CARES Act. [Schedule 2.8(f)] of the Company Schedules sets forth all Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) stimulus fund programs in which the Company or its Subsidiaries are participating and the amount of funds received and/or requested for each such program (the “Stimulus Funds”). The Company and each Subsidiary have maintained accounting records associated with the Stimulus Funds in compliance with applicable Legal Requirements and related guidance. The Company and each Subsidiary have used reasonable best efforts to utilize all such Stimulus Funds received in accordance with all applicable Legal Requirements.

[Schedule 2.16(h)] of the Company Schedules sets forth the total amount of Taxes the payment of which has been deferred under the authority of Section 2302 of the CARES Act.

Act. The Employee Retirement Income Security Act of 1974, as amended and the regulations and other authority issued thereunder by the appropriate governmental authority.

Act. The Securities Exchange Act of 1934, as amended.

Securities Act and Exchange Act. The Company will use its best efforts to comply with all requirements imposed upon it by the Securities Act and the Exchange Act as from time to time in force, so far as necessary to permit the continuance of sales of, or dealings in, the Placement Shares as contemplated by the provisions hereof and the Prospectus.

Patriot Act. To the extent applicable, each Borrower and Guarantor is in compliance, in all material respects, with the # Trading with the Enemy Act, as amended, and each of the foreign assets control regulations of the United States Treasury Department (31 CFR,

Patriot Act. Each Lender subject to the Patriot Act hereby notifies each Borrower and Guarantor that pursuant to the requirements of the Patriot Act, it is required to obtain, verify and record information that identifies each person or corporation who opens an account and/or enters into a business relationship with it, which information includes the name and address of Borrower and Guarantor and other information that will allow such Lender to identify such person in accordance with the Patriot Act and any other applicable law. Borrower and Guarantor are hereby advised that any Loans or Letters of Credit Accommodations hereunder are subject to satisfactory results of such verification. In addition, if Administrative Agent is required by law or regulation or internal policies to do so, it shall have the right to periodically conduct # Patriot Act searches, OFAC/PEP searches, and customary individual background checks for Borrower and Guarantor and # OFAC/PEP searches and customary individual background checks for the senior management and key principals of Borrower and Guarantor, and Borrower and Guarantor agree to cooperate in respect of the conduct of such searches and further agree that Borrower shall pay to Administrative Agent on demand the reasonable costs and charges for such searches.

WARN Act. If Sellers provide Purchaser with a true and accurate list or each employee of the Target Entities who was terminated for any reason in the ninety (90) days preceding the Closing, by name, date, location, whether voluntary or involuntary, and reason for such termination, Purchaser will indemnify and hold Sellers harmless from any Liability after the Effective Date under the WARN Act due, in whole or in part, to Purchaser’s actions or omissions occurring after the Effective Date, including any Liability under the WARN Act with respect to

WARN Act. Buyer shall be responsible and assume all liability for all notices or payments due to any Affected Employees under the WARN Act, or to any Plant Employee who becomes entitled to receive notice as required under the WARN Act on account of the aggregation of “employment losses” (as defined in the WARN Act) that occur prior to the Closing with “employment losses” that occur following the Closing, and all notices, payments, fines or assessments due to any Governmental Entity, pursuant to any applicable Law with respect to the employment, discharge or layoff of employees by Buyer or its Affiliates after the Closing Date, including the WARN Act. Seller shall be responsible for and shall indemnify Buyer with respect to all such notices, payments, fines or assessments due to any Plant Employees other than Affected Employees under the WARN Act or any such other applicable Law that are triggered solely by the actions of Seller prior to the Closing. As of the Closing, Seller shall provide to Buyer a list of any “employment losses” experienced by any Plant Employees during the ninety (90)-day period prior to the Closing. Such list shall include, with respect to each such Plant Employee, the date of the employment loss and the applicable site of employment.

Patriot Act. The Administrative Agent shall have received, at least three (3) Business Days prior to the First Amendment and Restatement Effective Date, all documentation and other information with respect to the Borrower that is required by regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including, without limitation, the Patriot Act, that has been requested at least ten (10) Business Days prior to the First Amendment and Restatement Effective Date.