AgreementAspen Acquisition”), pursuant the New Term Lenders extended credit to which the Borrower has sold certain Receivables in the form of New Term Loans, having substantially identical terms and Related Assets (conditions as the “Existing Receivable Pool”) to the Collateral Agent on behalf Original Term Loans, in an initial aggregate principal amount of $175,500,000. The proceeds of the Lenders. The Borrower acquired New Term Loans made on the Existing Receivable Pool from ADT as Restatement Effective Date, together with the Originator pursuant proceeds of (i) the Holdings Loans and (ii) the Aspen Equity Contributions, were used, in part, to finance the Receivables Sale repayment of then outstanding Revolving Credit Loans and Contribution Agreement dated as certain existing Indebtedness of April 17Aspen and its Subsidiaries, 2020 (pay the “Existing Sale Agreement”) between the Borrower Aspen Acquisition Consideration and the OriginatorAspen Transaction Expenses. The parties hereto wish have agreed to amend and restate the Existing Purchase Original Credit Agreement in its entirety as provided in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that proceeds of Revolving Credit Loans made on or after the Lenders make Loans to the Borrower, on the terms, Second Restatement Effective Date will be used for working capital and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration general corporate purposes of the mutual agreementsBorrower and its Subsidiaries, provisions including the financing of Permitted Acquisitions. Swing Line Loans and covenants contained herein, the sufficiency Letters of which is hereby acknowledged, the parties hereto agree that as Credit will be used for general corporate purposes of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended Borrower and restated as follows:its Subsidiaries.

PRELIMINARY STATEMENTS. The Pursuant to the Recapitalization Agreement (as this and other capitalized terms used in these preliminary statements are defined in Section 1.01 below), Bxxx Paste Mergerco, Inc. and Blackstone Paste Mergerco, Inc. (collectively, the “MergerCos”) were merged with the Borrower, ADT and Mizuho with the Borrower as sole Purchaserthe surviving corporation (the “Recapitalization”). Simultaneously with the consummation of the Recapitalization, Purchaser Agentthe Borrower entered into that certain Credit Agreement, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties to the Receivables Purchase Agreement dated as of March 5 2020October 31, 2006 (as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 (as so amendedin effect immediately prior to the Restatement Effective Date, the “Existing Purchase Credit Agreement”), by, among others, the Borrower, the “Lenders” as defined therein, and DEUTSCHE BANK AG NEW YORK BRANCH, as “Administrative Agent” as defined therein, pursuant to which the Borrower has sold incurred an Original Loan (as defined in the Existing Credit Agreement) on the Closing Date in an aggregate principal amount of $2,400,000,000. The proceeds of the Original Loan made on the Closing Date, together with the proceeds of (i) the issuance of certain Receivables unsecured notes, (ii) the funding of $400,000,000 under the ABL Credit Agreement on the Closing Date and Related Assets (iii) the Equity Contribution, were used to finance the Debt Prepayment and pay the Merger Consideration and the Closing Date Transaction Expenses. Immediately prior to the Restatement Effective Date, outstanding term loans in the aggregate principal amount of approximately $1,495,000,000 (the “Existing Receivable PoolOutstanding Term Loans”) to were outstanding under the Collateral Agent on behalf of the LendersExisting Credit Agreement. The Borrower acquired desires to refinance the Outstanding Term Loans in full with Refinancing Term Loans pursuant to a Refinancing Amendment under Section 2.15 of the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17Credit Agreement, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish and, in connection therewith, to amend and restate the Existing Purchase Credit Agreement in its entirety in to, among other things, (i) provide for such Refinancing Term Loans, which will take the form of a new tranche of senior secured term loans under this Agreement, and (ii) increase the aggregate principal amount of such tranche borrowed and outstanding under this Agreement to provide for $1,640,000,000 on the sale by Restatement Effective Date. The proceeds of the Collateral Agent back Loans on the Restatement Effective Date will be used to (i) refinance in full the Outstanding Term Loans, (ii) finance the redemption of a portion of the 2016 Senior Subordinated Notes in the aggregate principal amount of approximately $137,000,000 and (iii) fund certain related fees and expenses associated with the Transaction. The Lenders and each Additional Lender providing the Refinancing Term Loans have indicated their willingness to lend and to consent to the Borrower of the Existing Receivable Pool (including all Collections thereon)other amendments herein, and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, each case on the terms, terms and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The BorrowerBorrowers are party to that certain Second Amended and Restated Credit Agreement, ADT dated as of May 29, 2020 (as amended by that certain First Amendment to Second Amended and Mizuho Restated Credit Agreement dated as sole Purchaserof September 21, Purchaser Agent2020, Administrative Agentas amended by that certain Consent Agreement with respect to Second Amended and Restated Credit Agreement and Foreign Security Agreements dated as of November 2, Arranger2020, Collateral Agent as amended by that certain Consent and Structuring Agent are parties Amendment No. 2 to Second Amended and Restated Credit Agreement dated as of November 17, 2020, as amended by the Receivables Purchase Joinder Agreement dated as of November 30, 2020, as amended by that certain Amendment No. 3 to Second Amended and Restated Credit Agreement dated as of March 5 20204, 2021, as amended by that certain Amendment No. 4 to Second Amended and Restated Credit Agreement, Consent and Release dated as of April 17November 15, 20202021, September 17as amended by that certain Amendment No. 5 to Second Amended and Restated Credit Agreement and Consent dated as of December 8, 20202021, January as amended by that certain Amendment No. 6 to Second Amended and Restated Credit Agreement, Consent and Incremental Term Assumption Agreement dated as of December 29, 2021 2021, and March 5as amended by that certain Joinder Agreement dated as of February 3, 2021 (2022, and as so further amended, restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Purchase Credit Agreement”), pursuant to which among the Borrower has sold certain Receivables Borrowers, the Guarantors (as defined therein), the lenders party thereto and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the LendersAdministrative Agent. The Borrower acquired Borrowers have requested that the Administrative Agent, the Swingline Lender, the L/C Issuers and the Lenders amend and restate the Existing Receivable Pool from ADT as Credit Agreement on the Originator pursuant to the Receivables Sale terms and Contribution Agreement dated as of April 17conditions set forth herein, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish Administrative Agent, the Swingline Lender, the L/C Issuers and the Lenders agree to amend and restate the Existing Purchase Credit Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, terms and subject to the conditions set forth herein, secured byherein to, among other things, extend the Pool Receivables Maturity Date and provide for an increase in the Related AssetsRevolving Credit Commitment (as defined herein). In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho as sole Purchaser, Purchaser AgentX. Xxxxxxxxx, Administrative Agent, Arranger, Collateral Agent and Structuring Agent Lender are parties to that certain Term Loan Agreement dated December 1, 2020, (a) as amended by Amendment Number 1 to Term Loan Agreement dated January 28, 2021, Amendment Number 2 to Term Loan Agreement dated February 15, 2021, Amendment Number 3 to Term Loan Agreement dated August 30, 2021, Amendment Number 4 to Term Loan Agreement dated August 30, 2021, and Amendment Number 5 to Term Loan Agreement dated December 15, 2021, (b) as assigned to Administrative Agent and Lender pursuant to that certain Assignment of Loan and Loan Documents, dated March 1, 2022, by and among Aquarian Credit Funding LLC, as the Receivables Purchase previous Administrative Agent, Investors Heritage Life Insurance Company, as the previous Lender, and CH Capital Lending, LLC, as the new Administrative Agent and the new Lender, (c) as affected by that certain Assumption and Joinder Agreement to Loan Agreement, dated as of March 5 20201, 2022, executed and delivered by HOFV Youth Fields to Administrative Agent, and (d) as further amended by Amendment Number 6 to Term Loan Agreement dated March 1, 2022, Amendment Number 7 to Term Loan Agreement dated July 31, 2022, Amendment Number 8 to Term Loan Agreement dated November 7, 2022, as amended modified by that certain Modification Agreement effective as of April 17October 6, 20202023, September 17and Amendment Number 9 to Term Loan Agreement dated December 8, 20202023, and Amendment Number 10 to Term Loan Agreement dated January 2911, 2021 and March 52024 (all of the foregoing, 2021 (as so amendedcollectively, the “Existing Purchase Loan Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Loan Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borroweramended by this Amendment, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to timeamended, the “Sale Agreement”). The Borrower may acquire restated, supplemented, waived, assigned, or otherwise modified from time to time additional Receivables and Related Assets from is referred to herein as the Originator pursuant “Loan Agreement”. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Sale Loan Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:.

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties I. Pursuant to the Receivables Note Purchase Agreement dated as of March 5 2020December 8, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2016 (as so amended, the “Existing Purchase Agreement”)modified, pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing supplemented or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Note Agreement”), by and among LITTELFUSE, INC., a Delaware corporation (together with any successor thereto that becomes a party to the Note Agreement pursuant to Section 10.2, the “Company”) and the Persons listed on the signature pages thereto (the “Purchasers”), the Company has issued and sold (i) $25,000,000 aggregate principal amount of its 3.03% Senior Notes, Series A, due February 15, 2022 (the “Series A Notes”) and (ii) $100,000,000 aggregate principal amount of its 3.74% Senior Notes, Series B, due February 15, 2027 (the “Series B Notes” and together with the Series A Notes as amended, restated or otherwise modified from time to time and including any such notes issued in substitution therefor, the “Notes” and individually a “Note”). II. The Company is required pursuant to the Note Agreement to cause each Additional Subsidiary Guarantor to deliver this Subsidiary Guarantor Supplement in order to cause each Additional Subsidiary Guarantor to become a Subsidiary Guarantor under the Subsidiary Guaranty Agreement dated as of February 15, 2017 executed by certain Subsidiaries of the Company (together with each entity that from time to time becomes a party thereto by executing a Subsidiary Guarantor Supplement pursuant to Section 14.1 thereof, collectively, the “Subsidiary Guarantors”) in favor of each holder from time to time of any of the Notes (as the same may be amended, restated, supplemented or otherwise modified from time to time, the “Subsidiary Guaranty Agreement”). The Borrower may acquire from time to time additional Receivables III. Each Additional Subsidiary Guarantor has received and Related Assets will receive substantial direct and indirect benefits from the Originator pursuant to Company’s compliance with the Sale terms and conditions of the Note Agreement and the Notes issued thereunder. IV. Capitalized terms used and not otherwise defined herein have the definitions set forth in the Note Agreement. The Borrower may from time to time request that the Lenders make Loans to the BorrowerNow therefore, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In in consideration of the mutual agreements, provisions funds advanced to the Company by the Purchasers under the Note Agreement and covenants contained herein, to enable the sufficiency of which is hereby acknowledged, Company to comply with the parties hereto agree that as terms of the Closing DateNote Agreement, subject each Additional Subsidiary Guarantor hereby covenants, represents and warrants to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated holders as follows:: 4833-2142-8856.2

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho as sole Purchaser, Purchaser AgentA. Borrowers, Administrative Agent, Arranger, Collateral Agent and Structuring Agent Lender are parties to that certain Term Loan Agreement dated December 1, 2020, (a) as amended by Amendment Number 1 to Term Loan Agreement dated January 28, 2021, Amendment Number 2 to Term Loan Agreement dated February 15, 2021, Amendment Number 3 to Term Loan Agreement dated August 30, 2021, Amendment Number 4 to Term Loan Agreement dated August 30, 2021, and Amendment Number 5 to Term Loan Agreement dated December 15, 2021, (b) as assigned to Administrative Agent and Lender pursuant to that certain Assignment of Loan and Loan Documents, dated March 1, 2022, by and among Aquarian Credit Funding LLC, as the Receivables Purchase previous Administrative Agent, Investors Heritage Life Insurance Company, as the previous Lender, and CH Capital Lending, LLC, as the new Administrative Agent and the new Lender, (c) as affected by that certain Assumption and Joinder Agreement to Loan Agreement, dated as of March 5 20201, 2022, executed and delivered by HOFV Youth Fields to Administrative Agent, and (d) as further amended by Amendment Number 6 to Term Loan Agreement dated March 1, 2022, Amendment Number 7 to Term Loan Agreement dated July 31, 2022, Amendment Number 8 to Term Loan Agreement dated November 7, 2022, as amended modified by that certain Modification Agreement effective as of April October 6, 2023, Amendment Number 9 to Term Loan Agreement dated December 8, 2023, and Amendment Number 10 to Term Loan Agreement dated January 11, 2024, and Amendment Number 11 to Term Loan Agreement dated January 17, 20202024 (all of the foregoing, September 17, 2020, January 29, 2021 and March 5, 2021 (as so amendedcollectively, the “Existing Purchase Loan Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Loan Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borroweramended by this Amendment, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to timeamended, the “Sale Agreement”). The Borrower may acquire restated, supplemented, waived, assigned, or otherwise modified from time to time additional Receivables and Related Assets from is referred to herein as the Originator pursuant “Loan Agreement”. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Sale Loan Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:.

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties Borrowers have requested that the Lenders extend credit to the Receivables Purchase Agreement Borrowers in the form of (i) Term B Loans (as this and other capitalized terms used in these preliminary statements are defined in Section 1.01 below) on the Closing Date in an aggregate principal amount of $500,000,000 and (ii) Revolving Credit Commitments in an aggregate principal amount of $325,000,000. The Revolving Credit Commitments permit the making of Revolving Credit Loans, Swing Line Loans and the issuance of Letters of Credit from time to time. The proceeds of the Term B Loans, together with the proceeds of the Senior Notes, will be used by the Borrowers to (i) repay in full all indebtedness outstanding under the Credit Agreement, dated as of March 5 2020June 17, 2010, among the Lead Borrower, Deutsche Bank AG New York Branch, as amended as of April 17administrative agent, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 each lender from time to time party thereto (as so amended, supplemented or modified from time to time in accordance with the terms thereof prior to the date hereof, and including all annexes and schedules thereto, the “Existing Purchase Credit Agreement”)) and terminate and release all commitments, pursuant security interests and guarantees in connection therewith, it being understood that any letters of credit, bank guarantees and similar accommodations outstanding under the Existing Credit Agreement may remain outstanding to which the Borrower has sold certain Receivables and Related Assets extent continued under this Agreement as Existing Letters of Credit or otherwise cash collateralized or backstopped by one or more Letters of Credit issued on the Closing Date, (ii) either (x) redeem or repay in full all of the outstanding 8.750% Senior Secured Notes due 2019, issued under the Indenture (the “Existing Receivable PoolSecured Notes Indenture”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement ), dated as of April 17January 29, 2020 2013, by and among the Lead Borrower, the Co-Borrower and Wilmington Trust, National Association, as trustee and collateral agent, as amended or supplemented from time to time in accordance with the terms thereof prior to the date hereof (the “Existing Sale AgreementSecured Notes”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to or (y) provide notice for the sale by the Collateral Agent back to the Borrower redemption or repayment of all of the Existing Receivable Pool Secured Notes and deposit proceeds sufficient to redeem or repay in full the Existing Secured Notes (including all Collections thereon), any accrued and unpaid interest thereon and premium related thereto) with such trustee to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request satisfy and at the discretion of the Lenders, which Loans shall be secured by discharge the Existing Receivable PoolSecured Notes Indenture, together with and, in each case terminate and release all Receivables commitments, security interests and Related Assets hereafter acquired by guarantees in respect thereof (the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended actions under clauses (i) and restated in its entirety (as so amended and restated and as it may be further amended from time to timeii) above, the “Sale AgreementRefinancing”)) and (iii) pay the Transaction Expenses in connection with the foregoing. The Borrower may acquire from time applicable Lenders are willing to time additional Receivables lend and Related Assets from the Originator pursuant L/C Issuer is willing to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrowerissue Letters of Credit, in each case, on the terms, terms and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The BorrowerUS Borrower has requested that the Credit Agreement be amended pursuant to Section 2.24 thereof to replace, ADT and Mizuho as sole Purchaserin full, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties all Term Loans outstanding immediately prior to the Receivables Purchase Agreement dated as effectiveness of March 5 2020, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 (as so amended, the “Existing Purchase Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets this Second Amendment (the “Existing Receivable PoolTerm Loans”) to the Collateral Agent on behalf with a replacement tranche of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 term loans (the “Existing Sale AgreementReplacement Term Loans”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for which Replacement Term Loans that may be made from time to time shall have the same terms (other than to the extent expressly provided otherwise in this Second Amendment) under the Loan Documents as the Existing Term Loans. The Person identified as the “Replacement Term Lender” on Schedule A hereto (the “Replacement Term Lender”) (a) will be deemed to have irrevocably agreed to the terms of this Second Amendment and to have irrevocably committed to make the Replacement Term Loans to the US Borrower at on the Borrower’s request and at Second Amendment Effective Date in the discretion full amount set forth opposite the name of the LendersReplacement Term Lender on Schedule A hereto and (b) upon the Second Amendment Effective Date, which will make such Replacement Term Loans shall be secured by to the Existing Receivable PoolUS Borrower. The aggregate proceeds of the Replacement Term Loans, together with cash on hand, will be used to replace, in full, all Receivables Existing Term Loans and Related Assets hereafter acquired by the Borrowerpay related fees, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended costs and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrowerexpenses, on the terms, terms and subject to the conditions set forth herein, secured by, among other things. To accomplish the foregoing (a) the US Borrower, the Pool Receivables Administrative Agent and the Related AssetsReplacement Term Lender are willing to amend the Credit Agreement pursuant to Section 2.24 thereof as set forth below (the Credit Agreement as amended hereby, the “Amended Credit Agreement”) and (b) the Replacement Term Lender is willing to provide the Replacement Term Loans, which will replace, in full, all Existing Term Loans, in each case, on the Second Amendment Effective Date, on the terms and subject to the conditions set forth herein and in the Amended Credit Agreement. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The Borrower, ADT Parent and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties the Borrower have requested that the Lenders extend credit to the Receivables Purchase Agreement dated as of March 5 2020, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 (as so amended, the “Existing Purchase Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement (a) Term Loans to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made on the Closing Date in an aggregate principal amount not in excess of $300,000,000 and (b) Committed Loans to be made at any time on or after the Closing Date and from time to time prior to the latest Applicable Maturity Date in an aggregate principal amount at any time outstanding not in excess of $500,000,000. The Parent and the Borrower have requested that (a) the L/C Issuers issue Letters of Credit in an aggregate face amount at any time outstanding not in excess of $100,000,000 for all L/C Issuers collectively to support payment obligations incurred in the Borrower’s request ordinary course of business by the Borrower and its Subsidiaries and (b) the Swing Line Lender make Swing Line Loans in an aggregate principal amount at the discretion any time outstanding not in excess of $100,000,000. The proceeds of the LendersFacilities are to be used solely (i) to repay all Indebtedness and other amounts due under the Existing Credit Agreements, which Loans shall be secured (ii) to pay the costs and expenses incurred by the Existing Receivable PoolBorrower in connection with the transactions contemplated by this Agreement and (iii) for working capital, together with all Receivables capital expenditures, other permitted acquisitions and Related Assets hereafter acquired by the Borrower, as well as all other assets lawful corporate purposes of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended Borrower and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”)Subsidiaries. The Parent and the Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request have further requested that the Lenders make (i) amend and extend the Original Term Loan Maturity Date for the Term Loans to the Borrower, that were made on the termsClosing Date, (ii) extend the Original Revolving Credit Maturity Date for Committed Loans that have been made since the Closing Date and will be made following the First Amendment Effective Date, (iii) increase the Aggregate Revolving Credit Commitments and (iv) effect certain other amendments and modifications to this Agreement. In furtherance of the foregoing, the Lenders are willing to make available the Facilities on the terms and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho as sole Purchaser, Purchaser AgentX. Xxxxxxxxx, Administrative Agent, Arranger, Collateral Agent and Structuring Agent Lender are parties to that certain Term Loan Agreement dated December 1, 2020, (a) as amended by Amendment Number 1 to Term Loan Agreement dated January 28, 2021, Amendment Number 2 to Term Loan Agreement dated February 15, 2021, Amendment Number 3 to Term Loan Agreement dated August 30, 2021, Amendment Number 4 to Term Loan Agreement dated August 30, 2021, and Amendment Number 5 to Term Loan Agreement dated December 15, 2021, (b) as assigned to Administrative Agent and Lender pursuant to that certain Assignment of Loan and Loan Documents, dated March 1, 2022, by and among Aquarian Credit Funding LLC, as the Receivables Purchase previous Administrative Agent, Investors Heritage Life Insurance Company, as the previous Lender, and CH Capital Lending, LLC, as the new Administrative Agent and the new Lender, (c) as affected by that certain Assumption and Joinder Agreement to Loan Agreement, dated as of March 5 20201, 2022, executed and delivered by HOFV Youth Fields to Administrative Agent, and (d) as further amended by Amendment Number 6 to Term Loan Agreement dated March 1, 2022, Amendment Number 7 to Term Loan Agreement dated July 31, 2022, Amendment Number 8 to Term Loan Agreement dated November 7, 2022, as amended modified by that certain Modification Agreement effective as of April 17October 6, 20202023, September 17and Amendment Number 9 to Term Loan Agreement dated December 8, 20202023 (all of the foregoing, January 29, 2021 and March 5, 2021 (as so amendedcollectively, the “Existing Purchase Loan Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Loan Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borroweramended by this Amendment, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to timeamended, the “Sale Agreement”). The Borrower may acquire restated, supplemented, waived, assigned, or otherwise modified from time to time additional Receivables and Related Assets from is referred to herein as the Originator pursuant “Loan Agreement”. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Sale Loan Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:.

