Common use of Administrative Questionnaire Clause in Contracts

Administrative Questionnaire. The Assignee, if it is not a Lender, shall deliver to the Administrative Agent an Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company and its Subsidiaries and their respective securities) will be made available and who may receive such information in accordance with the assignee’s compliance procedures and applicable laws, including Federal and state securities laws.] 8 To be inserted if Assignment and Assumption is being entered into during the occurrence and continuance of an Event of Default. Pursuant to Section 5.01(c) of that certain Second Amended and Restated Credit Agreement, dated as of April 1, 2008 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among Insight Enterprises, Inc., a Delaware corporation (the “Company”), the European Borrowers named therein, the financial institutions from time to time parties thereto as lenders, ▇.▇. ▇▇▇▇▇▇ Europe Limited, as European Agent, and JPMorgan Chase Bank, National Association, as Administrative Agent (the “Administrative Agent”), the Company, through a Financial Officer, hereby delivers this Compliance Certificate (this “Certificate”) to the Administrative Agent, together with the financial statements being delivered to the Administrative Agent pursuant to Section 5.01[(a)][(b)] of the Credit Agreement for the accounting period as at, and for the [fiscal year] [fiscal quarter and the then elapsed portion of the fiscal year] of the Company ending on, , _____ (the “Financial Statements”). Capitalized terms used herein and in the Schedules attached hereto shall have the meanings set forth in the Credit Agreement. Subsection references herein relate to subsections of the Credit Agreement. THE UNDERSIGNED HEREBY CERTIFIES THAT:

Administrative Questionnaire. The Assignee, if it If the Assignee is not a Lender, shall deliver annexed hereto as Exhibit A is a completed administrative questionnaire, in form and substance satisfactory to the Administrative Agent an Administrative Questionnaire in which Agent, providing such information (including, without limitation, credit contact information and wiring instructions) of the Assignee designates one or more credit contacts to whom all syndicate-level information (which as the Administrative Agent may contain material non-public information about the Company and its Subsidiaries and their respective securities) will be made available and who may receive such information in accordance with the assignee’s compliance procedures and applicable laws, including Federal and state securities laws.] 8 To be inserted if Assignment and Assumption reasonably require. This Solvency Certificate is being entered into during the occurrence and continuance of an Event of Default. Pursuant delivered pursuant to Section 5.01(c4.01(f) of that certain Second the Amended and Restated Term Loan Credit Agreement, dated as of April 1June 18, 2008 2018 (as it may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among Insight Enterprises, Inc.CPG International LLC, a Delaware corporation limited liability company (the “CompanyBorrower”), the European Borrowers named therein, the financial institutions Lenders party thereto from time to time parties thereto as lenderstime, ▇.▇. ▇▇▇▇▇▇ Europe Limitedand Jefferies Finance LLC, as European Agentadministrative agent (in such capacity, and JPMorgan Chase Bank, National Association, as Administrative Agent (the “Administrative Agent”), and as collateral agent (in such capacity, the Company“Collateral Agent”). The undersigned hereby certifies, through a Financial Officersolely in such undersigned’s capacity as [chief financial officer][chief accounting officer][specify other officer with equivalent duties] of CPG International Inc., hereby delivers this Compliance Certificate (this “Certificate”) and not individually, as follows: As of the date hereof, after giving effect to the Administrative Agent, together with consummation of the financial statements being delivered to Transactions including the Administrative Agent pursuant to Section 5.01[(a)][(b)] making of the Term Loans under the Credit Agreement for on the accounting period as atdate hereof and the issuance of the Senior Unsecured Notes on the date hereof, and for after giving effect to the [fiscal year] [fiscal quarter and the then elapsed portion application of the fiscal year] proceeds of such Indebtedness: a. The fair value of the Company ending onassets of Borrower and its Subsidiaries, on a consolidated basis, _____ (the “Financial Statements”). Capitalized terms used herein exceeds, on a consolidated basis, their debts and in the Schedules attached hereto shall have the meanings set forth in the Credit Agreement. Subsection references herein relate to subsections liabilities, subordinated, contingent or otherwise; b. The present fair saleable value of the Credit Agreementproperty of Borrower and its Subsidiaries, on a consolidated basis, is greater than the amount that will be required to pay the probable liability, on a consolidated basis, of their debts and other liabilities, subordinated, contingent or otherwise, as such debts and other liabilities become absolute and matured; c. Borrower and its Subsidiaries, on a consolidated basis, are able to pay their debts and liabilities, subordinated, contingent or otherwise, as such liabilities become absolute and matured; and d. Borrower and its Subsidiaries, on a consolidated basis, are not engaged in, and are not about to engage in, business for which they have unreasonably small capital. THE UNDERSIGNED HEREBY CERTIFIES THAT:For purposes of this Solvency Certificate, the amount of any contingent liability at any time shall be computed as the amount that would reasonably be expected to become an actual and matured liability.

