The Existing Credit Agreement is amended in its entirety to delete the stricken text (indicated textually in the same manner as the following example: stricken text or stricken text) and to add the bold and double-underlined text (indicated textually in the same manner as the following example: double-underlined text or double-underlined text), in each case, as set forth on the pages of the Existing Credit Agreement in the form of Annex A attached hereto (the Existing Credit Agreement, as so amended, the “Amended Credit Agreement”).

Effective as of the Amendment Closing Date, # the Existing Credit Agreement is hereby amended by this Agreement and for ease of reference restated (after giving effect to this Agreement) in the form of [Schedule A] hereto, and # the reference to “Eurodollar Rate Loans” in [Exhibit 2.02] to the Existing Credit Agreement is hereby amended to read “[Term SOFR Loans][CDOR Rate Loans]”. Except as expressly set forth above and therein, all Schedules and Exhibits to the Existing Credit Agreement will continue in their present forms.

Termination of Existing Credit Agreement. Receipt by the Domestic Administrative Agent of evidence that the Existing Credit Agreement has been terminated.

Credit Agreement and Other Documents. [[Organization B:Organization]] shall have received this Agreement and each Other Document duly executed and delivered by an authorized officer of each Loan Party and any third parties, as applicable (including, without limitation, all original stock certificates or other certificates evidencing the Subsidiary Stock and appropriate transfer powers with respect thereto);

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

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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:

Termination of the Credit Agreement. Delshah and Judo hereby terminate immediately, for mutual convenience, the Credit Agreement and any amendments thereto. Effective immediately upon execution of this Termination Agreement, neither party shall have (except as otherwise expressly set forth in Sections 4 and 5 below) any obligation, responsibility, or liability to the other party for any reason whatsoever in connection with the Credit Agreement.

Credit Agreement and Loan Documents. The Lender (or its counsel) shall have received # from each party hereto either # a counterpart of this Agreement signed on behalf of such party or # written evidence satisfactory to the Lender (which may include fax or other electronic transmission of a signed signature page of this Agreement) that such party has signed a counterpart of this Agreement and # duly executed copies of the Loan Documents and such other certificates, documents, instruments and agreements as the Lender shall reasonably request in connection with the transactions contemplated by this Agreement and the other Loan Documents, including a written opinion of the Borrower’s counsel, addressed to the Lender in form and substance reasonably satisfactory to the Lender.

Amendments to the Credit Agreement. The Credit Agreement is amended as follows: