Certificate of Incorporation of ​ as filed with the Secretary of State of Delaware on December 21, 2006, and all amendments thereto through the date hereof (the “​ Certificate of Incorporation” and together with the [[Organization B:Organization]] Certificate of Incorporation and the [[Organization C:Organization]] Certificate of Incorporation, the “Guarantors Certificates of Incorporation“);

Waivers by Guarantor. Each Guarantor expressly waives to the fullest extent permitted by applicable law: # notice of acceptance of this Guaranty by the Lenders and of all extensions of credit to the Borrowers by the Lenders; # presentment and demand for payment or performance of any of the Obligations; # protest and notice of dishonor or of default (except as specifically required in the Credit Agreement) with respect to the Obligations or with respect to any security therefor; # notice of the Lenders obtaining, amending, substituting for, releasing, waiving or modifying any security interest, lien or encumbrance, if any, hereafter securing the Obligations, or the Lenders’ subordinating, compromising, impairing, discharging or releasing such security interests, liens or encumbrances, if any; # all other notices to which such Guarantor might otherwise be entitled; and # the benefit of any laws that exonerate or limit the liability of guarantors or sureties, and any defenses provided by these laws.

Consent. If the value of the Pre-Retirement Survivor Annuity derived from Employer and Employee contributions does not exceed $5,000, the Administrator shall direct the distribution of such amount to the Participant's Spouse in a single lump -sum as soon as practicable. No distribution may be made under the preceding sentence after the Annuity Starting Date unless the Sp ouse consents in writing (or in such other form as permitted by the IRS). If the value exceeds $5,000, an immediate distribution of the ent ire amount may be made to the surviving Spouse, provided such surviving Spouse consents in writing (or in such other form as permitted by the IRS) to such distribution. Any consent required under this paragraph must be obtained not more than one -hundred eighty (180) days (ninety (90) days for Plan Years beginning before January 1, 2007) before commencement of the distrib ution and shall be made in a manner consistent with Section 6.5(a)(2).

Consent. By its signature on the participation agreement, the Terminated Employer specificall y consents to the provisions of this

Consent. In reliance upon the representations and warranties of the Borrowers set forth in this Seventh Amendment, notwithstanding anything to the contrary in the Credit Agreement, Lender hereby consents to the Canadian Borrowers making a draw on or around the date hereof under the Canadian Revolving Credit Facility (under the amended definition as provided herein) which proceeds shall be used to pay down a portion of the outstanding US Obligations under the US Revolving Credit Facility (the "Credit Facility Pay Down Consent"). This consent only pertains to the Credit Facility Pay Down Consent and shall not be deemed to constitute a waiver or consent to any other matter except as specifically set forth herein.

Consent. Under the terms of the Mangrove Subordinated Note, the first payment of principal in an amount equal to $3,000,000 is due and payable on March 18, 2017, and the second payment of the remaining principal balance, together with all accrued and unpaid interest, is due on March 18, 2018 (such second payment, the “Second Payment”). The Second Payment would not be permitted to be made prior to March 18, 2018 under Section 6.4 (Disposal of Assets) of the Credit Agreement, [Section 6.6] (Prepayments and Amendments) of the Credit Agreement, or under the Mangrove Subordination Agreement because such payment constitutes a prepayment of the Indebtedness owing under the Mangrove Subordinated Note, and because such payment does not constitute a “Permitted Disposition” under [clause (r)] of the definition thereof. In light of the foregoing, Borrower has requested that Agent and the Lenders consent to the making of the Second Payment in connection with the Mangrove Note Payoff, notwithstanding the limitations described above.

Consent. Pursuant to [Section 2.09] of the Credit Agreement and subject to the terms and conditions set forth herein and in reliance upon the representations and warranties set forth herein, the Administrative Agent and the Lenders signatory hereto hereby consent to the Termination Date Extension and agree that the definition of “Termination Date” in [Section 1.01] of the Credit Agreement is hereby amended to delete the reference to “June 5, 2021” and insert a reference to “June 5, 2022” in lieu thereof. The Borrowers hereby agree that this Agreement constitutes the first of two initially permitted requests for a Termination Date extension under [Section 2.09] of the Credit Agreement.

Consent. Notwithstanding any provision to the contrary in [Sections 7.4 or 7.6]6] of the Loan Agreement, Bank hereby consents to Borrower’s consummation of the SkyCross Asset Purchase.

Consent. Lender hereby consents to the issuance of the Forbearance Warrant, notwithstanding any prohibition on the issuance of equity interests of Borrower contained in the Loan Documents.

other than in connection with a merger, liquidation, dissolution or sale of such Person expressly permitted by the terms hereof or the other Loan Documents, release any Borrower or any Guarantor from any obligation for the payment of money or consent to the assignment or transfer by any Borrower or any Guarantor of any of its rights or duties under this Agreement or the other Loan Documents,

Release of Immaterial Subsidiary as Guarantor. The Borrower may send a written notice to the Administrative Agent, in substantially the form attached hereto as [Exhibit I], from time to time to remove an Immaterial Subsidiary as a Guarantor if both before and giving effect to such removal no Additional Guarantor Trigger Event shall exist and, upon receipt of such written notice by the Administrative Agent, the Immaterial Subsidiary specified in such written notice shall be released from all of its obligations as a Guarantor; provided that # immediately before and after such release, no Default or Event of Default shall have occurred and be continuing and # all outstanding Investments made by the Borrower and its Subsidiaries in such Immaterial Subsidiary as of such date of release shall be deemed to have been made under [Section 9.2(c)(iv)].

To the extent that any Loan Guarantor shall make a payment under this Loan Guaranty (a “Guarantor Payment”) which, taking into account all other Guarantor Payments then previously or concurrently made by any other Loan Guarantor, exceeds the amount which otherwise would have been paid by or attributable to such Loan Guarantor if each Loan Guarantor had paid the aggregate Guaranteed Obligations satisfied by such Guarantor Payment in the same proportion as such Loan Guarantor’s “Allocable Amount” (as defined below) (as determined immediately prior to such Guarantor Payment) bore to the aggregate Allocable Amounts of each of the Loan Guarantors as determined immediately prior to the making of such Guarantor Payment, then, following Payment in Full, such Loan Guarantor shall be entitled to receive contribution and indemnification payments from, and be reimbursed by, each other Loan Guarantor for the amount of such excess, pro rata based upon their respective Allocable Amounts in effect immediately prior to such Guarantor Payment.

Loan Documents. Any Loan Documents contemplated to be executed by the Borrowers and the Guarantors and delivered to the Agent or Lenders on the Closing Date shall be executed and delivered by such Person, including a consent and reaffirmation from Guarantors, and secretary’s and member’s certificates, as applicable.

Loan Documents. The validity or enforceability of any Loan Document shall at any time for any reason (other than solely as the result of an action or failure to act on the part of Agent) be declared to be null and void, or a proceeding shall be commenced by Parent or any of its Restricted Subsidiaries, or by any Governmental Authority having jurisdiction over Parent or any of its Restricted Subsidiaries, seeking to establish the invalidity or unenforceability thereof, or Parent or any of its Restricted Subsidiaries shall deny that Parent or any such Restricted Subsidiaries have any liability or obligation purported to be created under any Loan Document;

Loan Document. This Amendment is a Loan Document and all references to a “Loan Document” in the Credit Agreement and the other Loan Documents shall be deemed to include this Amendment.

Margin Loan. Concurrently with the execution and delivery of this Agreement, each of WRP Investco L.P., the current borrower under the Margin Loan Agreement, and WRP Investco II L.P. is entering into a margin loan agreement, each substantially on the same terms as the Margin Loan Agreement (the “2021 Margin Loan Agreements”). Each of the Parties agrees that for all purposes under the LLC Agreement and this Agreement, the term “Margin Loan Agreement” shall be deemed to mean the “2021 Margin Loan Agreements”. Each Borrower (as defined in the applicable 2021 Margin Loan Agreement) shall use its commercially reasonable efforts to cause each of the conditions precedent relating to a Funding Date (as defined in the applicable 2021 Margin Loan Agreement) that are within its control to be satisfied no later than November 19, 2021, including the delivery, no later than November 17, 2021, of a duly executed Borrowing Notice (as defined in the applicable 2021 Margin Loan Agreement) specifying a date on or before November 19, 2021 as the Funding Date, and the timely delivery of any other notices, opinions or other deliverables and the taking of any other actions required in connection with the making of any Advances (as defined in the applicable 2021 Margin Loan Agreement) pursuant to the terms of the 2021 Margin Loan Agreements and any Margin Loan Documentation (as defined in the applicable 2021 Margin Loan Agreement), such that a Funding Date shall occur under each of the 2021 Margin Loan Agreements no later than November 19, 2021, and each such Borrower shall take all actions reasonably necessary to cause the applicable 2021 Margin Loan Agreement to be drawn upon by such Borrower if available as soon as reasonably practicable on or before the Early Call Option Closing Date in an amount equal to the Maximum Aggregate Commitment Amount (as defined in the applicable 2021 Margin Loan Agreement) to provide sufficient cash to the Class B Member to repay all outstanding Indebtedness under the Credit Agreement on the Early Call Option Closing Date, and to pay all Swap Breakage Costs as of the Early Call Option Closing Date (less amounts required to be paid to the Class B Member constituting amounts owed by the counterparty as of the Early Call Option Closing Date under any such swap, cap, forward, future or other derivative transaction as termination payments and unpaid amounts under any such swap, cap, forward, future or other derivative transaction).

Incremental Loan. At any time on or after the Incremental Effective Date, but before the first anniversary of the Closing Date (on one occasion), the Borrower may, by prior written notice to the Agent in the form of a Borrowing Notice, request an additional Loan (the “Incremental Loan”) in an aggregate amount of principal and commitment not to exceed €300,000,000 (the “Incremental Commitment”). Such Borrowing Notice shall # set forth the amount of the Incremental Loan and the initial Interest Period therefor and # set forth the date on which such Incremental Loan is requested to become effective (which shall be not less than three Business Days nor more than sixty days after the date of such Incremental Loan notice (or such longer or shorter periods as the Agent shall agree in its sole discretion)).

Loan Documents. The Administrative Agent (or its counsel) and each Lender shall have received reasonably satisfactory evidence that the Contribution Agreement and Master Participation Agreement have been executed as of the Effective Date and is in full force and effect.

Loan Documentation. Administrative Agent shall have received all of the following, each dated (unless otherwise indicated or otherwise specified by Administrative Agent) the Closing Date, in form and substance satisfactory to Administrative Agent: