Loan Defaults. Upon the occurrence of any event of default as specified in the Participant Note evidencing any Participant Loan (an “Event of Default”), the Committee shall take such action as it determines to be necessary or appropriate in order to preclude the loss of principal and interest by the Plan. Such action may include a foreclosure of the Participant Loan by distribution of the Participant Note to the Eligible Borrower, or by other reduction of the Eligible Borrower’s Plan balance by the value of the Participant Loan; provided that no such foreclosure or reduction shall be made until the earliest time that Before-Tax Contributions may be distributed to the Eligible Borrower, as provided in Code Section 401(k).

Other Defaults. Any ​ fails to perform or observe any other covenant or agreement (not specified in [[Section 8.01(a) or (b)])]])] above) contained in any Loan Document on its part to be performed or observed and such failure continues for thirty (30) days after the earlier of written notice from the ​ or knowledge of a Responsible Officer; or

No Other Waiver. The execution of this Amendment and the acceptance of all other agreements and instruments related hereto shall not be deemed to be a waiver of any Default or Event of Default (other than the Existing Defaults), whether or not known to Lender and whether or not existing on the date of this Amendment.

No Implied Waiver. No waiver of a breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Lease will be effective unless it is in writing and signed by the party waiving the breach, failure, right, or remedy. No waiver of any breach, failure, right, or remedy will be deemed a waiver of any other breach, failure, right, or remedy, whether or not similar, and no waiver will constitute a continuing waiver, unless the writing so specifies.

No Implied Waiver. No delay or omission by the Company in exercising any right under this Agreement will operate as a waiver of that or any other right. Any waiver of any of the obligations in this Agreement must be in writing from a member of the ​ Operating Committee (or its equivalent). A waiver or consent given by the Company on any one occasion is effective only in that instance and will not be construed as a bar to or waiver of any right on any other occasion.

Indemnification/No Waiver. The undersigned agrees to indemnify and hold harmless the Company and its officers, directors, managers, employees, affiliates or agents (collectively, the “Indemnified Parties”) from and against any and all claims, loss, damage, or liability (including costs of investigation, defense and attorneys’ fees) due to or arising out of their reliance upon the undersigned’s representations contained herein. If the undersigned later makes a claim against any of the Indemnified Parties that is inconsistent with its representations in this Subscription Agreement, then the undersigned will be in breach of this Subscription Agreement and will be liable for any damages the Indemnified Parties suffer as a result of such breach, including the cost of a successful defense of a lawsuit of the kind discussed herein. Notwithstanding any other representations, warranties, acknowledgments or agreements made herein by the undersigned, including the foregoing indemnification covenant, the undersigned does not thereby or in any other manner waive any rights granted to him, her or it under federal or state securities laws.

This Agreement is limited in nature and nothing contained herein is intended, or shall be deemed or construed, to # constitute a waiver of the Designated Defaults or any existing or future Defaults or Events of Default (including any Event of Default arising from the Designated Defaults) or compliance with any term or provision of the Loan Documents or at law or in equity or # establish a custom or course of dealing between the Loan Parties, on the one hand, and the Administrative Agent and/or any Lender, on the other hand.

There are no defaults by Assignor; and, to the best of Assignor’s knowledge, there are no defaults by Landlord under the Lease, and no event has occurred and no condition exists which, with the giving of notice or passage of time, would constitute a default under the Lease by Landlord or Assignor; and

Waiver of Existing Defaults. Obligors acknowledge and agree that the following events of default exist and are continuing under the Revolving Credit Loan Agreement and the other Loan Documents (collectively, the "Existing Defaults"): # the failure to comply with the Fixed Charge Coverage Ratio covenant contained in [Section 2.14] of the Revolving Credit Loan Agreement for the ​ determination date, which results in a default under [Section 4.l(b)] of the Revolving Credit Loan Agreement; and # the failure to comply with the Senior Funded Debt to EBITDA Ratio covenant contained in [Section 2.14] of the Revolving Credit Loan Agreement for the ​ determination date, which results in a default under [Section 4.l(b)] of the Revolving Credit Loan Agreement. Upon satisfaction of the conditions precedent set forth in this Agreement and satisfaction of the covenants set forth in [Sections 6, 7, 8, 9 and 10]0]0]0]0] of this Agreement, each as determined by Bank in its sole and absolute discretion, Bank waives the Existing Defaults and agrees that it will not exercise any rights or remedies available to Bank under the Revolving Credit Loan Agreement, the other Loan Documents or applicable law as a result of the Existing Defaults. This waiver is limited solely to the Existing Defaults described above for the time period specified above. This waiver does not constitute a waiver of Bank's right to insist on Obligors' strict compliance with the referenced covenants and all other terms and conditions of the Revolving Credit Loan Agreement and the other Loan Documents at all future times.

SECTION # Defaults. No Default or Event of Default has occurred and is continuing.