Administrative Questionnaire. The Assignee, if it is not a Lender, shall deliver to the Administrative Agent an Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company and its Subsidiaries and their respective securities) will be made available and who may receive such information in accordance with the assignee’s compliance procedures and applicable laws, including Federal and state securities laws.] 8 To be inserted if Assignment THIS BORROWING SUBSIDIARY AGREEMENT is dated as of [ , 20 ] (the “Agreement”), among ▇. ▇▇▇▇▇▇▇▇, INC., a Delaware corporation (the “Company”), [Name of Borrowing Subsidiary], a [ ] (the “New Borrowing Subsidiary”), and Assumption JPMorgan Chase Bank, N.A., as Administrative Agent (the “Administrative Agent”). Reference is being entered into during hereby made to the occurrence and continuance of an Event of Default. Pursuant to Section 5.01(c) of that certain Second Amended and Restated Credit Agreement, dated as of April June 1, 2008 2015 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among Insight Enterprisesthe Company, Inc.▇. ▇▇▇▇▇▇▇▇ Holdings S.a.r.L, as a Delaware corporation (the “Company”)Luxembourg Borrower, the European Foreign Borrowers named therein, the financial institutions from time to time parties thereto as lendersparty thereto, the Lenders party thereto, ▇.▇. ▇▇▇▇▇▇ Europe Limited, as European a Global Agent, and JPMorgan Chase Bank, National Association, as Administrative Agent (the “Administrative Agent”), the Company, through a Financial Officer, hereby delivers this Compliance Certificate (this “Certificate”) to the Administrative Agent, together with the financial statements being delivered to the Administrative Agent pursuant to Section 5.01[(a)][(b)] of the Credit Agreement for the accounting period as at, and for the [fiscal year] [fiscal quarter and the then elapsed portion of the fiscal year] of the Company ending on, , _____ (the “Financial Statements”). Capitalized terms used herein and in the Schedules attached hereto but not otherwise defined herein shall have the meanings set forth assigned to such terms in the Credit Agreement. Subsection references herein relate Under the Credit Agreement, the Lenders have agreed, upon the terms and subject to subsections of the conditions therein set forth, to make Loans to the Foreign Borrowers, and the Company and the New Borrowing Subsidiary desire that the New Borrowing Subsidiary become a Foreign Borrower. In addition, the New Borrowing Subsidiary hereby authorizes the Company to act on its behalf as and to the extent provided for in the Credit Agreement. THE UNDERSIGNED HEREBY CERTIFIES THAT:Each of the Company and the New Borrowing Subsidiary represents and warrants that the representations and warranties of the Company in the Credit Agreement relating to the New Borrowing Subsidiary and this Agreement are true and correct on and as of the date hereof, other than representations given as of a particular date, in which case they shall be true and correct as of that date. The Company agrees that the Guarantee of the Company contained in the Credit Agreement will apply to the Secured Obligations of the New Borrowing Subsidiary. The Subsidiary Guarantors agree that their Guarantee contained in the Guaranty Agreement will apply to the Secured Obligations of the New Borrowing Subsidiary. The Foreign Guarantors agree that their Foreign Guarantee contained in the Guaranty Agreement will apply to the Foreign Obligations of the New Borrowing Subsidiary. Upon execution of this Agreement by each of the Company, the New Borrowing Subsidiary and the Administrative Agent, the New Borrowing Subsidiary shall be a party to the Credit Agreement and shall constitute a Foreign Borrower for all purposes thereof, and the New Borrowing Subsidiary hereby agrees to be bound by all provisions of the Credit Agreement that are applicable to Foreign Borrowers. This Agreement shall be governed by and construed in accordance with the laws of the State of New York.

