Ratification of Credit Agreement. Each of the Loan Parties hereby acknowledges and consents to the terms set forth herein and agrees that this Agreement does not impair, reduce or limit any of its obligations under the Loan Documents as amended hereby.

Amendments to Credit Agreement. Upon and subject to the satisfaction of the conditions precedent set forth in Section 2 below, the Credit Agreement shall be and hereby is amended as follows:

The provisions of Article I of the Credit Agreement are hereby amended as follows:

Amendments to Credit Agreement. Effective upon the Seventh Amendment Effective Date (as defined in Section 3 below):

New Bank Credit Agreement. The Company has furnished to the Noteholders a true and complete copy of the New Bank Credit Agreement, and except as so furnished to the Noteholders, there have been no amendments to the New Bank Credit Agreement; and

As of the Third Amendment Effective Date, subject to the satisfaction of the conditions precedent set forth in Section 2.1, the Credit Agreement (including certain Exhibits and Schedules thereto) is hereby amended as set forth in Annex A hereto. In Annex A, deletions of text are indicated by struck-through text, and insertions of text are indicated by bold double-underlined text.

Reaffirmation of Credit Agreement. The Credit Agreement and the obligations of the Loan Parties thereunder and under the other Loan Documents, are hereby ratified and confirmed and shall remain in full force and effect according to their terms. This Amendment is a Loan Document.

Credit Agreement Schedules and Exhibits. [[Organization B:Organization]] shall have received supplemental Schedules to this Agreement reflecting the relevant information regarding the Applicant Borrower;

vi

New definitions of Alternative Interest Rate Amendment, Alternative Interest Rate Election Event and Third Amendment Effective Date are added to Section 1.1 of the Credit Agreement in alphabetical order to read as follows: