Claims Not Waived. Pennypacker understands that this Agreement does not waive any claims that he may have: # arising from acts or conduct occurring after the date that he signs the Agreement; # for compensation for illness or injury or medical expenses under any worker's compensation statute; # for benefits under any plan currently maintained by the Company that provides for retirement benefits or under the Company’s Deferred Compensation Plan (however, Pennypacker agrees and acknowledges that the payment(s) and benefits provided in paragraphs 3.a., thru 3.f. above shall not be considered or included for purposes of any retirement benefit contribution or plan); # under any law or any policy or plan currently maintained by the Company that provides health insurance continuation or conversion rights; # any claims for coverage under officers or directors insurance maintained by the Company for conduct or action that occurred prior to the Separation Date; # any claim for breach of this Agreement; or # any claim that by law cannot be released or waived.

Claims Not Released. Executive is not waiving any rights he may have to: # his own vested accrued employee benefits under the Company’s health, welfare, or retirement benefit plans (including the Company’s 401(k) plan) as of the date of Executive’s execution of this Agreement, including any rights to continue group health plan coverage under the Consolidated Omnibus Budget Reconciliation Act of 1986, as amended (“COBRA”); # benefits and/or the right to seek benefits under applicable workers’ compensation and/or unemployment compensation statutes; # pursue claims which by law cannot be waived by signing this Agreement; # enforce this Agreement; # challenge the validity of this Agreement; or # any rights to be indemnified by the Company pursuant to the Company’s Articles of Organization or bylaws and any rights under the Company’s applicable directors and officers insurance policy.

Governmental Approvals Not Required. This Confirmation Order shall constitute all approvals and consents required, if any, by the laws, rules, or regulations of any state, federal, or other governmental authority with respect to the dissemination, implementation, or consummation of the Plan and the Disclosure Statement, any certifications, documents, instruments or agreements, and any amendments or modifications thereto, and any other acts referred to in, or contemplated by, the Plan and the Disclosure Statement.

TheCompanyrepresentsthatitisnota“shell”issuerandhasneverbeena“shell”issuerorthatifitpreviouslyhasbeena“shell”issuerthatatleast12monthshavepassed since theCompanyhasreportedform10type information indicating itisnolonger a“shell issuer. Further.TheCompanywillinstructitscounseltoeither(i)writea144-3(a(9)opiniontoallowforsalabilityoftheconversionsharesor(ii)acceptsuchopinionfromHolder’scounsel.

Several, Not Joint, Claims. The agreements, representations, warranties, and obligations of the Parties under this Agreement are, in all respects, several and not joint.

Affiliated Entities. As used in this Agreement, “Affiliates” includes the Company and each corporation, partnership, or other entity which controls the Company, is controlled by the Company, or is under common control with the Company (in each case “control” meaning the direct or indirect ownership of 50% or more of all outstanding equity interests).

No Loan Party is a Covered Entity.

Cooperation & Disclosure of Known Claims. Employee agrees to cooperate with the Company or any of the Released Parties (as hereinafter defined) regarding any information or the giving of any testimony in any threatened, pending or future legal action (e.g., any judicial, administrative, or alternative dispute resolution proceeding). Employee agrees, except as otherwise required or prohibited by law, not to voluntarily provide any information to any person or entity about the business, products, or employees of the Released Parties. Employee further agrees that if approached informally or subpoenaed by any person, company, attorney or agent for any party or witness at any time in any matter, currently litigated or otherwise in dispute, involving any of the Released Parties, their employees, products or business, Employee will give immediate notice to Company of such formal or informal contact. Such immediate notice shall be by overnight mail and directed to the attention of the Vice President, General Counsel and Secretary (“General Counsel”) of ​, [[Address A:Address]]. In any event, Employee represents and warrants that he has disclosed to the Company any and all facts within his knowledge concerning any actual or potential claim against the Company, including but not limited to any and all claims arising out of federal, state or local law, or any claim resulting in or from a loss, theft or fraud against the Company. Notwithstanding the foregoing, Employee has the right under federal law to certain protections for cooperating with or reporting legal violations to

Cooperation. During the term of the Executive’s employment by the Company and following the termination of the Executive’s employment with the Company, taking into account the Executive’s other reasonable personal and professional commitments, the Executive agrees to reasonably assist the Company and its representatives and agents with any business, investigation and/or litigation (or potential litigation) matters affecting or involving the Company relating to Executive’s period of employment. The Company will reimburse the Executive for all associated reasonable costs of travel.

Cooperation. The parties agree that as a result of Employee’s duties and activities during his employment, Employee’s reasonable availability may be necessary for the Company to meaningfully respond to or address actual or threatened litigation, or government inquiries or investigations, or required filings with state, federal or foreign agencies (hereinafter “Company Matters”). Upon request of the Company, and at any point following Employee’s date of Separation from Service, Employee will make himself available to the Company for reasonable periods not inconsistent with his future employment, if any, by other Entities and will cooperate with the Company’s agents and attorneys as reasonably required by such Company Matters. The Company will reimburse Employee for any reasonable out-of-pocket expenses associated with providing such cooperation.