Administrative Questionnaire. The Assignee, if it If the Assignee is not a Lender, shall deliver annexed hereto as Exhibit A is a completed administrative questionnaire, in form and substance satisfactory to the Administrative Agent an Administrative Questionnaire in Agent, which requests such information (including, without limitation, credit contact information and wiring instructions) from the Assignee designates one or more credit contacts to whom all syndicate-level information (which as the Administrative Agent may contain material non-public information about the Company and its Subsidiaries and their respective securities) will be made available and who may receive such information in accordance with the assignee’s compliance procedures and applicable laws, including Federal and state securities laws.] 8 reasonably require. 12 To be inserted if Assignment paid by the Assignor or the Assignee. Reference is made to the Credit and Assumption is being entered into during the occurrence and continuance of an Event of Default. Pursuant to Section 5.01(c) of that certain Second Amended and Restated Credit Guaranty Agreement, dated as of April 1June 27, 2008 2013 (as amended, restated, amended and restated, supplemented or otherwise modified and in effect from time to time, the “Credit Agreement”), by and among Insight EnterprisesAmerican Airlines, Inc., a Delaware corporation (the “CompanyBorrower”), AMR Corporation, a Delaware corporation (“Parent”), the European Borrowers named therein, the financial institutions other Subsidiaries of Parent from time to time parties party thereto as lendersother than the Borrower (the “Guarantors”), ▇.▇. ▇▇▇▇▇▇ Europe LimitedDeutsche Bank AG New York Branch, as European Agent, and JPMorgan Chase Bank, National Association, as Administrative Agent administrative agent (the “Administrative Agent”), the Company, through a Financial Officer, hereby delivers this Compliance Certificate (this “Certificate”) to the Administrative Agent, together with the financial statements being delivered to the Administrative Agent pursuant to Section 5.01[(a)][(b)] of the Credit Agreement for the accounting period as at, and for the [fiscal year] [fiscal quarter and the then elapsed portion of the fiscal year] of the Company ending on, , _____ collateral agent (the “Financial StatementsCollateral Agent”), and as issuing lender (the “Issuing Lender”), and the Lenders party thereto from time to time. Capitalized terms used herein and in the Schedules attached hereto shall not otherwise defined herein have the meanings set forth assigned to such terms in the Credit Agreement. Subsection references herein relate Pursuant to subsections Section 2.03 of the Credit Agreement, the Borrower desires that the Lenders make the following Loans to the Borrower in accordance with the applicable terms and conditions of the Credit Agreement on , 20 (which shall be a Business Day) (the “Borrowing Date”): 1. Revolving Loans ¨ ABR Loans: $[___,___,___]1 ¨ Eurodollar Loans, with an initial Interest Period of ____ month(s): $[___,___,___]2 2. Term Loans ¨ ABR Loans: $[___,___,___] ¨ Eurodollar Loans, with an initial Interest Period of ____ month(s): $[___,___,___] 1 In an aggregate amount that is an integral multiple of $100,000 and not less than $1,000,000; provided that an ABR Borrowing may be in an aggregate amount that is equal to the entire Unused Total Revolving Commitment or that is required to finance the reimbursement of an LC Disbursement as contemplated by Section 2.02(e) of the Credit Agreement. THE UNDERSIGNED HEREBY CERTIFIES THAT2 In an aggregate amount that is in an integral multiple of $1,000,000 and not less than $1,000,000. The Borrower hereby certifies that:

