Assignee. [The][Each] Assignee # represents and warrants that # it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Assumption and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement,

Assignee. Assignee hereby represents and warrants to Assignor as follows:

Assignee. The Assignee # represents and warrants that # it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Acceptance and to consummate the transactions contemplated hereby and to become a [[Organization A:Organization]] under the Credit Agreement, # it meets all requirements of an Eligible Assignee under the Credit Agreement (subject to receipt of such consents as may be required under the Credit Agreement), # from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a [[Organization A:Organization]] thereunder and, to the extent of the Assigned Interest, shall have the obligations of a [[Organization A:Organization]] thereunder, and # it has received a copy of the Credit Agreement, together with copies of the most recent financial statements referred to in Section 6.1 thereof or delivered pursuant to Section 7.1 thereof, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Assignment and Acceptance and to purchase the Assigned Interest on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, the Assignor or any other [[Organization A:Organization]], and # if it is a non-U.S. [[Organization A:Organization]], attached to this Assignment and Acceptance is any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, duly completed and executed by the Assignee; and # agrees that # it will, independently and without reliance on the Administrative Agent, the Assignor or any other [[Organization A:Organization]], and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Documents, and # it will perform in accordance with their terms all of the obligations which by the terms of the Credit Documents are required to be performed by it as a [[Organization A:Organization]].

S. federal income tax purposes as selling all or a portion of such TRA Party’s Company Units to the Corporation (the “Initial Sale”);

S.C. § 262(l)(8)(A), notify the other Party. To the extent permitted by applicable Law, ​ will have the first right, but not the obligation, to seek an injunction against such commercial marketing as permitted pursuant to 42 U.S.C. § 262(l)(8)(B) and to file an action for infringement. If required pursuant to applicable Law, upon ​ request, ​ will assist in seeking such injunction or filing such infringement action after consulting with ​. Except as otherwise provided in this [Section 8.8], any such action will be subject to the other terms and conditions of [Section 8.6] or [Section 8.7] as applicable.

S.C. § 1801 et seq. and the Occupational Safety and Health Act, 29 U.S.C. § 651 et seq.; and any state and local or foreign counterparts or equivalents, in each case as amended from time to time.

S.C. §1701 et. seq., # the Bank Secrecy Act (31 U.S.C. [Sections 5311] et seq.) as amended and # all other Requirements of Law relating to money laundering or terrorism, including without limitation, the USA Patriot Act and all regulations and executive orders promulgated with respect to money laundering or terrorism, including, without limitation, those promulgated by the Office of Foreign Assets Control of the United States Department of the Treasury.

S.C. § 375(b) or in regulations promulgated pursuant thereto) of Administrative Agent or any Buyer, of a bank holding company of which Administrative Agent or Buyers is a Subsidiary, or of any Subsidiary, of a bank holding company of which Administrative Agent or any Buyer is a

S. federal withholding Tax pursuant to the “business profits” or “other income” article of such tax treaty;

S.C. [Section 1818(e)(3) and (g)(1)])], or pursuant to Chapter [[Unknown Identifier]] of the Revised Code of Washington (“RCW”), the Bank’s obligations to pay such benefits shall be suspended as of the date of service, unless stayed by appropriate proceedings. If the charges in the notice are dismissed, the Bank may in its discretion # pay the Participant all or part of the benefits withheld while its obligations under this Agreement were suspended and # reinstate in whole or in part any of its obligations which were suspended, all in a manner that does not violate Section 409A of the Code.