No Responsibility for the Term SOFR Rate or Benchmark Replacement. The Collateral Agent, Collateral Administrator and Securities Intermediary shall not be under any obligation # to monitor, determine or verify the unavailability or cessation of the Term SOFR Rate (or any other applicable index, floating rate or Benchmark Replacement), or whether or when there has occurred, or to give notice to any other transaction party of the occurrence of, any Benchmark Replacement Date, Benchmark Transition Event or Benchmark Unavailability Period, # to select, determine or designate any Benchmark Replacement or other alternate benchmark rate, or other successor or replacement rate, or whether any conditions to the designation of such a rate have been satisfied, or # to select, determine or designate any Benchmark Replacement Adjustment or other modifier to any Benchmark Replacement or other replacement or successor rate or index, or # to determine whether or what Benchmark Replacement Conforming Changes are necessary or advisable, if any, in connection with any of the foregoing.

No Responsibility forNone of the Term SOFR Rate or Benchmark Replacement. The Collateral Agent, the Custodian, the Collateral Administrator andor the Securities Intermediary shall not be under any obligation to # to monitor, determine or verify the unavailability or cessation of the Term SOFR RateLIBORTERM SOFR, any replacement index (or any other applicable index, floating rate or Benchmark Replacement)interest rate), or whether or when there has occurred, or to give notice to any other transaction party of the occurrence of,of (except as expressly provided herein), any Benchmark Replacement Date, BenchmarkLIBOR Transition Event or Benchmark Unavailability Period,LIBOR Replacement Date, any amendment or change required to be made to the applicable interest rate, or # to select, determine or designate any Benchmark ReplacementLIBOR,Term SOFR or other alternate benchmark rate,the Alternate Base Rate, Designated Base Rate, or Fallback Rate, or other successor or replacement rate,benchmark index, or whether any conditions to the designation of such a rate have been satisfied, or # to select, determine or designate any Benchmark Replacement Adjustmentadjustment margin or other modifier to any Benchmark Replacement or other replacement or successor rate or index, or # to determine whether or what Benchmark Replacement Conforming Changesamendments are necessary or advisable, if any, in connection with any of the foregoing.

No Responsibility for the Term SOFR Rate or Benchmark Replacement. The Collateral Agent, Collateral Administrator and Securities Intermediary shall not be underliable for any obligation #inability, failure or delay on its part to monitor, determine or verifyperform any of its duties set forth in this Agreement as a result of the unavailability or cessation of the Term SOFR Rate (or any other applicable index, floating rate or Benchmark Replacement), or whether or when there has occurred, or to give notice to any other transaction party of the occurrence of, any Benchmark Replacement Date, Benchmark Transition Event or Benchmark Unavailability Period, # to select, determine or designate any Benchmark Replacement or other alternate benchmark rate,applicable index or other successor or replacement rate, or whether any conditions to the designationfloating rate) and absence of such a rate have been satisfied, or # to select, determine or designate any Benchmark Replacement Adjustment or other modifier to any Benchmark Replacement or other replacement index or successor ratefloating rate, including as a result of any inability, delay, error or index,inaccuracy on the part of any other transaction party, including without limitation the Administrative Agent, the Company or # to determine whetherthe Servicer, in providing any direction, instruction, notice or what Benchmark Replacement Conforming Changes are necessaryinformation required or advisable, if any, in connection with anycontemplated by the terms of this Agreement and reasonably required for the foregoing.performance of such duties.