Notwithstanding [Section 6.7(a)], with respects to acts, omissions, events or circumstances relating to the Acquired Companies that occurred or existed prior to the Closing that are covered by occurrence-based insurance policies of Seller or any of its Affiliates under which an Acquired Company is an insured prior to Closing, Seller and its Affiliates shall make such claims for coverage as reasonably requested by Buyer or any Acquired Company and use commercially reasonable efforts to cooperate with Buyer in connection with any such claim for coverage and the receipt of insurance proceeds on behalf of an Acquired Company, subject to the terms and conditions of such occurrence-based policies and this Agreement, to the extent such coverage and limits are available. Buyer shall promptly repay or reimburse Seller and its Affiliates, or cause Seller and its Affiliates to be promptly repaid or reimbursed, for all costs and expenses incurred by Seller and its Affiliates in collecting such proceeds, including the amount of any deductibles and self-insured retentions associated with any such claims made by Seller or any of its Affiliates under such occurrence-based policies, and Buyer and its Affiliates (including the Acquired Companies) shall be liable for all uninsured, uncovered, unavailable or uncollectible amounts of such claims. For the avoidance of doubt, from and after the Closing, none of Buyer or the Acquired Companies shall have any right to directly make claims or seek coverage under any of the insurance policies provided or made available to the Acquired Companies by Seller or any of its Affiliates.

[Section 6.05] (Asset Sales). [Section 6.05] of the Credit Agreement is hereby amended by adding a new paragraph at the end thereof as follows:

Notwithstanding [Section 6.1I(1)], with respect to any LTIP Unit issued on or after February 23, 2016, and except as otherwise provided in connection with an agreement or other documentation entered into by the Partnership relating to the particular LTIP Unit, no Liquidating Gains will be allocated with respect to such LTIP Unit under [Section 6.1I(1)] as of any date unless and to the extent that the Liquidating Gains as of such date, when aggregated with other Liquidating Gains realized since the issuance of such LTIP Unit and, in the case of any LTIP Unit issued after the date of the Agreement, reduced by the aggregate amount of depreciation realized since the issuance of such LTIP Unit, exceed Liquidating Losses realized since the issuance of such LTIP Unit. For purposes of performing the calculations in the preceding sentence, with respect to LTIP Units issued after the date hereof (or prior to the date hereof to the extent it does not adversely affect the rights of the Limited Partners in any material respect), the amount of Liquidating Gains shall be increased by the amount of any Net Realized Gain for the period since the issuance of such LTIP Unit and the amount of Liquidating Losses shall be increased by the amount of any Net Realized Loss for the period since the issuance of such LTIP Unit.

Notwithstanding [Section 6.8], following the Closing, Seller, BPI, and Buyer (and their Affiliates) shall have the right to issue a press release containing a description of the Asset Purchase and the Purchase Price in the form attached hereto as Exhibit D. The Parties agree not to (and to ensure that their respective Affiliates do not) issue any other press releases or public announcements concerning this Agreement without the prior written consent of the other Parties (which shall not be unreasonably withheld or delayed), except as required by a Governmental Entity or applicable Legal Requirement (including the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”) and any stock exchange or trading market on which a Party’s securities are traded); provided that the Party intending to disclose such information shall use reasonable efforts to provide the other Parties with advance notice of such required disclosure, and an opportunity to review and comment on such proposed disclosure (which comments shall be considered in good faith by the disclosing Party). Notwithstanding the foregoing, without prior submission to or approval of the other Parties, any Party may issue press releases or public announcements which incorporate information concerning this Agreement which information was included in a press release or public disclosure which was previously disclosed under the terms of this Agreement.

[Section 6.14(c)] of the Capacity Purchase Agreement (Late Reduced Crew Estimates) is hereby amended to add the following to the end of the first sentence thereof: ​

Notwithstanding [Section 6.4(b)(i)], if and when the aggregate amount of Purchased Receivables deposited in the Escrow Account exceeds the Cap Amount, then the parties shall provide joint written instructions to the Escrow Agent directing the Escrow Agent to promptly, but in any event within two (2) Business Days of receipt of deposit of Royalty Payments in the Escrow Account, disburse 50% of the amount of such Royalty Payments (together with any interest thereon, if applicable) to Buyer and 50% of the amount of such Royalty Payments (together with any interest thereon, if applicable) to Seller. For the avoidance of doubt, in determining whether the Purchased Receivables exceeds the Cap Amount, such amount will include the amount received by Buyer in respect of any Additional Amounts received by the Buyer and will not include any Indemnified Taxes payable (whether payable through withholding or directly by the Buyer) in respect of any amounts payable to the Buyer under this Agreement (including in respect of any Additional Amounts).

[Section 6.14(d)] of the Capacity Purchase Agreement (Reporting Failure) is hereby amended to add the following to the end thereof: ​

[Section 6.11] (Amendment of Material Documents). [Section 6.11] of the Credit Agreement is hereby amended by adding a new paragraph at the end thereof as follows:

[Section 6.07] of the Existing Credit Agreement is hereby amended to # delete the word “and” appearing at the end of clause (d) thereof, # replace the period at the end of clause (e) thereof with a semicolon, # add the following as a new clause (f) thereof: “(f) the Borrower may make interest payments due on any Convertible Debt Securities; and”, and # add the following as a new clause (g) thereof: “(g) the Borrower may make Restricted Payments on Convertible Debt Securities if such Restricted Payments are permitted by [Section 6.09(c)].”

[Section 6.09(c)] of the Existing Credit Agreement is hereby amended to # add the parenthetical “(plus accrued and unpaid interest, if any)” immediately following the phrase “the principal amount” appearing in clause (ii) thereof, # replace the word “and” appearing at the end of clause (ii) thereof with “,”, # replace clause (iii) thereof with “(iii) any such redemption, repurchase, conversion, exchange or settlement made with a combination of an amount of cash not to exceed the principal amount of Convertible Debt Securities incurred pursuant to the terms of this Agreement, Equity Interests (other than Disqualified Stock) and cash in lieu of any fractional shares”, and # add the following as a new clause (iv) thereof: “(iv) any other redemption, repurchase, conversion, exchange or settlement so long as, solely for purposes of this [Section 6.09(c)(iv), (x)])] at the time thereof and immediately after giving effect (including giving effect on a pro forma basis) thereto, # no Event of Default has occurred and is continuing or would result therefrom and # the Borrower is in pro forma compliance with the financial covenants set forth in [Section 6.11] and # the aggregate amount of cash and Permitted Investments paid in connection with all such redemptions, repurchases, conversions, exchanges and settlements made in reliance on this [Section 6.09(c)(iv)] does not exceed the sum of # the principal amount of the Convertible Debt Securities plus # any payments received by the Borrower or any of its Subsidiaries pursuant to the exercise, settlement or termination of any related Permitted Equity Derivative; provided that, if the Net Leverage Ratio is less than 2.00 to 1.00 both before and immediately after giving effect (including giving effect on a pro forma basis) thereto, such redemption, repurchase, conversion, exchange or settlement shall not be included in such dollar limitation.”