Conditions to Addition of an Applicant Borrower. The agreement of Lenders to the addition of an Applicant Borrower as a Borrower under this Agreement is subject to the satisfaction, or waiver by ​, of the following conditions precedent, as well as the conditions specified in [Section 2.26]:

“Applicant Borrower” means any Applicant Canadian Borrower, and any Applicant PR Borrower, and any Applicant U.K. Borrower.

the ​ and the ​ that are to provide Revolving Commitments and/or Loans in favor of an Applicant Borrower must each agree to such Applicant Borrower becoming a Designated Borrower and # the ​ and such ​ shall have received

Certificates. ​ shall have received a copy of the articles or certificate of incorporation or formation of such Applicant Borrower, and all amendments thereto, certified by the Secretary of State or other appropriate official of its jurisdiction of incorporation or formation, together with copies of the bylaws or operating agreement of each Applicant Borrower certified as accurate and complete by the Secretary of such Applicant Borrower;

Corporate/Company Proceedings of Applicant ​. ​ shall have received a copy of the resolutions in form and substance reasonably satisfactory to ​, of the Board of Directors or other governing body, as the case may be, of such Applicant Borrower authorizing # the execution, delivery and performance of the Designated Borrower Request and Assumption Agreement and the Other Documents to which such Applicant Borrower is required to become a party and # the granting by such Applicant Borrower of the security interests in and liens upon the Collateral in each case certified by the Secretary or an Assistant Secretary of such Applicant Borrower; and, such certificate shall state that the resolutions thereby certified have not been amended, modified, revoked or rescinded as of the date of such certificate;

Borrower. Borrower is a corporation duly incorporated, validly existing and in good standing under the laws of the jurisdiction indicated at the beginning of this Agreement and, except as set forth on [Schedule 4.01(a)], is qualified to do business in all jurisdictions in which the nature of its business makes such qualification necessary and where failure to so qualify would have a Material Adverse Effect on its financial condition or operations. Borrower has the power and authority to execute, deliver, and perform its obligations under the Loan Documents to which it is or may become a party. Borrower's Subsidiaries are listed on [Schedule 4.01(a)].

Administrative Agent: ​, as the administrative agent under the Credit Agreement

under the Credit Agreement

1 For bracketed language here and elsewhere in this form relating to the Assignor(s), if the assignment is from a single Assignor, choose the first bracketed language. If the assignment is from multiple Assignors, choose the second bracketed language.

Incumbency Certificates of Applicant ​. ​ shall have received a certificate of the Secretary or an Assistant Secretary of such Applicant Borrower, as to the incumbency and signature of the officers of such Applicant Borrower executing the Designated Borrower Request and Assumption Agreement and the Other Documents, any certificate or other documents to be delivered by it pursuant thereto, together with evidence of the incumbency of such Secretary or Assistant Secretary;