Termination of Employment; Resignation. The parties acknowledge that Executive’s employment relationship with the Company will cease at the close of business on August 31, 2015 (the “Termination Date”). Executive hereby resigns effective at the close of business on the Termination Date, # as an employee of the Company, # to the extent he has not already done so, from all Company boards, committees, and offices, including those of any parent, affiliate or subsidiary of the Company, and # from all administrative, fiduciary or other positions Executive may hold or have held relating to the Company. The Company consents to and accepts all such resignations. Executive agrees to make himself available for assigned duties and adhere to Company policy through and including the Termination Date. Executive further agrees to execute a release comparable to that set forth in this Agreement following his Termination Date.

Executive Resignation Effective Date. Effective as of midnight on October 1, 2014 (“Executive Resignation Effective Date”), you hereby resign as Senior Vice President, Advisor to the Chief Executive Officer and President of the Corporation.

Distributions Deemed Adjustments to Purchase Price. All distributions of the Escrow Funds to ​ pursuant to this Agreement shall be deemed to be adjustments to the Purchase Price for the assets pursuant to the terms of the Purchase Agreement.

WARRANT HOLDER NOT DEEMED A STOCKHOLDER. Except as otherwise specifically provided herein, this Warrant, in and of itself, shall not entitle the Holder to any voting rights or other rights as a stockholder of the Company. In addition, nothing contained in this Warrant shall be construed as imposing any liabilities on the Holder to purchase any securities (upon exercise of this Warrant or otherwise) or as a stockholder of the Company, whether such liabilities are asserted by the Company or by creditors of the Company.

Each of Dauman and Abrams shall be deemed to have resigned, effective May 20, 2016, from any position he may have with respect to the Trust, including without limitation as Trustee of the Trust, and has executed a Resignation of Trustee attached as Exhibit K1 and Exhibit K2 respectively; provided, that in no event shall such deemed resignation affect any of Dauman’s or Abram’s rights or entitlements pursuant to [Sections 7, 9 and 18] of this Settlement, which shall be determined without reference to this [Section 19(q)].

Resignation from Employment by the Executive for Good Reason. Termination by the Company without Due Cause under [Subsection 4(d)] shall be deemed to have occurred if the Executive elects to resign from employment for Good Reason.

voluntary resignation or retirement (other than a voluntary resignation or retirement that constitutes a Good Reason Resignation);

Any purported Resignation for Good Reason pursuant to [Section 4(e)(i) through (e)(iv)] above will not be effective until the Employee has delivered to the Company, within sixty (60) days of the initial existence of the Good Reason condition, a written explanation that describes the basis for the Employee’s belief that the Employee should be permitted to terminate the Employee’s employment and have it treated as a Resignation for Good Reason and the Company has been given thirty (30) days following delivery of such notice to cure any curable violation. In no instance will a resignation by Employee be deemed to be a

Voluntary Resignation; Termination For Cause. If Executive's employment with the Company terminates # voluntarily by Executive (other than for Good Reason during the period following a Change in Control) or # by the Company for Cause, then Company shall have no duty to make any payments or provide any benefits to Executive pursuant to this Agreement other than the amount of Executive's Base Salary and Over-Time Allowance, if any, accrued through the Termination Date. The use of the term "Cause"in [Section 3.01.b.i] in no way limits the right of the Company to terminate Executive's employment pursuant to the provisions of this Article III. The Company must notify the Executive, in writing, that the Executive is being terminated for Cause, and such notice shall identify in reasonable detail the facts and events that the Company believes constitute Cause.

Resignation of the Issuing Bank. The Issuing Bank may resign as the Issuing Bank upon thirty days prior written notice to the Administrative Agent, Revolving [[Organization B:Organization]] and the Borrower. Upon any such notice of resignation, the Required Revolving [[Organization B:Organization]] shall have the right, upon five Business Days’ notice to the Borrower, to appoint a successor Issuing Bank with the written consent of the Borrower; provided, # no such consent of the Borrower shall be required while an Event of Default exists and # such consent shall not be unreasonably withheld, delayed or conditioned, and shall be deemed to have been given unless the Borrower shall have objected to such appointment by written notice to the Administrative Agent within five (5) Business Days after having received notice thereof; provided, failing such appointment, the retiring Issuing Bank may appoint, on behalf of the Revolving [[Organization B:Organization]], a successor Issuing Bank from among the Revolving [[Organization B:Organization]] or any other financial institution; provided, in no event shall any such successor Issuing Bank be a Defaulting Lender or a Disqualified Institution. At the time any such resignation shall become effective, the Borrower shall pay all unpaid fees accrued for the account of the replaced the Issuing Bank. From and after the effective date of any such resignation, # any successor to the Issuing Bank shall have all the rights and obligations of the Issuing Bank under this Agreement with respect to Letters of Credit to be issued thereafter and # references herein to the term “Issuing Bank” shall be deemed to refer to such successor or to any previous the Issuing Bank, or to such successor and all previous Issuing Banks, as the context shall require. After the resignation of the Issuing Bank hereunder, the resigning Issuing Bank shall remain a party hereto to the extent that Letters of Credit issued by it remain outstanding and shall continue to have all the rights and obligations of the Issuing Bank under this Agreement with respect to Letters of Credit issued by it prior to such resignation, but shall not be required to issue additional Letters of Credit.