payment in full in Cash of its Allowed Class 1 Claim;

Class 3 — Revolving Facility Claims

the loans arising under the New Term Loan A Facility; and

Class 6 — Debtor Intercompany Claims

Class 10 — Holdings Interests

Class 11 — [Section 510(b)] Claims

Tax Classification. Unless the Member determines otherwise, in its sole discretion, or as otherwise provided by Treasury Regulation Section 301.7701-3, the Company shall be treated as an association taxable as a corporation for federal income tax purposes and, if applicable, state or local income or franchise tax purposes, and the Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment. The Company shall make an election on IRS Form 8832 to be classified as an association taxable as a corporation effective as of its date of formation, and any Officer is hereby authorized to make and execute such election (or any further election the Member determines shall be made) on behalf of the Company. Notwithstanding any other provision in this Agreement to the contrary, any provision in this Agreement that is applicable or relevant only to entities that are classified as partnerships for federal income tax purposes shall not have operative effect so long as the Company is not treated as a partnership for federal income tax purposes.

Industry Classification Groups. For purposes of this Agreement, the Borrower shall in its reasonable determination assign each Portfolio Investment to an Industry Classification Group. To the extent that any Portfolio Investment is not correlated with the risks of other Portfolio Investments in an Industry Classification Group established by S&P or MSCI, such Portfolio Investment may be assigned by the Borrower to the Industry Classification Group that is most closely correlated to such Portfolio Investment. In the absence of any correlation, the Borrower shall be permitted, upon notice to the Administrative Agent and each Lender to create up to three additional industry classification groups for purposes of this Agreement.

Industry Classification Groups. For purposes of this Agreement, the Borrower, in its reasonable determination, shall assign each Portfolio Investment included in the Borrowing Base to an Industry Classification Group. To the extent that the Borrower reasonably determines that any Portfolio Investment included in the Borrowing Base is not adequately correlated with the risks of other Portfolio Investments in an Industry Classification Group, such Portfolio Investment may be assigned by the Borrower to an Industry Classification Group that is more closely correlated to such Portfolio Investment. In the absence of adequate correlation, the Borrower shall be permitted, upon notice to the Administrative Agent for distribution to each Lender, to create up to three (3) additional industry classification groups for purposes of this Agreement.

“Second Largest Industry Classification Group” means, as of any date of determination, after giving effect to Advance Rates, the single Industry Classification Group to which a greater portion of the Borrowing Base has been assigned than any other single Industry Classification Group other than the Largest Industry Classification Group.