Collateral Agreement. The Administrative Agent shall have signed a counterpart of the Collateral Agreement, substantially in the form of Exhibit C hereto, and the Administrative Agent or its counsel shall have received from Parent and each Designated Subsidiary either # a counterpart of the Collateral Agreement signed on behalf of such party or # written evidence reasonably satisfactory to the Administrative Agent (which may include facsimile transmission or other electronic imaging, including DocuSign, of a signed signature page of the Collateral Agreement) that such party has signed a counterpart of the Collateral Agreement.

Collateral Trust Agreement. REFERENCE IS MADE TO THE COLLATERAL TRUST AGREEMENT. NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, THE LIEN AND SECURITY INTEREST GRANTED TO THE COLLATERAL TRUSTEE, FOR THE BENEFIT OF THE SECURED CREDITORS, PURSUANT TO THIS AGREEMENT AND THE EXERCISE OF ANY RIGHT OR REMEDY BY THE COLLATERAL TRUSTEE AND THE OTHER SECURED CREDITORS HEREUNDER ARE SUBJECT TO THE PROVISIONS OF THE COLLATERAL TRUST AGREEMENT. IN THE EVENT OF ANY CONFLICT OR INCONSISTENCY BETWEEN THE PROVISIONS OF THE COLLATERAL TRUST AGREEMENT AND THE PROVISIONS OF THIS AGREEMENT OR THE OTHER PARITY LIEN DOCUMENTS, THE PROVISIONS OF THE COLLATERAL TRUST AGREEMENT, INCLUDING BUT NOT LIMITED TO SECTION 7.3(a) THEREOF, SHALL CONTROL.

Collateral Rights Agreement. Notwithstanding anything herein to the contrary, the Liens and security interests granted to Administrative Agent pursuant to this Agreement and the exercise of any right or remedy by Administrative Agent hereunder are subject to the provisions of the Collateral Rights Agreement. In the event of any conflict between the terms of the Collateral Rights Agreement and this Agreement, the terms of the Collateral Rights Agreement shall govern and control.

Trademark Security Agreement, dated as of July 27, 2017, by and between K. HOV IP, II, Inc. and [[Agent:Organization]], National Association, as collateral agent and any additional intellectual property security agreements executed prior to the date of this Agreement

The New Borrower hereby joins and agrees to be bound by each and all of the provisions of that certain Collateral Agreement, dated as of August 8, 2018 executed by the Existing Borrowers and joined by the Guarantors in favor of the Administrative Agent (as amended, restated, supplemented or otherwise modified from time to time, the “Collateral Agreement”) as a Grantor thereunder with the same force and effect as if originally named therein as a Grantor. In furtherance (and without limitation) of the foregoing, pursuant to Section 2.1 of the Collateral Agreement, and as security for all of the Secured Obligations, the New Borrower hereby pledges, assigns and delivers to the Administrative Agent, for the benefit of itself and the other Secured Parties, and grants to the Administrative Agent, for the benefit of itself and the other Secured Parties, a Lien upon and security interest in, all of its right, title and interest in and to the Collateral as set forth in Section 2.1 of the Collateral Agreement, all on the terms and subject to the conditions set forth in the Collateral Agreement. Each reference to a “Grantor” in the Collateral Agreement hereafter shall be deemed to include the New Borrower.

Amendment to Collateral Agreement. [Section 4.01(a)] of the Collateral Agreement is amended by replacing the words “no Pledgor shall be required to take any action with respect to the perfection of security interests in motor vehicles, cash or assets in Deposit Accounts (and no Grantor shall be required to enter into any control agreements with respect to cash or assets in Deposit Accounts, except as otherwise provided in [Section 2.05(j)] of the Credit Agreement)” therein with “no Pledgor shall be required to take any action with respect to the perfection of security interests in motor vehicles and any other assets subject to a certificate of title statute (except to the extent perfection of a security interest therein may be accomplished by filing of financing statements in appropriate form in a central filing office located in the jurisdiction in which the granting Pledgor is organized, formed or incorporated).”

Security Agreement and Collateral. Subject to the Permitted Liens, the payment and performance of the Obligations are secured by first Liens on all business assets in favor of Lender created under the Security Agreement, the Mortgage and under any other instrument or agreement delivered to Lender in conjunction with this Loan Agreement, including, but not limited to, encumbering the following personal property (collectively, the “Personal Property Collateral”):

Amendment to Collateral Agreement. Section 3.01 of the Collateral Agreement is amended by amending and restating clause (a)(ii) thereof in its entirety as follows:

Guarantee and Collateral Agreement. By executing and delivering this Assumption Agreement, the Additional Grantor, as provided in Section 8.13 of the Guarantee and Collateral Agreement, # hereby becomes a party to the Guarantee and Collateral Agreement as both a “Grantor” and a “Guarantor” thereunder with the same force and effect as if originally named therein as a Grantor and a Guarantor and, without limiting the generality of the foregoing, # hereby expressly assumes all obligations and liabilities of a Grantor and a Guarantor thereunder, and # hereby grants to the Administrative Agent, for the benefit of the Secured Parties, as security for the Secured Obligations, a security interest in all of the Additional Grantor’s right, title and interest in any and to all Collateral of the Additional Grantor, in each case whether now owned or hereafter acquired or in which the Additional Grantor now has or hereafter acquires an interest and wherever the same may be located. The information set forth in [Schedule 1] hereto is hereby added to the information set forth in the Schedules to the Guarantee and Collateral Agreement. The Additional Grantor hereby represents and warrants that each of the representations and warranties contained in Section 4 of the Guarantee and Collateral Agreement # that is qualified by materiality is true and correct, and # that is not qualified by materiality, is true and correct in all material respects, in each case, on and as the date hereof (after giving effect to this Assumption Agreement) as if made on and as of such date (except to the extent any such representation and warranty expressly relates to an earlier date, in which case such representation and warranty was true and correct in all material respects as of such earlier date).

Ratification of Collateral Agreement. Except as expressly amended and modified by this Amendment, the Collateral Agreement, including the exhibits and schedules thereto, is and shall remain unchanged and in full force and effect in accordance with its terms.