Approved Sale. If the Board of Directors of the Company (the “Board”) shall deliver a notice to Grantee (a “Sale Event Notice”) stating that the Board has approved a sale of all or a portion of the Company through a sale of assets, securities, or otherwise (an “Approved Sale”) and specifying the name and address of the proposed parties to such transaction and the consideration payable in connection therewith, Grantee shall # consent to and raise no objections against the Approved Sale or the process pursuant to which the Approved Sale was arranged, # waive any dissenter’s rights and other similar rights, and # if the Approved Sale is structured as a sale of securities, agree to sell Grantee’s Shares on the terms and conditions of the Approved Sale which terms and conditions shall treat all stockholders of the Company equally (on a pro rata basis), except that shares having a liquidation preference may, if so provided in the documents governing such shares, receive an amount of consideration equal to such liquidation preference in addition to the consideration being paid to the holders of Shares not having a liquidation preference.

TRIS may, at any time during the Term direct that the Products be manufactured and/or Packaged for TRIS on a subcontractor basis by a Third Party manufacturer (an “Approved Manufacturer”). TRIS shall be responsible under this Agreement for any Products manufactured or Packaged by an Approved Manufacturer as if such Product had been manufactured or Packaged by TRIS. If TRIS uses an Approved Manufacturer, it shall bear the costs of transferring technology to the Approved Manufacturer and the Parties’ out-of- pocket regulatory filing costs in conjunction therewith, and the Transfer Price for Product shall continue to be the same price that it would have been without TRIS’ use of an Approved Manufacturer.

Approved Contractor. Tenant shall contract with a professionally licensed sign company approved by Landlord for the design, fabrication and installation of Tenant’s Signage.

Approved Investors. [Schedule AI] to the Repurchase Agreement is amended and restated in its entirety to read as set forth on [Exhibit C] to this Amendment.

Approved Underwriting Guidelines. [[Organization C:Organization]] shall not submit to [[Organization B:Organization]] for purchase, and [[Organization B:Organization]] shall have no obligation to purchase, any Mortgage Loan underwritten in accordance with underwriting guidelines, including amendments to Approved Underwriting Guidelines not expressly approved by [[Organization B:Organization]], other than Approved Underwriting Guidelines.

Approved Underwriting Guidelines. The Mortgage Loan satisfies the Approved Underwriting Guidelines.

Stockholder Approved Performance Measures. Prior to the repeal of the exception relating to Performance-based Compensation under [Section 162(m)], Performance Measures for Performance-based Compensation were required to be based on any one or combination of the following: # earnings, including operating income, earnings before or after taxes, and earnings before or after interest, taxes, depreciation, and amortization; # book value per share; # pre-tax income, after-tax income, income from continuing operations, or after-tax operating income; # operating profit or improvements thereto; # earnings per common share (basic or diluted) or improvement thereto; # return on assets (net or gross); # return on capital; # return on invested capital; # sales, revenues or returns on sales or revenues or growth in sales, revenues or returns on sales or revenues; # share price appreciation; # total stockholder return; # cash flow, operating cash flow, free cash flow, cash flow return on investment (discounted or otherwise), improvements in cash on hand, reduction of debt, improvements in the capital structure of the Company including debt to capital ratios; # implementation or completion of critical projects or processes; # economic profit, economic value added or created; # cumulative earnings per share growth; # achievement of cost reduction goals; # return on stockholders’ equity; # total stockholders’ return improvement or relative performance as compared with other selected companies or as compared with Company, Subsidiary, division or business unit history; # reduction of days working capital, working capital or inventory; # operating margin or profit margin or growth thereof; # cost targets, reductions and savings, productivity and efficiencies; # strategic business criteria, consisting of one or more objectives based on meeting specified market penetration, geographic business expansion, customer satisfaction (including

Approved Accounts and Monitoring. Merchant shall maintain an account (the “Direct Debit Account”) into which its Future Receivables will be deposited, and will not change or add bank accounts without the prior, written approval of Purchaser. All bank accounts that have been approved by Purchaser shall be “Approved Accounts.” Merchant agrees to complete all necessary forms to establish the Direct Debit Account and will ensure that all Future Receivables are deposited in, or otherwise

Issuing Bank. For purposes of this [Section 2.16], the term “Lender” includes the Issuing Bank.

During a Cash Dominion Period, furnish [[Organization B:Organization]], on the third (3rd) Business Day of each week, a calculation of Liquidity as of the end of the immediately preceding week, along with weekly bank statements supporting such calculation; provided that [[Organization A:Organization]] will provide such bank statements on a daily basis if Excess Availability is less than $10,000,000.