PRELIMINARY STATEMENTS. A. The BorrowerBorrower and the purchasers party thereto (the “Purchasers”) have entered into that certain Securities Purchase Agreement, ADT and Mizuho dated as sole Purchaserof March 23, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties 2006 (as amended by that certain First Amendment to the Receivables Securities Purchase Agreement dated as of March 5 2020June 21, 2007, as further amended by that certain Letter Agreement, dated May 15, 2008, that certain Letter Agreement, dated July 31, 2009, and by that certain Letter Agreement, dated as of April 17the date hereof (the “2010 Letter Agreement”), 2020and as the same and each of the other transaction documents related thereto may be further amended, September 17restated, 2020supplemented or otherwise modified from time to time in accordance with the terms thereof, January 29or otherwise extended, 2021 and March 5, 2021 (as so amendedreplaced or refinanced, the “Existing Bluestem Securities Purchase Agreement” and collectively, the “Note Facility”), pursuant to which the Borrower issued, and the Purchasers purchased, $30,000,000 aggregate principal amount of the 13.00% Senior Subordinated Secured Notes originally due March 24, 2013 (as extended to November 21, 2013 pursuant to the 2010 Letter Agreement, the “Subordinated Notes”). In connection with the Note Facility, to secure all of the obligations of the Borrower to the Purchasers and the Notes Collateral Agent, the Borrower and the Notes Collateral Agent are concurrently herewith entering into that certain Third Amended and Restated Pledge and Security Agreement dated as of August 20, 2010 (as the same may be further amended, restated, supplemented or otherwise modified from time to time, or otherwise replaced, in accordance with the terms thereof, the “Bluestem Securities Security Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) granted to the Notes Collateral Agent on behalf of a security interest in the LendersNote Collateral (as defined below). The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale Bluestem Securities Security Agreement amends and Contribution restates that certain Second Amended and Restated Pledge and Security Agreement dated as of April 17June 21, 2020 2007 (as amended by the “Existing Sale Agreement”certain amendment dated as of July 31, 2009 and as the same may be further amended, restated, supplemented or otherwise modified from time to time, or otherwise replaced, in accordance with the terms thereof) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Notes Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:Agent.

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties Pursuant to the Receivables Purchase Agreement Credit Agreement, dated as of March 5 2020July 6, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2010 (as so amended, supplemented or otherwise modified prior to the Closing Date, the “Existing Purchase Credit Agreement”), pursuant among the Company, Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and the other lenders from time to which the Borrower has sold certain Receivables and Related Assets time party thereto (the “Existing Receivable PoolLenders”), the Existing Lenders agreed to make extensions of credit to the Company and its Subsidiaries on the terms and conditions set forth therein, including making loans (the “Existing Loans”) to the Collateral Agent Company and its Subsidiaries, and the L/C Issuer agreed to issue Letters of Credit to the Company and its Subsidiaries on behalf of the Lendersterms and conditions set forth therein. The Borrower acquired Company has requested that the Existing Receivable Pool from ADT as Credit Agreement be amended and restated in its entirety to become effective and binding on the Originator Company and its Subsidiaries pursuant to the Receivables Sale and Contribution Agreement dated as terms of April 17this Agreement, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish Lenders (including certain of the Existing Lenders) have agreed (subject to the terms of this Agreement) to amend and restate the Existing Purchase Credit Agreement in its entirety to read as set forth in this Agreement, and it has been agreed by the parties to the Existing Credit Agreement that (a) the commitments which the Existing Lenders have agreed to extend to the Borrowers under the Existing Credit Agreement shall be extended or advanced upon the amended and restated terms and conditions contained in this Agreement; and (b) the Existing Loans, all Letters of Credit (including the Existing Letters of Credit) and other Obligations (as defined in the form Existing Credit Agreement) outstanding under the Existing Credit Agreement shall be governed by and deemed to be outstanding under the amended and restated terms and conditions contained in this Agreement, with the intent that the terms of this Agreement to provide for shall supersede the sale by the Collateral Agent back to the Borrower terms of the Existing Receivable Pool Credit Agreement (including all Collections thereon)each of which shall hereafter have no further effect upon the parties thereto, other than for accrued and unpaid fees and expenses, and to provide for Loans that may be made from time to time indemnification obligations, if any, accrued and owing, under the terms of the Existing Credit Agreement on or prior to the Borrower at Closing Date or arising (in the Borrower’s request and at case of indemnification) under the discretion terms of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Credit Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, amend and restate the Existing Purchase Credit Agreement, and the Existing Credit Agreement is hereby amended and restated in its entirety, as follows:

