[Section 1.01] of the Credit Agreement is hereby amended by amending and restating the following defined terms in their entirety as follows:

[Section 1.01] of the Financing Agreement (Definitions) is hereby amended by adding the following definitions in the appropriate alphabetical order:

[Section 1.01] of the Financing Agreement (Definitions) is hereby amended by amending and restating clause (e)(viii) of the definition of “Excess Cash Flow” in its entirety to read as follows:

[Section 1.01] of the Financing Agreement (Definitions) is hereby amended by amending and restating clauses (a)(ii)(x) and (a)(ii)(y) of the definition of “Fixed Charge Coverage Ratio” in their entirety to read as follows:

[Section 1.01] of the Financing Agreement (Definitions) is hereby amended by amending and restating clause (c) of the definition of “Permitted Funko Earnout Payments” in its entirety to read as follows:

[Section 1.01] of the Financing Agreement (Definitions) is hereby amended by amending and restating clause (i) of the definition of “Permitted Indebtedness” in its entirety to read as follows:

[Section 1.2] Amendment. The Agreement is hereby amended by deleting [Section 1.2] of the Agreement in its entirety and replacing it with the following:

[Section 1 of Schedule 4.9] contains a complete list of each Employee Benefit Plan as of the date of this Agreement. Except for liabilities set forth in [Section 2 of Schedule 4.9], the ​ does not have and has not had, any material liability, contingent or otherwise, with respect to any Employee Benefit Plan. Seller has made available to ​ in the Data Site true and complete copies of all material documents with respect to each Employee Benefit Plan.

#Section 1 of the Security Agreement (Definitions) is hereby amended by adding the following new defined terms thereto:

Under Treasury Regulations Section 1.1502-77(a), SMBC is the agent for all the Members and is required to act for the Affiliated Group in connection with matters relating to the consolidated tax liability of the Affiliated Group. In particular, SMBC shall be responsible for filing returns with the Internal Revenue Service, making elections, receiving all correspondence, filing claims for refund, contesting proposed