Agreement to Guarantee. The Guaranteeing Subsidiary hereby agrees to provide an unconditional Guarantee on the terms and subject to the conditions set forth in the Indenture including but not limited to [Article 10] thereof.

Agreement to Guarantee. The Guaranteeing Subsidiary hereby agrees to provide an unconditional Guarantee on the terms and subject to the conditions set forth in the Indenture including but not limited to [Article 10] thereof.

Guarantee Agreement. The Guarantee Agreement shall have been duly executed and delivered by each Loan Party that is to be a party thereto and shall be in full force and effect.

Credit Agreement; Guarantee Agreement. The Administrative Agent shall have received # this Agreement, executed and delivered by the Administrative Agent, Holdings, the Borrower and each Person listed on [Schedule 1].1A (which, subject to [Section 10.8(b)], may include any Electronic Signatures), and # the Guarantee Agreement, executed and delivered by Holdings, the Borrower and each Subsidiary Guarantor.

Credit Agreement; Guarantee Agreement. The Administrative Agent shall have received # this Agreement, executed and delivered by the Administrative Agent, Holdings, the Borrower and each Person listed on [Schedule 1].1A (which, subject to Section 10.8(b), may include any Electronic Signatures), and # the Guarantee Agreement, executed and delivered by Holdings, the Borrower and each Subsidiary Guarantor.

Credit Agreement; Guarantee Agreement. The Administrative Agent shall have received # this Agreement, executed and delivered by the Administrative Agent, Holdings, the Borrowers and each Person listed on [Schedule 1].1A, and # the Guarantee Agreement, executed and delivered by Holdings, the Borrowers and each Subsidiary Guarantor.

Restated Guarantee Agreement. The Administrative Agent shall have signed a counterpart of the Restated Guarantee Agreement, and the Administrative Agent or its counsel shall have received from Parent and each Designated Subsidiary either # a counterpart of the Restated Guarantee Agreement signed on behalf of such party or # written evidence reasonably satisfactory to the Administrative Agent (which may include facsimile transmission or other electronic imaging, including DocuSign, of a signed signature page of the Restated Guarantee Agreement) that such party has signed a counterpart of the Restated Guarantee Agreement.

Guarantee. Guarantee or otherwise become in any way liable with respect to the obligations of any third Person where the payment of such obligation would have a material adverse effect on the financial condition of Borrower, except by endorsement of instruments or items of payment for deposit to the account of Borrower or which are transmitted or turned over to Lender.

Guarantee. By executing and delivering this Assumption Agreement, the Additional Guarantor, as provided in [Section 5(m)] of the Guarantee, hereby becomes a party to the Guarantee as a Guarantor thereunder with the same force and effect as if originally named therein as a Guarantor and, without limiting the generality of the foregoing, hereby expressly assumes all obligations and liabilities of a Guarantor thereunder. The information set forth in [Annex 1] hereto is hereby added to the information set forth in [Schedule 1] to the Guarantee. The Additional Guarantor hereby represents and warrants that each of the representations and warranties contained in Section 3 of the Guarantee is true and correct on and as the date hereof as to such Additional Guarantor (after giving effect to this Assumption Agreement) as if made on and as of such date.

Guarantee. The Guarantor hereby, irrevocably and unconditionally, guarantees to the Secured Parties the payment of the Guaranteed Obligations as and when such Guaranteed Obligations are due and payable, whether by lapse of time, by acceleration of maturity or otherwise. “Guaranteed Obligations” means the # the full amount of the Obligations then due and payable, and whether for principal, interest, reimbursement obligations, fees, expenses or otherwise, and interest accruing thereon following the commencement of any bankruptcy, insolvency, reorganization, receivership or similar proceeding under any state or federal bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally (each, an “Insolvency Proceeding”) by or against a Loan Party at the applicable rate specified for the advances in the Loan and Servicing Agreement, whether or not such interest is allowed as a claim in such Insolvency Proceeding and # all losses, fees, costs and expenses (including, all court costs and reasonable attorneys’ and paralegals’ fees, costs and expenses) paid or incurred by the Secured Parties in # endeavoring to collect all or any part of the Obligations from, or in prosecuting any action against, a Loan Party relating to the Loan and Servicing Agreement, the other Transaction Documents or the transactions contemplated thereby, # taking any action with respect to any collateral securing the Obligations or the Guarantor’s obligations and # preserving, protecting or defending the enforceability of, or enforcing, this Agreement or the Secured Parties’ rights or remedies under this Agreement or applicable law, together with interest on such losses, fees, costs and expenses from the date of demand under this Agreement until paid in full at the applicable rate specified for the advances in the Loan and Servicing Agreement.