[Section 5.02(a)(vii)] of the Credit Agreement is hereby amended by deleting the clause “, provided that no such Lien shall extend to or cover any Unencumbered Asset” at the end thereof.

[Section 5.02(f)(iv)] of the Credit Agreement is hereby amended by # deleting the word “and” at the end of clause (A) thereof, # replacing the semicolon and the end of clause (B) thereof with “, and” and # inserting the following new clause (C) immediately [following clause (B)] thereof:

[Section 5.02(m)] of the Credit Agreement is hereby amended by (i) (x) deleting the words “agreement prohibiting or conditioning the creation or assumption of any Lien” and # replacing them with the words “Negative Pledge”, # deleting the following words “(including, without limitation, Unencumbered Assets)” and # inserting the following immediately after the words “otherwise permitted by the Loan Documents” appearing at the end of clause (A) thereof: “(provided further that any restriction of the type described in the proviso in the definition of “Negative Pledge” shall not be deemed to violate the foregoing restriction)”.

[Section 5.01(j)] of the Credit Agreement is hereby amended by # deleting the phrase “and each direct and indirect parent of such Subsidiary (if it has not already done so)” and # deleting the reference to “[Exhibit C]” and replacing it with a reference to “[Exhibit D]”.

[Section 5.13] of the Credit Agreement is hereby amended and restated in its entirety as follows:

[Section 5.01(b)] is amended by adding to the end thereof (immediately before the period) the following:

[Section 5.11.3] to the Loan Agreement is hereby amended by adding the [following clause (d)] in its entirety immediately [following clause (c)] of such Section:

[Article 5.1] is deleted in its entirety and replaced with the following one:

Amendment. This Agreement may be amended or modified at any time in all respects, but only by an instrument in writing executed by the Parties; provided, however, that the Company may unilaterally amend the definition of “Subject Area” in Section 6.1 from time to time as it deems necessary to reflect the places where the Company carries out the Business.

Amendment. Any amendment to this Certificate of Designation shall not be adopted by [[Organization A:Organization]] without the affirmative written consent of the holders of not less than a majority of the shares of Series A Preferred Stock then issued and outstanding.