“Loan Documents” shall mean this Agreement, the Note, the UCC-1 Financing Statement (the “Financing Statement”) and the Intercreditor Agreement.

The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of Agent or any Lender under the Loan Agreement or any of the other Loan Documents, nor constitute a waiver of any provision of the Loan Agreement or any of the other Loan Documents.

Other Credit Documents. (i) Any Credit Party shall default in the due performance or observance of any term, covenant or agreement in any of the other Credit Documents and such default shall continue unremedied for a period of at least 30 days after the earlier of a Borrower becoming aware of such default or notice thereof given by the Administrative Agent or # any Credit Document (or any provision of any Credit Document) shall fail to be in full force and effect or any Borrower or any of its Subsidiaries shall so assert or any Credit Document shall fail to give the Administrative Agent and/or the Lenders the security interests, liens, rights, powers and privileges purported to be created thereby.

Other Credit Documents. From and after the Second Amendment Effective Date, each reference to the Existing Credit Agreement in any Credit Document shall be a reference to the Existing Credit Agreement, as amended by this Amendment, as the same may hereafter be further amended, amended and restated, supplemented or otherwise modified.

“Lender Supply Chain Financing Agreements” means all agreements between ​ or any Subsidiary and any Lender (or any Affiliate of any Lender) providing for credit support and/or payment obligations in respect of trade payables of ​ or any Subsidiary, in each case issued for the benefit of, or payable to, any bank, financial institution or other person that has acquired such trade payables pursuant to “supply chain” or other similar financing for vendors and suppliers of ​ or any Subsidiaries, so long as # other than pursuant to this Agreement and the Security Documents, such payment obligations are unsecured, # the payment maturity date of such trade payables shall not have been extended after such trade payables have been acquired in connection with the Lender Supply Chain Financing Agreement, # such payment obligations represent amounts not in excess of those which ​ or any of ​ would otherwise have been obligated to pay to its vendor or supplier in respect of the applicable trade payables, # the aggregate amount of all obligations under Lender Supply Chain Financing Agreements that constitute “Obligations” under this Agreement and the other Loan Documents secured by the Collateral does not exceed $125,000,000 and (v) (A) ​ has delivered to [[Administrative Agent:Organization]], promptly after the entry into the relevant Lender Supply Chain Financing Agreement, written notice # setting forth the details of such Lender Supply Chain Financing Agreement, including the provider and amount of such Lender Supply Chain Financing Agreement, # confirming that the aggregate amount of all obligations under Lender Supply Chain Financing Agreements that constitute “Obligations” under this Agreement and the other Loan Documents secured by the Collateral (including for the purposes of such calculation, such Lender Supply Chain Financing Agreement) does not exceed $125,000,000 and # designating the obligations in respect of such Lender Supply Chain Financing Agreement as “Obligations” under this Agreement and the other Loan Documents secured by the Collateral pursuant to the terms of the Loan Documents and # in respect of which [[Administrative Agent:Organization]] has acknowledged in writing its receipt of such written notice (and, for the avoidance of doubt, if [[Administrative Agent:Organization]] has not provided such acknowledgement in respect of such supply chain financing agreement, then such supply chain financing agreement shall not be included as “Obligations” under this Agreement and the other Loan Documents secured by the Collateral pursuant to the terms of the Loan Documents).

Reference to the Effect on the Financing Documents. Upon the effectiveness of this Amendment, each reference in any Financing Document to “this Amendment,” “hereunder,” “hereof,” “herein” or words of similar import shall mean and be a reference to such Financing Document as modified by this Amendment.

Other Post-Petition Financing Offers. The FILO Secured Parties hereby agree that they shall not, and shall not permit any Affiliate controlled by any of them to, # provide or offer to provide any Post-Petition Financing to the Loan Parties or # except in the case of a Conforming Post-Petition Financing provided in accordance with [Section 10.6(a)], endorse, or support any other Person in, the provision of any Post-Petition Financing to the Loan Parties in any Insolvency Proceeding with respect to a Loan Party.

the validity, enforceability, effectiveness or genuineness of this Agreement, any other Loan Document or any other agreement, instrument or document, or the creation, perfection or priority of any Lien purported to be created by the Security Documents;

Effectiveness of Facsimile Documents and Signatures. Loan Documents may be transmitted and/or signed by facsimile or other electronic communication. The effectiveness of any such documents and signatures shall, subject to applicable Law, have the same force and effect as manually signed originals and shall be binding on all Loan Parties, the Agents and the ​.

Mortgages, Assignments of Leases and Other Loan Documents. The Agent shall have received from the owning Borrower (i.e., the Borrower that is taking title to such Property concurrent with the closing of the Loan), with respect to each Property, a fully executed and acknowledged counterpart of the Mortgage and the related Assignment of Leases and evidence that an executed and notarized copy of each such instrument has been delivered to the Title Company for recording, in such form and substance as is acceptable to the Agent, so as to effectively create upon such recording a valid and enforceable Lien upon each of the Properties in favor of the Agent (or such trustee as may be required or desired under local law), subject only to the Permitted Encumbrances.