PRELIMINARY STATEMENTS. The Borrower, ADT Holdings, Intermediate Parent, UBS AG, Stamford Branch, as Administrative Agent and Mizuho an L/C Issuer, UBS Loan Finance LLC, as sole PurchaserSwing Line Lender, Purchaser Credit Suisse Securities (USA) LLC, as Syndication Agent, Administrative Agentand Xxxxxx Brothers Inc., ArrangerCiticorp North America, Collateral Agent Inc. and Structuring Agent are parties to Deutsche Bank AG New York Branch, as Co-Documentation Agents, and the Receivables Purchase lenders party thereto (the “Original Lenders”) have previously entered into a Credit Agreement dated as of March 5 2020August 23, as 2006 (the “Original Credit Agreement”). The Original Credit Agreement was amended and restated as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2007 (as so amendedamended and restated, the “Existing Purchase First Amended and Restated Credit Agreement”) and further amended and restated as of May 23, 2007 (as so amended and restated, and as amended thereafter but prior to the Third Amendment and Restatement Effective Date, the “Second Amended and Restated Credit Agreement”). On the Third Amendment and Restatement Effective Date, pursuant (a) certain Existing Tranche B Dollar Term Loans have been converted to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator Extended Tranche B Dollar Term Loans pursuant to the Receivables Sale Third Amendment and Contribution Restatement Agreement, and all other Existing Tranche B Dollar Term Loans have been redesignated as Non-Extended Tranche B Dollar Term Loans, (b) certain Existing Euro Term Loans have been converted to Extended Euro Term Loans pursuant to the Third Amendment and Restatement Agreement, and all other Existing Euro Term Loans have been redesignated as Non-Extended Euro Term Loans, (c) certain Existing Synthetic L/C Commitments have been converted to Extended Synthetic L/C Commitments pursuant to the Third Amendment and Restatement Agreement dated (and, under such Commitments, on the Third Amendment and Restatement Effective Date, the Extended Synthetic L/C Lenders made Tranche S Term Loans with funds theretofore credited to their Existing Credit-Linked Deposits), and all other Existing Synthetic L/C Commitments have been redesignated as of April 17, 2020 Non-Extended Synthetic L/C Commitments and (d) the “Existing Sale Agreement”) between the Borrower Second Amended and the Originator. The parties hereto wish to amend Restated Credit Agreement has been amended and restate the Existing Purchase Agreement in its entirety restated in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower Agreement. The proceeds of the Existing Receivable Pool (including all Collections thereon)Term Loans have been used for the purposes set forth in the Original Credit Agreement or the Second Amended and Restated Credit Agreement, and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion as applicable. The proceeds of the Lenders, which Tranche S Term Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, made on the terms, Third Amendment and subject Restatement Effective Date have been deposited in the Tranche S Collateral Account to the conditions be applied as set forth herein. The proceeds of Revolving Credit Loans made on or after the Third Amendment and Restatement Effective Date will be used for working capital and other general corporate purposes of Holdings and its Subsidiaries, secured by, among other things, including the Pool Receivables financing of Permitted Acquisitions. Swing Line Loans and the Related AssetsLetters of Credit will be used for general corporate purposes of Holdings and its Subsidiaries. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties Pursuant to the Receivables Purchase Agreement Amended and Restated Credit Agreement, dated as of March 5 2020August 31, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2012 (as so amended, supplemented or otherwise modified prior to the Closing Date, the “Existing Purchase Credit Agreement”), pursuant among the Company, Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and the other lenders from time to which the Borrower has sold certain Receivables and Related Assets time party thereto (the “Existing Receivable PoolLenders”), the Existing Lenders agreed to make extensions of credit to the Company and its Subsidiaries on the terms and conditions set forth therein, including making loans (the “Existing Loans”) to the Collateral Agent Company and its Subsidiaries, and the L/C Issuer agreed to issue Letters of Credit to the Company and its Subsidiaries on behalf of the Lendersterms and conditions set forth therein. The Borrower acquired Company has requested that the Existing Receivable Pool from ADT as Credit Agreement be amended and restated in its entirety to become effective and binding on the Originator Company and its Subsidiaries pursuant to the Receivables Sale and Contribution Agreement dated as terms of April 17this Agreement, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish Lenders (including certain of the Existing Lenders) have agreed (subject to the terms of this Agreement) to amend and restate the Existing Purchase Credit Agreement in its entirety to read as set forth in this Agreement, and it has been agreed by the parties to the Existing Credit Agreement that (a) the commitments which the Existing Lenders have agreed to extend to the Borrowers under the Existing Credit Agreement shall be extended or advanced upon the amended and restated terms and conditions contained in this Agreement; and (b) the Existing Loans, all Letters of Credit (including the Existing Letters of Credit) and other Obligations (as defined in the form Existing Credit Agreement) outstanding under the Existing Credit Agreement shall be governed by and deemed to be outstanding under the amended and restated terms and conditions contained in this Agreement, with the intent that the terms of this Agreement to provide for shall supersede the sale by the Collateral Agent back to the Borrower terms of the Existing Receivable Pool Credit Agreement (including all Collections thereon)each of which shall hereafter have no further effect upon the parties thereto, other than for accrued and unpaid fees and expenses, and to provide for Loans that may be made from time to time indemnification obligations, if any, accrued and owing, under the terms of the Existing Credit Agreement on or prior to the Borrower at Closing Date or arising (in the Borrower’s request and at case of indemnification) under the discretion terms of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Credit Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, amend and restate the Existing Purchase Credit Agreement, and the Existing Credit Agreement is hereby amended and restated in its entirety, as follows:

PRELIMINARY STATEMENTS. The Borrower, ADT Holdings, Intermediate Parent, UBS AG, STAMFORD BRANCH, as Administrative Agent and Mizuho an L/C Issuer, UBS LOAN FINANCE LLC, as sole PurchaserSwing Line Lender, Purchaser CREDIT SUISSE SECURITIES (USA) LLC, as Syndication Agent, Administrative Agentand XXXXXX BROTHERS INC., ArrangerCITICORP NORTH AMERICA, Collateral Agent INC. and Structuring Agent are parties DEUTSCHE BANK AG NEW YORK BRANCH, as Co-Documentation Agents, and the lenders party thereto (the “Original Lenders”) have previously entered into a credit agreement, dated as of August 23, 2006 (the “Original Credit Agreement”) (which term shall, unless the context otherwise requires, include any amendment thereto prior to the Receivables Purchase Second Amendment and Restatement Effective Date (as defined below). Pursuant to Amendment No. 1 (“Amendment No. 1”) to the Original Credit Agreement, dated as of August 31, 2006, the Original Credit Agreement was amended. Pursuant to the Repricing Amendment Agreement dated as of March 5 2020, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 2007 among the Borrower, Holdings, Intermediate Parent, the Administrative Agent and March 5certain Original Lenders (the “Repricing Amendment Agreement”), 2021 the Original Credit Agreement was amended and restated in its entirety (as so amendedsuch amendment and restatement, the “Existing Purchase First Amended and Restated Credit Agreement”). The Borrower has requested that simultaneously with the consummation of the acquisition of all of the capital stock of Worldspan Technologies Inc. (“Worldspan”), from its existing shareholders (the “Worldspan Acquisition”), pursuant to which the Borrower has sold certain Receivables and Related Assets a merger agreement dated as of December 7, 2006 (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Worldspan Merger Agreement”) between entered into in connection therewith, (a) the Delayed Draw Term Lenders extend credit to the Borrower in the form of Delayed Draw Term Loans in an initial aggregate amount not to exceed the Delayed Draw Term Commitments of the Delayed Draw Term Lenders, (b) the Dollar Revolving Credit Lenders increase the Dollar Revolving Credit Facility by an initial aggregate Dollar Amount of $25,000,000, (c) the New Post-First Amendment and Restatement Synthetic L/C Lenders extend the OriginatorNew Post-First Amendment and Restatement Synthetic L/C Facility in an initial aggregate Dollar Amount of $25,000,000, which New Facilities shall have substantially identical terms and conditions as the Original Facilities and (d) the Euro Term Lenders consent to the changes to the Applicable Rate for Euro Term Loans set forth herein. The proceeds of the Delayed Draw Term Loans will be used to (i) finance the repayment of substantially all existing Indebtedness of Worldspan, including without limitation, the repayment in full of Worldspan Existing Credit Facilities, but excluding any Indebtedness set forth on Schedule 7.03(b), (ii) pay the consideration for the Worldspan Acquisition, and (iii) pay costs and expenses related to the Worldspan Transactions. Additionally, the Worldspan PIK Notes will be cancelled. The proceeds of Revolving Credit Loans made after the Worldspan Closing Date will be used for working capital and other general corporate purposes of Holdings and its Subsidiaries, including the financing of Permitted Acquisitions. Swing Line Loans and Letters of Credit will be used for general corporate purposes of Holdings and its Subsidiaries. The parties hereto wish to amend and restate the Existing Purchase First Amended and Restated Credit Agreement in its entirety in to (a) permit the form of this Agreement to Worldspan Acquisition and the other Worldspan Transactions, (b) provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool Delayed Draw Term Loans, (including all Collections thereon), and to c) provide for the increase in Revolving Credit Commitments, (d) provide for the increase in the Post-First Amendment and Restatement Synthetic L/C Commitments, (e) incorporate repricing provisions for the Euro Term Loans and (f) to make the other changes set forth herein. The parties hereto intend that may be made from time to time to (i) all Loans, Letters of Credit or other Credit Extensions outstanding under the Borrower at First Amended and Restated Credit Agreement (each as defined in the Borrower’s request First Amended and at the discretion Restated Credit Agreement) shall continue as Loans, Letters of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the BorrowerCredit or other Credit Extensions, as well as all other assets of the Borrowerapplicable, whether now existing or hereafter acquired. Concurrently with under this Agreement, (ii) all amounts owing by the Existing Sale Borrower under the First Amended and Restated Credit Agreement is being amended to any Person in respect of accrued and restated unpaid interest and fees on the Loans, Commitments and Letters of Credit (each as defined in its entirety the First Amended and Restated Credit Agreement) shall continue to be due and owing on such Loans, Commitments and Letters of Credit under this Agreement and (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant iii) any Person entitled to the Sale Agreement. The Borrower may from time benefits of Article III or Section 10.05 of the First Amended and Restated Credit Agreement shall continue to time request that the Lenders make Loans be entitled to the Borrower, on benefits of the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assetscorresponding provisions of this Agreement. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The BorrowerBorrowers, ADT MVWC, the Lenders, and Mizuho as sole Purchaserthe Administrative Agent have heretofore entered into that certain Credit Agreement, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties to the Receivables Purchase Agreement dated as of March 5 2020August 31, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2018 (as so amended, supplemented or otherwise modified prior to the date hereof, the “Existing Purchase Credit Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that same may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lendersfurther amended, which Loans shall be secured by the Existing Receivable Poolsupplemented, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended or otherwise modified from time to time, the “Sale Credit Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request Borrowers have requested that the Lenders make holding Initial Term Loans to (collectively, the Borrower, on the terms, and subject to the conditions set forth herein, secured by“Existing Term Lenders”), among other things, modify the Pool Receivables interest rates applicable to the Initial Term Loans outstanding under the Credit Agreement, which modifications shall be effected by the exchange of Initial Term Loans for Refinancing Term Loans otherwise having, except as otherwise provided in this Agreement, the same terms as the Initial Term Loans, on the terms and conditions set forth herein. Each Existing Term Lender executing and delivering a commitment (a “Refinancing Term Loan Commitment”) in substantially the Related Assetsform attached as Exhibit A hereto (or such other form as the Administrative Agent may approve) and electing the cashless settlement option therein (each such Lender in such capacity, a “Converting Lender” and, together with each other Person executing and delivering a Refinancing Term Loan Commitment, the “Refinancing Lenders”) shall be deemed to have exchanged the aggregate outstanding amount of its Initial Term Loans (or such lesser amount as the Lead Arrangers may allocate in connection with the syndication of the Refinancing Term Loans) under the Credit Agreement for an equal aggregate principal amount of 2019 Refinancing Term Loans (as defined below) under the Credit Agreement. The Borrowers have requested that the Lenders consent to certain other modifications to the Existing Credit Agreement as provided for herein. In consideration of the mutual premises and agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledgedherein contained, the parties hereto hereby covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties Pursuant to the Receivables Purchase Agreement Amended and Restated Credit Agreement, dated as of March 5 2020, as amended as of April 17, 2020, September 17, 2020, January October 29, 2021 and March 5, 2021 2010 (as so amended, supplemented or otherwise modified prior to the Closing Date, the “Existing Purchase Credit Agreement”), pursuant among the Borrowers, the various financial institutions from time to which time party thereto (collectively, the Borrower has sold certain Receivables “Existing Lenders”) and Related Assets the Administrative Agent, the Existing Lenders agreed to make extensions of credit to the Borrowers on the terms and conditions set forth therein, including making loans (the “Existing Receivable PoolLoans”) to the Collateral Agent on behalf of the LendersBorrowers. The Borrower acquired Company has requested that the Existing Receivable Pool from ADT as Credit Agreement be amended and restated in its entirety to become effective and binding on the Originator Borrowers pursuant to the Receivables Sale and Contribution Agreement dated as terms of April 17this Agreement, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish Lenders (including certain of the Existing Lenders) have agreed (subject to the terms of this Agreement) to amend and restate the Existing Purchase Credit Agreement in its entirety to read as set forth in this Agreement, and it has been agreed by the parties to the Existing Credit Agreement that (a) the commitments which the Existing Lenders have agreed to extend to the Borrowers under the Existing Credit Agreement shall be extended or advanced upon the amended and restated terms and conditions contained in this Agreement; and (b) the Existing Loans and other Obligations (as defined in the form Existing Credit Agreement) outstanding under the Existing Credit Agreement shall be governed by and deemed to be outstanding under the amended and restated terms and conditions contained in this Agreement, with the intent that the terms of this Agreement to provide for shall supersede the sale by the Collateral Agent back to the Borrower terms of the Existing Receivable Pool Credit Agreement (including all Collections thereon)each of which shall hereafter have no further effect upon the parties thereto, other than for accrued fees and expenses, and to provide for Loans that may be made from time to time indemnification provisions accrued and owing, under the terms of the Existing Credit Agreement on or prior to the Borrower at Closing Date or arising (in the Borrower’s request and at case of indemnification) under the discretion terms of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Credit Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The Borrower intends to acquire, directly or indirectly through one or more subsidiaries (the “Acquisition”), (i) all of the equity interests of Xxxxxx Xxxxxx Management, LLC (“KMR”) that are currently not owned, directly or indirectly, by the Borrower and (ii) all of the limited partnership interests of Xxxxxx Xxxxxx Energy Partners, L.P. (“KMP”) and El Paso Pipeline Partners, L.P. (“EPB”, and together with KMR and KMP, the “Acquired Entities”) that are not currently owned, directly or indirectly, by the Borrower. The Acquisition shall be consummated pursuant to (i) that certain Agreement and Plan of Merger, ADT and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties to the Receivables Purchase Agreement dated as of March 5 2020August 9, as amended as of April 172014, 2020by and among the Borrower, September 17EPB, 2020El Paso Pipeline GP Company, January 29, 2021 L.L.C. and March 5, 2021 E Merger Sub LLC (as so amended, the “Existing Purchase EPB Merger Agreement”), ) pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans EPB shall be secured by the Existing Receivable Pool, together with all Receivables surviving entity and Related Assets hereafter acquired by the Borrower, as well as all other assets a wholly-owned subsidiary of the Borrower, whether now existing or hereafter acquired. Concurrently (ii) that certain Agreement and Plan of Merger, dated as of August 9, 2014, by and among the Borrower, KMR, KMP, Kinder Xxxxxx X.X., Inc. and P Merger Sub LLC (the “KMP Merger Agreement”) pursuant to which KMP shall be the surviving entity and a wholly-owned subsidiary of the Borrower, and (iii) that certain Agreement and Plan of Merger, dated as of August 9, 2014, by and among the Borrower, KMR, and R Merger Sub LLC (the “KMR Merger Agreement” and, together with this the EPB Merger Agreement and the KMP Merger Agreement, the Existing Sale Agreement “Merger Agreements”) pursuant to which KMR shall be the surviving entity and a wholly-owned subsidiary of the Borrower. The Borrower intends to finance a portion of the cost of the Acquisition and the fees and expenses incurred in connection with the Acquisition (the “Transaction Costs”) and refinance certain indebtedness of the Borrower with (A) the proceeds of the issuance of up to $5,000,000,000 of debt securities by the Borrower (the “New Senior Notes”) or (B) if all or portion of the New Senior Notes are not issued on or prior to the time the Acquisition is being amended and restated consummated, the proceeds of up to $5,000,000,000 in its entirety borrowings under the Commitments (as so amended defined below) (the transactions set forth in this paragraph and restated and as it may be further amended from time to timethe immediately preceding two paragraphs, the “Sale AgreementTransactions”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:.

PRELIMINARY STATEMENTS. The (1) Holdings, the Borrower, ADT the Lenders party thereto from time to time and Mizuho as sole Purchaser, Purchaser Agent, the Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties party to the Receivables Purchase Agreement that certain First Lien Credit Agreement, dated as of March 5 2020August 3, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2015 (as so may be amended, restated, supplemented, waived or otherwise modified from time to time prior to the date hereof, the “Existing Purchase First Lien Credit Agreement”). (2) The Borrower has requested that the 2016 Refinancing Term B Lenders (as defined below) provide 2016 Refinancing Term B Loans (as defined below) in an aggregate principal amount of $915,750,000, as Refinancing Term Loans (as defined in the Existing First Lien Credit Agreement) pursuant to Section 2.21(j) of the Existing First Lien Credit Agreement. (3) On the Effective Date, each person that executes and delivers this Agreement as a 2016 Refinancing Term B Lender (as defined below) will make 2016 Refinancing Term B Loans (as defined below) to the Borrower in an aggregate principal amount equal to its 2016 Refinancing Term B Loan Commitment (as defined below), the proceeds of which will be used by the Borrower to repay in full the outstanding principal amount of Existing Term B Loans as of the Effective Date. (4) The Borrower has requested that the Incremental Term B Lenders (as defined below) provide, pursuant to Section 2.21(a) of the Existing First Lien Credit Agreement, Incremental Term B Loans (as defined below) in an aggregate principal amount of $83,000,000, the proceeds of which will be used to subsequently repay in full all amounts outstanding under the Second Lien Credit Agreement as of the Effective Date and to pay fees and expenses incurred in connection with the foregoing. (5) Each Incremental Term B Lender who executes and delivers this Agreement as an Incremental Term B Lender will make Incremental Term B Loans on the Effective Date to the Borrower has sold certain Receivables in an aggregate principal amount equal to its Incremental Term B Loan Commitment (as defined below). (6) With respect to the 2016 Refinancing Term B Loan Commitments and Related Assets the Incremental Term B Loan Commitments, Credit Suisse Securities (USA) LLC, UBS Securities LLC, RBC Capital Markets, Xxxxxx Xxxxxxx Senior Funding, Inc. and Deutsche Bank Securities 1 Inc. will act as the joint lead arrangers (in such capacity, the “Existing Receivable Pool2016 Refinancing Arrangers”) to the Collateral Agent on behalf of the Lendersand joint bookrunners. (7) The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17Administrative Agent, 2020 (the “Existing Sale Agreement”) between Holdings, the Borrower and the Originator. The parties Lenders party hereto wish (which Lenders constitute the Required Lenders) desire to amend and restate memorialize the Existing Purchase Agreement in its entirety in the form terms of this Agreement and to provide for make certain other changes set forth herein and in the sale Amended First Lien Credit Agreement (as defined below) by the Collateral Agent back to the Borrower amending and restating, in accordance with Section 9.08(b) of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this First Lien Credit Agreement, the Existing Sale First Lien Credit Agreement is being amended as set forth below, such amendment and restated in its entirety restatement to become effective at the Amendment Effective Time (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”defined below). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:.

PRELIMINARY STATEMENTS. Certain terms that are capitalized and used throughout this Agreement are defined in Exhibit I. References in the Exhibits hereto to the “Agreement” refer to this Agreement, as amended, supplemented or otherwise modified from time to time. The BorrowerSeller (i) desires to sell, ADT transfer and Mizuho assign an undivided percentage interest in a pool of receivables, and the Purchasers desire to acquire such undivided percentage interest, as sole Purchasersuch percentage interest shall be adjusted from time to time based upon, Purchaser Agentin part, Administrative Agentreinvestment payments that are made by such Purchasers and (ii) may, Arrangersubject to the terms and conditions hereof, Collateral Agent request that an LC Bank issue or cause the issuance of one or more Letters of Credit. This Agreement amends and Structuring Agent are parties to restates in its entirety, as of the Closing Date, the Receivables Purchase Agreement Agreement, dated as of March 5 202031, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2011 (as so amended, supplemented or otherwise modified prior to the date hereof, the “Existing Purchase Original Agreement”), among the Seller, the Servicer, the various conduit purchasers, related committed purchasers, LC participants and purchaser agents party thereto, Xxxxx, as the LC Bank, and the Administrator. In connection with the amendment and restatement of the Original Agreement, (i) Xxxxx, in each of its capacities, has terminated all of its rights and obligations under the Original Agreement and each of the other Transaction Documents pursuant to which that that certain Payoff Letter, dated as of the Borrower has sold certain Receivables and Related Assets date hereof (the “Existing Receivable PoolXxxxx Payoff Letter”), among Xxxxx, the Seller, the Servicer, the Administrator and each of the other parties thereto, and is no longer a party to the Original Agreement or any other Transaction Document, (ii) each of Credit Agricole Corporate and Investment Bank (“Credit Agricole”) to and Atlantic Asset Securitization LLC (“Atlantic”), in each of their respective capacities, has terminated all of its respective rights and obligations under the Collateral Agent on behalf Original Agreement and each of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator other Transaction Documents pursuant to the Receivables Sale and Contribution Agreement that that certain Payoff Letter, dated as of April 17, 2020 the date hereof (the “Existing Sale Credit Agricole Payoff Letter”), among Credit Agricole, Atlantic, the Seller, the Servicer, the Administrator and each of the other parties thereto, and neither Credit Agricole nor Atlantic is any longer a party to the Original Agreement or any other Transaction Document and (iii) the parties thereto desire that BNS and PNC, and each of BNS and PNC, by its execution and delivery of its signature to this Agreement hereby agrees to, each become an LC Bank. Notwithstanding the amendment and restatement of the Original Agreement by this Agreement, (i) the Seller and Servicer shall continue to be liable to each of the Indemnified Parties and Affected Persons for the fees and expenses payable by the Seller and/or Servicer, as applicable, which are accrued and unpaid under the Original Agreement on the date hereof (collectively, the “Original Agreement Outstanding Amounts”) between and all agreements to indemnify such parties in connection with events or conditions arising or existing prior to the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form effective date of this Agreement to provide for and (ii) the sale by the Collateral Agent back to the Borrower security interest in favor of the Existing Receivable Pool (including all Collections thereon), Administrator created under the Original Agreement shall remain in full force and to provide effect as security for Loans that may be made from time to time to such Original Agreement Outstanding Amounts until such Original Agreement Outstanding Amounts shall have been paid in full. Upon the Borrower at the Borrower’s request and at the discretion effectiveness of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant each reference to the Sale Original Agreement in any other document, instrument or agreement shall mean and be a reference to this Agreement. The Borrower may from time to time request that the Lenders make Loans Nothing contained herein, unless expressly herein stated to the Borrowercontrary, on is intended to amend, modify or otherwise affect any other instrument, document or agreement executed and/or delivered in connection with the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related AssetsOriginal Agreement. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The BorrowerEach Senior Lender has agreed, ADT and Mizuho as sole Purchasersubject to conditions set forth in the Senior Loan Agreement, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties to make loans to the Receivables Purchase Agreement dated as Borrower in the aggregate principal amount of March 5 2020, as amended as up to $2,000,000 (in the case of April 17, 2020, September 17, 2020, January 29, 2021 FBR) and March 5, 2021 $1,450,000 (as so amended, in the case of SAIL) (the “Existing Purchase AgreementSenior Loan”), pursuant to which the Borrower has sold certain Receivables an Amended and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale Restated Senior Loan and Contribution Security Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended amended, modified, restated, consolidated or supplemented, from time to time, the “Sale Senior Loan Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:of July 23, 2004, amending and restating the senior loan agreement, dated December 12, 2003, under which FBR was the sole senior lender (the “Original Senior Loan Agreement”) between the Senior Lenders and the Borrower, and acknowledged and agreed to by each Subordinated Lender, and evidenced by senior secured notes (the “Senior Secured Notes”). Each Subordinated Lender has agreed, subject to conditions set forth in the Amended and Restated Subordinated Loan Agreement, to make loans (together, the “Subordinated Loan”) to the Borrower in the aggregate principal amount of up to $450,000, pursuant to an Amended and Restated Subordinated Loan and Security Agreement, amended and restated as of July 23, 2004, amending and restating the subordinated loan agreement, dated December 12, 2003 (as amended, modified, restated, consolidated or supplemented, from time to time, the “Subordinated Loan Agreement,” and, together with the Senior Loan Agreement, the “Loan Agreements”), among the Subordinated Lenders, the Borrower, and the Senior Lenders, and which Subordinated Loan is evidenced by four separate subordinated secured notes payable by the Borrower to the Subordinated Lenders (the “Subordinated Notes”). Pursuant to the Loan Agreements, the Borrower granted to the Senior Lender and to the Subordinated Lenders certain Collateral (as defined in each of the Loan Agreements). The parties desire to enter into this Amended and Restated Intercreditor and Subordination Agreement with respect to the exercise of certain rights, remedies and options by the respective parties hereto under the above described documents and the agreements related thereto, to amend and restate the Intercreditor and Subordination Agreement, dated as of December 12, 2003, entered into in connection with the Original Senior Loan Agreement.

PRELIMINARY STATEMENTS. The Borrower, ADT Borrower and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent the Parent are party to that certain Third Amended and Structuring Agent are parties to the Receivables Purchase Restated Credit Agreement dated as of March 5 20205, 2020 among the Borrower, the Parent, the lenders party thereto, and Bank of America, N.A., as administrative agent (as amended by the First Amendment to Third Amended and Restated Credit Agreement dated as of April 17December 27, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 (as so amended2022, the “Existing Purchase Credit Agreement”), pursuant to which the Borrower has sold amended and restated that certain Receivables Second Amended and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Restated Credit Agreement dated as of April 17March 3, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by 2016 among the Borrower, the Parent, the lenders party thereto, and Bank of America, N.A., as well administrative agent (as all other assets amended by the First Amendment to Second Amended and Restated Credit Agreement dated as of May 1, 2017), which amended and restated that certain Amended and Restated Credit Agreement dated as of January 5, 2012 among the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreementthe Parent, the Existing Sale lenders party thereto, and Bank of America, N.A., as administrative agent (as amended by the First Amendment to Amended and Restated Credit Agreement is being dated as of August 1, 2012 and the Second Amendment to Amended and Restated Credit Agreement dated as of May 9, 2014), which amended and restated in its entirety that certain Credit Agreement dated as of June 26, 2009 among the Borrower, the Parent, the lenders party thereto, and Bank of America, N.A., as administrative agent (as so amended and restated and by the First Amendment to Credit Agreement dated as it may be further amended from time to timeof March 9, 2010, the “Sale Original Credit Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request has requested that the Lenders make Loans amend and restate the Existing Credit Agreement and the Lenders have indicated their willingness to the Borrower, do so on the terms, terms and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho Borrowers requested that the Lenders under this Agreement as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties of the Closing Date (such agreement as in effect immediately prior to the Receivables Purchase Agreement dated as of March 5 2020, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 (as so amended2018 Refinancing Amendment Effective Date, the “Existing Purchase Credit Agreement”) extend credit to the Borrowers in the form of (i) Term B Loans (as this and other capitalized terms used in these preliminary statements are defined in Section 1.01 below) on the Closing Date in an aggregate principal amount of $700,000,000 and (ii) Revolving Credit Commitments in an aggregate principal amount of $375,000,000. The Revolving Credit Commitments permit the making of Revolving Credit Loans, Swing Line Loans and the issuance of Letters of Credit from time to time. The proceeds of the Term B Loans, together with the proceeds of the Senior Notes, were used by the Borrowers on the Closing Date to (i) repay in full all indebtedness outstanding under the Credit Agreement (other than any cashless settlement pursuant to Section 1.14, which shall be effected in accordance with the terms thereof), pursuant to which dated as of May 5, 2015, among the Borrower has sold certain Receivables and Related Assets Lead Borrower, Deutsche Bank AG New York Branch, as administrative agent (the “Existing Receivable PoolAgent”), and each lender from time to time party thereto (as amended, supplemented and/or modified from time to time in accordance with the terms thereof prior to the date hereof, and including all annexes and schedules thereto, the “2015 Credit Agreement”) and terminate and release all commitments, security interests and guarantees in connection therewith, it being understood that any Secured Hedge Agreements, Treasury Services Agreements, letters of credit, bank guarantees and similar accommodations outstanding under the 2015 Credit Agreement remained outstanding to the Collateral Agent extent continued under this Existing Credit Agreement as Existing Secured Hedge Agreements, Existing Treasury Services Agreements, or Existing Letters of Credit (as the case may be) or, in the case of such letters of credit, bank guarantees and similar accommodations that are not continued under this agreement as Existing Letters of Credit, otherwise cash collateralized or backstopped by one or more Letters of Credit issued on behalf the Closing Date, (ii) either (x) redeem or repay in full all of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale outstanding 6.750% Dollar Notes due 2022 and Contribution Agreement 6.375% Euro Notes due 2022, in each case, issued under that certain indenture, dated as of April 17May 5, 2020 2015 (the “Existing Sale AgreementSenior Notes Indenture”) between ), among the Lead Borrower, the Co-Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in Bank of New York Mellon, acting through its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon)London Branch, and to provide for Loans that may be made as trustee, as amended and/or supplemented from time to time in accordance with the terms thereof prior to the Borrower at date hereof (the Borrower’s request and at “Existing Senior Notes”) or (y) provide notice for the discretion redemption or repayment of all of the Lenders, which Loans shall be secured by Existing Senior Notes and deposit proceeds sufficient to redeem or repay in full the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:Senior

PRELIMINARY STATEMENTS. The BorrowerSeller Parties, ADT certain Financial Institutions, certain Conduits and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring the Agent are parties to that certain Amended and Restated Receivables Purchase Agreement, dated as of May 21, 2004, as amended by the Omnibus Amendment and Reaffirmation of Performance Guaranty, dated as of August 18, 2004, as further amended by the Omnibus Limited Waiver and Second Omnibus Amendment and Reaffirmation of Performance Guaranty, dated as of September 24, 2004, as further amended by Amendment No. 3 to Amended and Restated Receivables Purchase Agreement and Confirmations of Transfers, dated as of March 5 2020September 30, 2004, as further amended by Amendment No. 4 to Amended and Restated Receivables Purchase Agreement, dated as of April 17February 3, 20202005, as further amended by Amendment No. 5 to Amended and Restated Receivables Purchase Agreement, dated as of September 17, 2020, January 29, 2021 2005, as further amended by Amendment No. 6 to Amended and March 5Restated Receivables Purchase Agreement, 2021 dated as of September 28, 2006, and as further amended by Amendment No. 7 to Amended and Restated Receivables Purchase Agreement, dated as of October 13, 2006 (such agreement, as so amended, the “Existing Purchase Original Agreement”), . Seller has transferred and assigned pursuant to which the Borrower has sold certain Receivables Original Agreement, and Related Assets (the “Existing Receivable Pool”) desires to continue to transfer and assign Purchaser Interests to the Collateral Purchasers from time to time. Each Conduit may, in its absolute and sole discretion, purchase the Purchaser Interests from Seller from time to time. SECOND AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT In the event that any Conduit declines to make any purchase, such Conduit’s Related Financial Institution(s) will, at the request of Seller, purchase Purchaser Interests that such Conduit declined to purchase from time to time. JPMorgan has been requested and is willing to act as Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 (the “Existing Sale Agreement”) between the Borrower Conduits and the OriginatorFinancial Institutions in accordance with the terms hereof. The parties hereto wish now desire to amend and restate the Existing Purchase Original Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, read as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables and the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:.

PRELIMINARY STATEMENTS. The BorrowerCity of Lawrence, ADT Kansas (the "City") created the Downtown 2000 TIF District (the "District"), as set forth in that certain Agreement for Construction of Parking Garage and Mizuho as sole PurchaserConcerning Downtown Development dated September 18, Purchaser Agent2000 between the City and 9-10, Administrative AgentL.C., Arrangera Kansas limited liability company ("9-10"). Borrower purchased certain property described on Exhibit A attached hereto ("Property"), Collateral Agent within the District from 9-10 and Structuring Agent are parties incurred certain costs and expenses in connection with the construction of public infrastructure and other improvements to the Receivables Purchase Agreement dated as of March 5 2020, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 (as so amended, the “Existing Purchase Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets Property (the “Existing Receivable Pool”) "Project"). Pursuant to the Collateral Agent on behalf terms of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution that certain Incentive Agreement dated as of April 174, 2020 2012, between the City and the Borrower (the “Existing Sale "Incentive Agreement”) between "), the City agreed to reimburse the Borrower for such costs and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back expenses related to the Project. Lender and Borrower are parties to a Amended and Restated Business Loan Agreement dated of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety even date (as so amended and amended, restated and as it may be further amended or modified from time to time, the “Sale "Loan Agreement”") pursuant to which Xxxxxx made a term loan to Borrower in the original principal amount of $8,300,000 (the "Loan"). The , which Loan is evidenced by that certain Amended and Restated Promissory Note dated of even date herewith, executed by Borrower may acquire and payable to Lender in the original principal amount of the Loan (as amended, restated, extended, renewed or modified from time to time additional Receivables and Related Assets from time, the Originator pursuant "Note"). As a condition to the Sale Agreement. The extension of the Loan, Lender requires that Borrower may from time assign its rights under the Incentive Agreement and other documents and agreements relating thereto to time request that the Lenders make Loans Lender with respect to the Property and/or the Project to be exercised by Lender in the event of Borrower's default under the Loan Agreement or the other Loan Documents (as defined in the Loan Agreement) and that Borrower certify as to certain matters respecting the Incentive Agreement, on the terms, and subject to the conditions all as further set forth herein. Unless otherwise noted below, secured by, among other things, capitalized terms used in this Agreement but not defined in this Agreement shall have the Pool Receivables and meanings ascribed to them in the Related Assets. In consideration of the mutual agreements, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:Loan Agreement.

PRELIMINARY STATEMENTS. The Borrower, ADT and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent 1. Borrowers are parties to the Receivables Purchase that certain Amended and Restated Credit Agreement dated as of October 12, 2007 (as modified by that certain letter agreement dated as of December 14, 2007, as amended by that certain First Amendment to Amended and Restated Credit Agreement and Waiver dated as of January 8, 2008, as amended by that certain Second Amendment to Amended and Restated Credit Agreement dated as of February 1, 2008, as amended by that certain Third Amendment to Amended and Restated Credit Agreement dated as of March 5 202010, 2008, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 by that certain Fourth Amendment to Amended and March 5, 2021 (as so amended, the “Existing Purchase Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Restated Credit Agreement dated as of April 17July 10, 2020 (the “Existing Sale Agreement”) between the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower2008, as well amended by that certain Fifth Amendment to Credit Agreement dated as all other assets of the BorrowerOctober 31, whether now existing or hereafter acquired. Concurrently with this Agreement2008, the Existing Sale as modified by that certain Assignment and Acceptance Agreement is being referenced below and as further amended and restated in its entirety (as so amended and restated and as it may be further amended modified from time to time, the “Sale Pre-Petition Senior Credit Agreement”). ) among the Borrowers, The Borrower may acquire CIT Group/Business Credit, Inc., as administrative agent and collateral agent (in such capacity, the “Pre-Petition Senior Agent”) and the lenders from time to time additional Receivables and Related Assets from party thereto (collectively, the Originator pursuant “Pre-Petition Senior Lenders”). Pursuant to the Sale Pre-Petition Senior Credit Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Pool Receivables Pre-Petition Senior Lenders originally agreed, upon certain terms and the Related Assets. In consideration of the mutual agreementsconditions, provisions and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Dateto make revolving loans to Borrowers in a total amount, subject to a borrowing base, of up to $25,000,000. The outstanding balance under the satisfaction Pre-Petition Senior Credit Agreement plus all related indebtedness and obligations arising thereunder shall be referred to as the “Pre-Petition Senior Obligations.” Pursuant to that certain Assignment and Acceptance Agreement dated as of December 12, 2008, D. E. Shaw assumed the conditions precedent set forth in Section 5.01roles of “Administrative Agent” and “Collateral Agent” under the Pre-Petition Senior Credit Agreement and D.E. Shaw Laminar Portfolios, L.L.C. purchased the Existing Purchase Agreement is amended and restated as follows:outstanding Indebtedness owed to the Pre-Petition Senior Lenders under the Pre-Petition Senior Credit Agreement.

