AMENDMENTS TO CREDIT AGREEMENT. The Credit Agreement is hereby amended as follows:

Amendments to Credit Agreement. Effective as of the Amendment Effective Date, the Credit Agreement is hereby amended as set forth in the marked terms on [Annex I] hereto (the “Amended Credit Agreement”). In [Annex I] hereto, deletions of text in the Amended Credit Agreement are indicated by struck-through text (indicated in the same manner as the following example: stricken text) and insertions of text are indicated by bold, double-underlined text (indicated in the same manner as the following example: double-underlined text) as set forth on [Annex I] hereto.

This Agreement, all Schedules and Exhibits hereto, and all agreements and instruments to be delivered by the parties pursuant hereto represent the entire understanding and agreement between the parties with respect to the subject matter hereof and supersede all prior oral and written and all contemporaneous oral negotiations, commitments and understandings between such parties. The Buyer, by the consent of its Directors or officers, and the Seller may amend or modify this Agreement, in such manner as may be agreed upon, by a written instrument executed by the Buyer and the Seller.

Subject to the terms and conditions of this Sixth Amendment, the Credit Agreement, and such Exhibits and Schedules thereto as are included on [Exhibit A], is hereby amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text ) and to add the double-underlined text (indicated textually in the same manner as the following example: double-underlined text) as set forth in “redlined” Credit Agreement, and such Exhibits and Schedules thereto as are included on [Exhibit A], attached as [Exhibit A] hereto.

Entire Agreement and Amendments. This Agreement (including any attachments hereto) contains the entire agreement between the Parties with respect to the subject matter herein, and no oral statements or prior written matter not specifically incorporated herein shall be of any force and effect. No variation, modification or changes in the Agreement shall be binding on either Party unless set forth in a written document executed by all Parties or a duly authorized agent, officer or representative thereof.

Amendments to Credit Agreement. In reliance upon the representations and warranties of Borrower set forth in Section 6 below, and subject to the satisfaction of the conditions to effectiveness set forth in Section 5 below, # the Credit Agreement (other than the Annexes, Exhibits and Schedules thereto) is hereby amended, effective as of the Tenth Amendment Effective Date (as hereinafter defined), to read in the form of the Credit Agreement attached hereto as Exhibit A, and # [Schedule 1.1] to the Credit Agreement and each of the other Schedules to the Credit Agreement that is attached hereto as part of Exhibit A is hereby amended and restated in its entirety as set forth on Exhibit A.

This Agreement may be amended pursuant to a written instrument by mutual consent of the parties.

Amendments to Credit Agreement. Upon and subject to the satisfaction of the conditions precedent set forth in Section 2 below, the Credit Agreement shall be and hereby is amended as follows:

Amendments. No provision of this Agreement may be amended unless such amendment is approved in writing by each of the Corporation and by TRA Parties who would be entitled to receive more than fifty percent (50%) of the aggregate amount of the Early Termination Payments payable to all TRA Parties hereunder if the Corporation had exercised its right of Early Termination on the date of the most recent Exchange prior to such amendment (excluding, for purposes of this sentence, all payments made to any TRA Party pursuant to this Agreement since the date of such most recent Exchange); provided, however, that no such amendment shall be effective if such amendment would have a disproportionate effect on the payments certain TRA Parties will or may receive under this Agreement unless all such disproportionately affected TRA Parties consent in writing to such amendment; provided, further, that amendment of the definition of Change of Control or any approval rights granted to the Independent Directors will also require the written approval of a majority of the Independent Directors.

Amendments. This Agreement may not be amended, modified, altered or supplemented other than by means of a written instrument duly executed and delivered on behalf of the Purchaser and the Seller.