New Bank Credit Agreement. The Company has furnished to the Noteholders a true and complete copy of the New Bank Credit Agreement, and except as so furnished to the Noteholders, there have been no amendments to the New Bank Credit Agreement; and

As of the Third Amendment Effective Date, subject to the satisfaction of the conditions precedent set forth in Section 2.1, the Credit Agreement (including certain Exhibits and Schedules thereto) is hereby amended as set forth in Annex A hereto. In Annex A, deletions of text are indicated by struck-through text, and insertions of text are indicated by bold double-underlined text.

Reaffirmation of Credit Agreement. The Credit Agreement and the obligations of the Loan Parties thereunder and under the other Loan Documents, are hereby ratified and confirmed and shall remain in full force and effect according to their terms. This Amendment is a Loan Document.

Amendments to Credit Agreement. Effective as of the Amendment No. 1 Effective Date but subject to the satisfaction of the conditions precedent set forth in Section 2 below, the Credit Agreement is hereby amended as follows:

#Section 1.01 of the Credit Agreement is hereby amended by inserting in the appropriate alphabetical order the following new definitions:

Amendment to Credit Agreement. [Section 1.1(a)] of the Credit Agreement is hereby amended in its entirety to read as follows:

Amendment to Credit Agreement. A new [Article XVI], [Section 16.1] is hereby added to the Credit Agreement to read as follows:

Amendments to the Credit Agreement. As of the date of this Amendment, the Credit Agreement (including the schedules thereto) is hereby amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text) and to add the bold and double-underlined text (indicated textually in the same manner as the following example: bold and double-underlined text) as set forth on the pages of the Credit Agreement attached as Appendix A hereto.

Effective as of the Amendment Closing Date, # the Existing Credit Agreement is hereby amended by this Agreement and for ease of reference restated (after giving effect to this Agreement) in the form of [Schedule A] hereto, and # the reference to “Eurodollar Rate Loans” in [Exhibit 2.02] to the Existing Credit Agreement is hereby amended to read “[Term SOFR Loans][CDOR Rate Loans]”. Except as expressly set forth above and therein, all Schedules and Exhibits to the Existing Credit Agreement will continue in their present forms.

Termination of Existing Credit Agreement. Receipt by the Domestic Administrative Agent of evidence that the Existing Credit Agreement has been terminated.