PRELIMINARY STATEMENTS. The BorrowerBorrower has entered into that certain Separation and Distribution Agreement, ADT and Mizuho as sole Purchaser, Purchaser Agent, Administrative Agent, Arranger, Collateral Agent and Structuring Agent are parties to the Receivables Purchase Agreement dated as of March 5 2020September 22, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 2021 2016 (as so amended, the “Existing Purchase Transaction Agreement”), between the Borrower and Honeywell International Inc., a Delaware corporation (“Honeywell”). Pursuant to the Transaction Agreement, Honeywell shall undertake a series of transactions pursuant to which the assets and liabilities of the AdvanSix Business (as defined in the Transaction Agreement) and the equity interests of certain direct and indirect Subsidiaries of Honeywell shall be contributed or otherwise transferred to the Borrower has sold certain Receivables and Related Assets or its Subsidiaries (the “Existing Receivable PoolContribution”) ), and the equity interests of the Borrower shall be distributed to the Collateral Agent on behalf shareholders of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Agreement dated as of April 17, 2020 Honeywell (the “Existing Sale AgreementDistribution”) between ), immediately after which, the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool shall constitute a separate company (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to timecollectively, the “Sale AgreementSpin-Off”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant Prior to the Sale Agreementconsummation of the Spin-Off, the Borrower will borrow certain amounts under the Facilities (as hereinafter defined) on the Closing Date on the terms and conditions provided herein. The Following the initial funding of the Facilities on the Closing Date, the Borrower may from time shall pay a dividend to time request that Honeywell (the “Honeywell Dividend”). Accordingly, the Borrower has requested, and the Lenders make Loans have agreed, to the Borrower, on the terms, and extend credit subject to the conditions set forth hereinherein in the form of (a) Term A Loans (as hereinafter defined) in an aggregate principal amount of $270,000,000 to the Borrower as provided herein and (b) Revolving Credit Loans (as hereinafter defined) in an aggregate principal amount of up to $155,000,000 to the Borrower as provided herein and ending on the Maturity Date (as hereinafter defined) of which, secured byat any time, among other thingsnot more than (i) $25,000,000 in aggregate principal, notional or stated amount may be in the Pool Receivables form of L/C Credit Extensions (as hereinafter defined) provided by the L/C Issuers (as hereinafter defined), and (ii) $20,000,000 in aggregate principal amount may be in the Related Assetsform of Swing Line Loans (as hereinafter defined) provided by the Swing Line Lenders (as hereinafter defined). In consideration of the mutual agreements, provisions covenants and covenants agreements herein contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, and subject to the satisfaction of the conditions precedent set forth in Section 5.014.01, the Existing Purchase Agreement is amended Lenders and restated each L/C Issuer are willing to extend such credit to the Borrower. Accordingly, the parties hereto agree as follows:

PRELIMINARY STATEMENTS. (1) The BorrowerLoan Parties, ADT and Mizuho as sole Purchaser, Purchaser Agent, the Administrative Agent, Arranger, Collateral Agent and Structuring Agent the other agents and lenders party thereto are parties to the Receivables Purchase Agreement dated as of March 5 2020, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 Second Amended and March 5, 2021 (as so amended, the “Existing Purchase Agreement”), pursuant to which the Borrower has sold certain Receivables and Related Assets (the “Existing Receivable Pool”) to the Collateral Agent on behalf of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant to the Receivables Sale and Contribution Restated Term Loan Credit Agreement dated as of April 173, 2020 2007 (as modified by that certain Incremental Assumption Agreement, dated as of February 8, 2013, that certain Incremental Assumption Agreement, dated as of January 6, 2014, that certain Incremental Assumption Agreement and Amendment, dated as of October 1, 2015, that certain Incremental Assumption Agreement and Amendment, dated as of June 15, 2016, that certain Incremental Assumption Agreement, dated as of January 19, 2017, that certain Incremental Assumption Agreement, dated as of February 10, 2017 and that certain Incremental Assumption Agreement, dated as of August 10, 2017 (collectively, the “Existing Sale "Prior Incremental Assumption Agreements"), the "Credit Agreement”) between "). Capitalized terms not otherwise defined in this Agreement have the Borrower and the Originator. The parties hereto wish to amend and restate the Existing Purchase Agreement in its entirety same meanings as specified in the form Credit Agreement. (2) The Borrower has requested that the Initial Term O Lender provide an Incremental Term Loan Commitment (and Incremental Term Loans consisting of this Agreement to provide for Other Term Loans) in the sale by amount of $900,000,000.00 (such commitment, the Collateral Agent back to "Term O Loan Commitment" and such Incremental Term Loans, the Borrower of the Existing Receivable Pool (including all Collections thereon"Term O Loans"), and the Initial Term O Lender is willing to provide for Loans that may be made from time to time the Term O Loan Commitment and Term O Loans, subject in each case to the Borrower at the Borrower’s request terms and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things. (3) The Borrower has requested that the Initial Term P Lender provide an Incremental Term Loan Commitment (and Incremental Term Loans consisting of Other Term Loans) in the amount of $814,375,000.00 (such commitment, the Pool Receivables "Term P Loan Commitment" and such Incremental Term Loans, the "Term P Loans"), and the Related AssetsInitial Term P Lender is willing to provide the Term P Loan Commitment and Term P Loans, subject in each case to the terms and conditions set forth herein. In consideration (4) The Loan Parties, the Initial Term O Lender, the Initial Term P Lender and the Administrative Agent are entering into this Agreement in order to evidence the Term O Loan Commitment and Term O Loans and the Term P Loan Commitment and Term P Loans in accordance with Section 2.21 of the mutual agreements, provisions Credit Agreement. SECTION 1. New Commitments and covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows:New Loans 1

PRELIMINARY STATEMENTS. The On the Initial Restatement Date, the Borrower entered into that certain Amended and Restatedthe 2017 Credit Agreement, dated as of February 1, 2016 (as amended, restated, amended and restated or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement”) among the Borrower, ADT and Mizuho the several Lenders from time to time party thereto, Bank of America, N.A., as sole Purchaser, Purchaser Agent, Administrative Agent, ArrangerSwing Lender and L/C Issuer, Collateral Agent and Structuring Agent are parties the other agents party thereto (as defined below), under which the Lenderslenders party thereto made or continued, as applicable, (i) Term A Loans in an initial aggregate principal amount of $295,500,000500,000,000 (the “Initial 2017 Term A Loans”), (ii) Tranche A-1 Term Loans in an initial aggregate principal amount of $190,000,000900,000,000 (the “Initial 2017 A-1 Term Loans”), and (iii) Tranche A-2 Term Loans in an initial aggregate principal amount of $1,025,000,000 (the “Initial Tranche A-2 Term Loans”, and together with the Initial A-1 Term Loans, the “Initial Tranche A-1 Term Loans”), and (iv) available Revolving Credit Commitments in an initial aggregate principal amount of $900,000,000750,000,000 (collectively, the “Existing 2017 Credit Facilities”). The Revolving Credit Facility included one or more Swing Line Loans and one or more Letters of Credit from time to the Receivables Purchase Agreement time. Pursuant to that certain Amendment No. 3, dated as of March 5 2020, as amended as of April 17, 2020, September 17, 2020, January 29, 2021 and March 5, 26 2021 (as so amended, the “Existing Purchase AgreementAmendment No. 3”), pursuant by and among the Borrower, the Guarantors party thereto, the Administrative Agent, the L/C Issuer party thereto and the Lenders party thereto, the The parties heretothereto have agreed to which the Borrower has sold certain Receivables amend and Related Assets restate thatthe Existing Credit Agreement (the “Existing Receivable Pool”as defined below) to the Collateral Agent on behalf provide for (a) an amendment and extension of the Lenders. The Borrower acquired the Existing Receivable Pool from ADT as the Originator pursuant Credit Facilities and (b) certain other amendments to the Receivables Sale and Contribution Agreement dated terms hereof as of April 17, 2020 (the “Existing Sale Agreement”) between agreed by the Borrower and the Originator. The parties Lenders party hereto wish to amend and restate the Existing Purchase Agreement in its entirety in the form of this Agreement to provide for the sale by the Collateral Agent back to the Borrower of the Existing Receivable Pool (including all Collections thereon), and to provide for Loans that may be made from time to time to the Borrower at the Borrower’s request and at the discretion of the Lenders, which Loans shall be secured by the Existing Receivable Pool, together with all Receivables and Related Assets hereafter acquired by the Borrower, as well as all other assets of the Borrower, whether now existing or hereafter acquired. Concurrently with this Agreement, the Existing Sale Agreement is being amended and restated in its entirety (as so amended and restated and as it may be further amended from time to time, the “Sale Agreement”). The Borrower may acquire from time to time additional Receivables and Related Assets from the Originator pursuant to the Sale Agreement. The Borrower may from time to time request that the Lenders make Loans to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, . Capitalized terms used in the Pool Receivables Preliminary Statements and not defined herein shall have the Related Assetsmeanings specified in Section 1.01. In consideration of the mutual agreements, provisions covenants and covenants contained herein, the sufficiency of which is hereby acknowledgedagreements herein contained, the parties hereto covenant and agree that as of the Closing Date, subject to the satisfaction of the conditions precedent set forth in Section 5.01, the Existing Purchase Agreement is amended and restated as follows: