The Borrowers have requested that the Lenders provide a credit facility for the purposes set forth herein, and the Lenders are willing to do so on the terms and conditions set forth herein.

Schedule # Commitments and Applicable Percentages

SCHEDULE #(A) Unrestricted Subsidiaries

1-1 AMP Productivity Initiative

SECTION # Acknowledgement Regarding Any Supported QFCs.

Acknowledgement. The Company acknowledges that the changes to the Executive’s compensation herein, reflect a significant waiver of potential compensation by the Executive being made as an accommodation to the Company. Accordingly, and without any assurances, the Company will consider these accommodations in any future negotiation or grant of equity compensation to the Executive and agrees that discussion on a new contract will occur in 2020.

Acknowledgement. The Participant acknowledges and agrees that his or her adherence to the foregoing requirements will not prevent him or her from engaging in his or her chosen occupation and earning a satisfactory livelihood following the termination of his or her service with the Company Group.

Acknowledgement. Each of the Parties acknowledges and agrees on its own behalf and on behalf of any of its Affiliates, that the transactions contemplated by this Agreement do not violate public policy and agrees to waive on such Party’s own behalf and on behalf of any of such Party’s

Acknowledgement. The Purchaser understands that he or she is purchasing the Shares pursuant to the terms and conditions of the Plan and the Stock Option Agreement, copies of which the Purchaser has read and understands.

Acknowledgement. Director acknowledges that neither the Company nor any of the Company’s affiliates, officer, members, employees, agents or representatives has provided or is providing the undersigned with tax advice regarding the receipt and ownership of the Shares subject to this Agreement and the Plan or any other matter, and the Company has urged the Director to consult with his own tax advisor with respect to the income taxation consequences of receiving, holding and disposing of the Shares subject to this Agreement and the Plan.