The Lenders set forth on the Register (immediately prior to giving effect to this Amendment) that have notified the Administrative Agent of their intention to convert some or all of the portion the Tranche B-1 Term Loan into the Tranche B-3 Term Loan (each such Lender, a “B-3 Converting Lender”) are the lenders of record of the portion of the Tranche B-1 Term Loan as set forth on the Register opposite such Lender’s name. Each such B-3 Converting Lender represents and warrants that it holds such portion of the Tranche B-1 Term Loan and has not assigned or participated such portion of the Tranche B-1 Term Loan to any other Person.

The Lenders set forth on the Register (immediately prior to giving effect to this Amendment) that have notified the Administrative Agent of their intention to convert some or all of the portion of the Tranche B-12 Term Loan into the Tranche B-34 Term Loan (each such Lender, a “B-34 Converting Lender”) are the lenders of record of the portion of the Tranche B-12 Term Loan as set forth on the Register opposite such Lender’s name. Each such B-34 Converting Lender represents and warrants that it holds such portion of the Tranche B-12 Term Loan and has not assigned or participated such portion of the Tranche B-12 Term Loan to any other Person.

The LendersBorrower, the Administrative Agent and each B-3 Converting Lender hereby agree that on the Effective Date the principal amount of the portion of the Tranche B-1 Term Loan set forth on the Register (immediately prior to giving effect to this Amendment) that haveopposite such B-3 Converting Lender’s name and owing to such B-3 Converting Lender under the Credit Agreement (or such lesser amount as notified by the Administrative AgentAgent) shall be converted (the “B-3 Conversion”) into a portion of their intention to convert some or all of the portion the Tranche B-1 Term Loan into the Tranche B-3 Term Loan (each such Lender, a “B-3 Converting Lender”) arein an aggregate principal amount equal to the lenders of record of the portion of the Tranche B-1 Term Loan asamount set forth on the Register (immediately after giving effect to this Amendment) opposite such Lender’s name. Each such B-3 Converting Lender representsLender’s name, as contemplated by and warrants that it holds such portion ofto be evidenced and governed by the Tranche B-1 TermCredit Agreement and the related Loan Documents, all on the terms and has not assigned or participated such portion ofconditions set forth in the Tranche B-1 Term Loan to any other Person.Credit Agreement, in each case, as amended by this Amendment.

The Lenders set forth onIn order to effect the Register (immediately prior to giving effect to this Amendment) that have notifiedB-3 Conversion, # the Administrative Agent of their intentionhas notified the Borrower that upon the Effective Date it will mark the Register to convert some or all of the portionreflect the Tranche B-1 Term Loan intoas no longer outstanding on the Effective Date and # each B-3 Converting Lender will have been deemed to become a party to the Credit Agreement as a Tranche B-3 Term Lender on the Effective Date in respect of the Tranche B-3 Term Loan (eachin the amount set forth opposite such Lender, a “B-B-3 Converting Lender”) areLender’s name on the lendersRegister (immediately after giving effect to this Amendment). The B-3 Conversion will not affect the right of recordany B-3 Converting Lender to receive any accrued and unpaid interest with respect to the Tranche B-1 Term Loan that is owed to such B-3 Converting Lender, all of which shall be paid by the Borrower on the Effective Date (but it is understood and agreed that the Tranche B-1 Term Loan shall not bear any interest from and after the B-3 Conversion). Furthermore, each B-3 Converting Lender agrees that, effective upon the B-3 Conversion and subject to receipt of such accrued and unpaid interest, it no longer holds any portion of the Tranche B-1 Term Loan as set forth on the Register opposite such Lender’s name. Each such B-3 Converting Lender represents and warrants that it holds such portion of the Tranche B-1 Term Loan and has not assigned or participated such portion of the Tranche B-1 Term Loan to any other Person.Loan.

The LendersBorrower, the Administrative Agent and each B-4 Converting Lender hereby agree that on the Effective Date the principal amount of the portion of the Tranche B-2 Term Loan set forth on the Register (immediately prior to giving effect to this Amendment) that haveopposite such B-4 Converting Lender’s name and owing to such B-4 Converting Lender under the Credit Agreement (or such lesser amount as notified by the Administrative Agent of their intention to convert some or all of the portion the Tranche B-1 Term LoanAgent) shall be converted (the “B-4 Conversion”) into the Tranche B-3 Term Loan (each such Lender, a “B-3 Converting Lender”) are the lenders of record of the portion of the Tranche B-14 Term Loan asin an aggregate principal amount equal to the amount set forth on the Register (immediately after giving effect to this Amendment) opposite such B-4 Converting Lender’s name. Each such B-3 Converting Lender representsname, as contemplated by and warrants that it holds such portion ofto be evidenced and governed by the Tranche B-1 TermCredit Agreement and the related Loan Documents, all on the terms and has not assigned or participated such portion ofconditions set forth in the Tranche B-1 Term Loan to any other Person.Credit Agreement, in each case, as amended by this Amendment.