Administrative Questionnaire. The Assignee, if it If the Assignee is not a Lender, shall deliver annexed hereto as Exhibit A is a completed administrative questionnaire, in form and substance satisfactory to the Administrative Agent an Administrative Questionnaire in which Agent, providing such information (including, without limitation, credit contact information and wiring instructions) of the Assignee designates one or more credit contacts to whom all syndicate-level information (which as the Administrative Agent may contain material non-public information about the Company and its Subsidiaries and their respective securities) will be made available and who may receive such information in accordance with the assignee’s compliance procedures and applicable laws, including Federal and state securities laws.] 8 To be inserted if Assignment and Assumption reasonably require. This Solvency Certificate is being entered into during the occurrence and continuance of an Event of Default. Pursuant delivered pursuant to Section 5.01(c4.01(f) of that certain Second Amended and Restated the First Lien Term Loan Credit Agreement, dated as of April 1November 15, 2008 2012 (as the same may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among Insight Enterprises, SF CC Intermediate Holdings Inc., a Delaware corporation corporation, as the initial borrower (prior to the Contribution, the “CompanyBorrower”), the European Borrowers named thereinSmart & Final Inc., a Delaware corporation, the financial institutions from time to time parties Lenders party thereto as lenders, ▇.▇. and ▇▇▇▇▇▇ Europe Limited▇▇▇▇▇▇▇ Senior Funding, as European Agent, and JPMorgan Chase Bank, National AssociationInc., as Administrative Agent (the “Administrative Agent”), the Company, through a Financial Officer, hereby delivers this Compliance Certificate (this “Certificate”) to the Administrative Agent, together with the financial statements being delivered to the Administrative Agent pursuant to Section 5.01[(a)][(b)] of the Credit Agreement for the accounting period as at, and for the [fiscal year] [fiscal quarter and the then elapsed portion of the fiscal year] of the Company ending on, , _____ (the “Financial Statements”). Capitalized terms used but not otherwise defined herein and in the Schedules attached hereto shall have the meanings set forth assigned to them in the Credit Agreement. Subsection references herein relate to subsections The undersigned hereby certifies, solely in [his][her] capacity as [ ] of the Borrower, and not in [his][her] individual capacity, as follows: As of the date hereof, after giving effect to the consummation of the Transactions including the making of the Term Loans under the Credit AgreementAgreement on the date hereof, and after giving effect to the application of the proceeds of such Indebtedness: a. The fair value of the assets of the Borrower and its subsidiaries, on a consolidated basis, exceeds, on a consolidated basis, their debts and liabilities, subordinated, contingent or otherwise; b. The present fair saleable value of the property of the Borrower and its subsidiaries, on a consolidated basis, is greater than the amount that will be required to pay the probable liability, on a consolidated basis, of their debts and other liabilities, subordinated, contingent or otherwise, as such debts and other liabilities become absolute and matured; c. The Borrower and its subsidiaries, on a consolidated basis, are able to pay their debts and liabilities, subordinated, contingent or otherwise, as such liabilities become absolute and matured; and d. The Borrower and its subsidiaries, on a consolidated basis, are not engaged in, and are not about to engage in, business for which they have unreasonably small capital. THE UNDERSIGNED HEREBY CERTIFIES THAT:For purposes of this Solvency Certificate, the amount of any contingent liability at any time shall be computed as the amount that would reasonably be expected to become an actual and matured liability.

Administrative Questionnaire. The Assignee, if it If the Assignee is not a Lender, shall deliver annexed hereto as Exhibit A is a completed administrative questionnaire, in form and substance satisfactory to the Administrative Agent an Administrative Questionnaire in which Agent, providing such information (including, without limitation, credit contact information and wiring instructions) of the Assignee designates one or more credit contacts as the Administrative Agent may reasonably require. $_______________ New York, New York [Date] FOR VALUE RECEIVED, the undersigned CPG International LLC, a Delaware limited liability company (the “Borrower”), hereby promises to whom pay to [ ] (the “Lender”) on the Maturity Date (as defined in the Credit Agreement referred to below) in lawful money of the United States and in immediately available funds, the principal amount of ____________ DOLLARS ($____________), or, if less, the aggregate unpaid principal amount of all syndicate-level information (Loans of the Lender outstanding under the Credit Agreement referred to below, which may contain material non-public information about sum shall be due and payable in such amounts and on such dates as are set forth in the Company and its Subsidiaries and their respective securities) will be made available and who may receive Credit Agreement. The Borrower further agrees to pay interest in like money at such information in accordance with the assignee’s compliance procedures and applicable laws, including Federal and state securities laws.] 8 To be inserted if Assignment and Assumption is being entered into during the occurrence and continuance of an Event of Default. Pursuant office specified pursuant to Section 5.01(c9.01(a)(ii) of the Credit Agreement on the unpaid principal amount hereof from time to time from the date hereof at the rates, and on the dates, specified in Section 2.11 of such Credit Agreement. The holder of this Note may endorse and attach a schedule to reflect the date, Type and amount of each Loan of the Lender outstanding under the Credit Agreement, the date and amount of each payment or prepayment of principal hereof, and the date of each interest rate conversion or continuation pursuant to Section 2.05 of the Credit Agreement and the principal amount subject thereto; provided that certain Second the failure of the Lender to make any such recordation (or any error in such recordation) shall not affect the obligations of the Borrower hereunder or under the Credit Agreement. This Note is one of the Notes referred to in the Amended and Restated Term Loan Credit Agreement, dated as of April 1June 18, 2008 2018 (as it may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among Insight Enterprises, Inc.CPG International LLC, a Delaware corporation limited liability company (the “CompanyBorrower”), the European Borrowers named therein, the financial institutions Lenders party thereto from time to time parties thereto as lenderstime, ▇.▇. ▇▇▇▇▇▇ Europe Limitedand Jefferies Finance LLC, as European Agentadministrative agent (in such capacity, and JPMorgan Chase Bank, National Association, as Administrative Agent (the “Administrative Agent”), and as collateral agent (in such capacity, the Company, through a Financial Officer, hereby delivers this Compliance Certificate (this “CertificateCollateral Agent”) to the Administrative Agent, together with the financial statements being delivered to the Administrative Agent pursuant to Section 5.01[(a)][(b)] of . Terms used herein which are defined in the Credit Agreement for shall have such defined meanings unless otherwise defined herein or unless the accounting period context otherwise requires. This Note is secured and guaranteed as at, and for provided in the [fiscal year] [fiscal quarter Credit Agreement and the then elapsed portion Security Documents. Reference is hereby made to the Credit Agreement and the Security Documents for a description of the fiscal year] properties and assets in which a security interest has been granted, the nature and extent of the Company ending onsecurity and guarantees, , _____ (the “Financial Statements”)terms and conditions upon which the security interest and each guarantee was granted and the rights of the holder of this Note in respect thereof. Capitalized terms used herein and in Upon the Schedules attached hereto shall have occurrence of any one or more of the meanings set forth Events of Default specified in the Credit Agreement, all amounts then remaining unpaid on this Note shall become, or may be declared to be, immediately due and payable all as provided therein. Subsection references herein relate All parties now and hereafter liable with respect to subsections this Note, whether maker, principal, surety, guarantor, endorser or otherwise, hereby waive presentment, demand, protest and all other notices of any kind. CPG INTERNATIONAL LLC, as Borrower By: Name: Title: This Solvency Certificate is delivered pursuant to Section 5(i) of the Incremental Amendment No. 1, dated as of the date hereof (the “Incremental Amendment No. 1”), to the Term Loan Credit Agreement, dated as of September 30, 2013 (as amended by the First Amendment, dated as of February 6, 2014 and the Second Amendment, dated as of May 5, 2017 and as may be further amended and restated pursuant to the Incremental Amendment No. THE UNDERSIGNED HEREBY CERTIFIES THAT1 and as may be amended, restated, supplemented, waived or otherwise modified from time to time, the “Amended and Restated Credit Agreement”), by and among CPG International LLC, as borrower (the “Borrower”), CPG Newco LLC, as guarantor, the Lenders party thereto from time to time, and Jefferies Finance LLC, as administrative agent and collateral agent. The undersigned hereby certifies, solely in such undersigned’s capacity as Chief Financial Officer of the Borrower, and not individually, as follows: As of the date hereof, after giving effect to the consummation of the Transactions, including the making of the 2018 Incremental Term Loans, and after giving effect to the application of the proceeds of such indebtedness: