Common use of Inconsistencies with Other Documents; Independent Effect of Covenants Clause in Contracts

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XI, any provision of the other Loan Documents which imposes additional burdens on any Borrower or its Subsidiaries or further restricts the rights of such Borrower or its Subsidiaries or gives the Administrative Agent or any Lender additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each Borrower expressly acknowledges and agrees that each covenant contained in Article VIII, IX, or X hereof shall be given independent effect. Accordingly, no Borrower shall engage in any transaction or other act otherwise permitted under any covenant contained in Article VIII, IX, or X if, before or after giving effect to such transaction or act, such Borrower shall or would be in breach of any other covenant contained in Article VIII, IX, or X.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any the Borrower or its Subsidiaries or further restricts the rights of such the Borrower or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each The Borrower expressly acknowledges and agrees that each covenant contained in Article Articles VIII, IX, or X hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, or X if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article Articles VIII, IX, or X.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided thatprovided, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any the Borrower or its Subsidiaries or further restricts the rights of such the Borrower or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each The Borrower expressly acknowledges and agrees that each covenant contained in Article VIII, Articles IX, X, or X XI hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article VIII, Articles IX, X, or X XI if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article VIII, Articles IX, X, or X.XI.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XI, that any provision of the other Loan Security Documents which that imposes additional burdens on any the Borrower or its Restricted Subsidiaries or further restricts the rights of such the Borrower or its Restricted Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each The Borrower expressly acknowledges and agrees that each covenant contained in Article Articles VIII, IX, or X hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, or X if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article Articles VIII, IX, or X.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XI, that any provision of the other Loan Documents which imposes additional burdens on any the Borrower or its Subsidiaries or further restricts the rights of such the Borrower or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each The Borrower expressly acknowledges and agrees that each covenant contained in Article Articles VIII, IX, or X hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, or X if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article Articles VIII, IX, or X.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided thatprovided, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any the Borrower or its Subsidiaries or further restricts the rights of such the Borrower or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each The Borrower expressly acknowledges and agrees that each covenant contained in Article Articles VIII, IX, or X hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, or X if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article Articles VIII, IX, or X.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any the Borrower or its Subsidiaries or further restricts the rights of such the Borrower or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each The Borrower expressly acknowledges and agrees that each covenant contained in Article VIII, Articles IX, X, or X XI hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article VIII, Articles IX, X, or X XI if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article VIII, Articles IX, X, or X.XI.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided thatprovided, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any Borrower or its any of their Subsidiaries or further restricts the rights of such any Borrower or its any of their Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each Borrower expressly acknowledges and agrees that each covenant contained in Article VIII10, IX11, or X hereof 12 shall be given independent effect. Accordingly, no Borrower shall engage in any transaction or other act otherwise permitted under any covenant contained in Article VIII10, IX11, or X 12 if, before or after giving effect to such transaction or act, such any Borrower shall or would be in breach of any other covenant contained in Article VIII10, IX11, or X.12.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any the Borrower or any of its Subsidiaries or further restricts the rights of such the Borrower or any of its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each The Borrower expressly acknowledges and agrees that each covenant contained in Article Articles VIII, IX, or X hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, or X if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article Articles VIII, IX, or X.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XI, that any provision of the other Loan Security Documents which that imposes additional burdens on any the Borrower or its Restricted Subsidiaries or further restricts the rights of such the Borrower or its Restricted Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each The Borrower expressly acknowledges and agrees that each covenant contained in Article Articles VIII, IX, or X hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, or X if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article Articles VIII, IX, or X.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided thatprovided, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any the Borrower or its Subsidiaries or further restricts the rights of such the Borrower or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each The Borrower expressly acknowledges and agrees that each covenant contained in Article VIII, Articles IX, X, or X XI hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article VIII, Articles IX, X, or X XI if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article VIII, Articles IX, X, or X.XI. [Signature pages to follow] 103

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any Borrower or its Subsidiaries or further restricts the rights of such any Borrower or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each Borrower The Borrowers expressly acknowledges acknowledge and agrees agree that each covenant contained in Article Articles VIII, IX, or X hereof shall be given independent effect. Accordingly, no Borrower the Borrowers shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, or X if, before or after giving effect to such transaction or act, such Borrower the Borrowers shall or would be in breach of any other covenant contained in Article Articles VIII, IX, or X.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In Subject to clause (b) below, in the event there is a conflict or inconsistency between this Agreement and any other Loan DocumentDocument (other than the Intercreditor Agreement), the terms of this Agreement shall control; provided that, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any Borrower or its Subsidiaries the Credit Parties or further restricts the rights of such Borrower or its Subsidiaries the Credit Parties or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) In the event there is a conflict or inconsistency between the Intercreditor Agreement and any other Loan Document, the terms of the Intercreditor Agreement shall control. (c) Each Borrower of the Borrowers expressly acknowledges and agrees that each covenant contained in Article VIII, IX, VIII or X IX hereof shall be given independent effect. Accordingly, no Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article VIII, IX, VIII or X IX if, before or after giving effect to such transaction or act, such Borrower shall or would be in breach of any other covenant contained in Article VIII, VIII or IX, or X..

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided thatprovided, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any Borrower the Borrowers or its their respective Subsidiaries or further restricts the rights of such Borrower the Borrowers or its their respective Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each Borrower expressly acknowledges and agrees that each covenant contained in Article Articles VIII, IX, IX or X hereof shall be given independent effect. Accordingly, no such Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, IX or X if, before or after giving effect to such transaction or act, such Borrower shall or would be in breach of any other covenant contained in Article Articles VIII, IX, IX or X.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XI, that any provision of the other Loan Documents which imposes additional burdens on any Borrower the Company or its Subsidiaries or further restricts the rights of such Borrower the Company or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each Borrower expressly acknowledges and agrees that each covenant contained in Article Articles VIII, IX, or X hereof shall be given independent effect. Accordingly, no Borrower shall engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, or X if, before or after giving effect to such transaction or act, such Borrower shall or would be in breach of any other covenant contained in Article Articles VIII, IX, or X.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any Borrower the Credit Parties or its their Subsidiaries or further restricts the rights of such Borrower the Credit Parties or its their Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each of the Parent, Holdings and the Borrower expressly acknowledges and agrees that each covenant contained in Article Articles VIII, IX, or X hereof shall be given independent effect. Accordingly, no the Parent, Holdings and the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, or X if, before or after giving effect to such transaction or act, such Borrower Person shall or would be in breach of any other covenant contained in Article Articles VIII, IX, or X.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control, provided, that in the event there is a conflict or inconsistency between this Agreement and any Fee Letter, which conflict or inconsistency relates solely to a matter affecting the parties thereto, such Fee Letter shall control; provided that, other than for purposes of Article XI, further that any provision of the other Loan Security Documents which imposes additional burdens on any the Parent Borrower or any of its Subsidiaries or further restricts the rights of such the Parent Borrower or any of its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each The Parent Borrower expressly acknowledges and agrees that each covenant contained in Article VIII, IX, or X VIII and Article IX hereof shall be given independent effect. Accordingly, no the Parent Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article VIII, Articles VIII or IX, or X if, before or after giving effect to such transaction or act, such the Parent Borrower shall or would be in breach of any other covenant contained in Article VIII, Articles VIII or IX, or X..

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XI, that any provision of the other Loan Documents which imposes additional burdens on any Borrower or its Subsidiaries or further restricts the rights of such any Borrower or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each Borrower The Borrowers expressly acknowledges acknowledge and agrees agree that each covenant contained in Article VIII, Articles IX, X or X XI hereof shall be given independent effect. Accordingly, no Borrower the Borrowers shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article VIII, Articles IX, X or X XI if, before or after giving effect to such transaction or act, such Borrower the Borrowers shall or would be in breach of any other covenant contained in Article VIII, Articles IX, X or X.XI.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XI, any provision of the other Loan Documents which imposes additional burdens on any the Borrower or its Subsidiaries or further restricts the rights of such the Borrower or its Subsidiaries or gives the Administrative Agent Agent, any Issuing Bank or any Lender the Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each The Borrower expressly acknowledges and agrees that each covenant contained in Article VIII, IX, or X hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article VIII, IX, or X if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article VIII, IX, or X.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XI, that any provision of the other Loan Documents which imposes additional burdens on any the Borrower or its Subsidiaries or further restricts the rights of such the Borrower or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each The Borrower expressly acknowledges and agrees that each covenant contained in Article Articles VIII, IX, or X hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, or X if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article Articles VIII, IX, or X.X. [Signature pages to follow]

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XI, that any provision of the other Loan Documents which imposes additional burdens on any Borrower the Company or its Subsidiaries or further restricts the rights of such Borrower the Company or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each Borrower expressly acknowledges and agrees that each covenant contained in Article Articles VIII, IX, or X hereof shall be given independent effect. Accordingly, no Borrower shall CHAR1\1753066v5 engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, or X if, before or after giving effect to such transaction or act, such Borrower shall or would be in breach of any other covenant contained in Article Articles VIII, IX, or X.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XI, PROVIDED that any provision of the other Loan Security Documents which imposes additional burdens on any the Borrower or its Subsidiaries or further restricts the rights of such the Borrower or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each The Borrower expressly acknowledges and agrees that each covenant contained in Article VIII, ARTICLES IX, X, or X XI hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article VIII, ARTICLES IX, X, or X XI if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article VIII, ARTICLES IX, X, or X.XI.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any the Borrower or its Subsidiaries or further restricts the rights of such the Borrower or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each The Borrower expressly acknowledges and agrees that each covenant contained in Article VIII, IX, X, or X XI hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article VIII, IX, X, or X XI if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article VIII, IX, X, or X.XI.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In 13.25.1 Except as otherwise expressly set forth herein, in the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided thatprovided, other than for purposes of Article XI, that any provision of the other Loan Security Documents or the Warrant Documents, which imposes additional burdens on any Borrower the Borrowers or its their respective Subsidiaries or further restricts the rights of such Borrower the Borrowers or its their respective Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) 13.25.2 Each Borrower of the Borrowers expressly acknowledges and agrees that each covenant contained in Article Articles VIII, IX, or X hereof shall be given independent effect. Accordingly, no Borrower the Borrowers shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, or X if, before or after giving effect to such transaction or act, such Borrower shall or would be in breach of any other covenant contained in Article VIII, IX, or X.such

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided thatprovided, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any the Borrower or its Subsidiaries or further restricts the rights of such the Borrower or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each The Borrower expressly acknowledges and agrees that each covenant contained in Article VIII, IX, X, or X XI hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article VIII, IX, X, or X XI if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article VIII, IX, X, or X.XI.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any Agreement, the Notes or the other Loan DocumentDocuments, the terms of this Agreement shall control; provided thatprovided, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any Borrower or its Subsidiaries or further restricts the rights of such any Borrower or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each Borrower The Borrowers expressly acknowledges acknowledge and agrees agree that each covenant contained in Article Articles VIII, IX, IX or X hereof shall be given independent effect. Accordingly, no Borrower the Borrowers shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, IX or X if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article Articles VIII, IX, IX or X.X. [Signature pages to follow]

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XIX, any provision of the other Loan Documents which imposes additional burdens on any the Borrower or its Subsidiaries or further restricts the rights of such the Borrower or its Subsidiaries or gives the Administrative Agent or any Lender the Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each The Borrower expressly acknowledges and agrees that each covenant contained in Article VII, VIII, IX, or X IX hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article VII, VIII, IX, or X IX if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article VII, VIII, or IX, or X.. ­

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided thatprovided, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any Borrower the Borrowers or its their Subsidiaries or further restricts the rights of such Borrower the Borrowers or its their Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each Borrower The Borrowers expressly acknowledges acknowledge and agrees agree that each covenant contained in Article VIII, Articles IX, X, or X XI hereof shall be given independent effect. Accordingly, no Borrower the Borrowers shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article VIII, 100 Articles IX, X, or X XI if, before or after giving effect to such transaction or act, such Borrower the Borrowers shall or would be in breach of any other covenant contained in Article VIII, Articles IX, X, or X.XI.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided thatprovided, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any Borrower the Borrowers or its their Subsidiaries or further restricts the rights of such Borrower the Borrowers or its their Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each Borrower The Borrowers expressly acknowledges acknowledge and agrees that each covenant contained in Article Articles VIII, IX, or X hereof shall be given independent effect. Accordingly, no Borrower the Borrowers shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, or X if, before or after giving effect to such transaction or act, such Borrower the Borrowers shall or would be in breach of any other covenant contained in Article Articles VIII, IX, or X.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XI, that any provision of the other Loan Security Documents which that imposes additional burdens on any the Borrower or its Restricted Subsidiaries or further restricts the rights of such the Borrower or its Restricted Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each The Borrower expressly acknowledges and agrees that each covenant contained in Article Articles VIII, IX, or X hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, or X if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article Articles VIII, IX, or X.X. 110

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided thatprovided, other than for purposes of Article XI, that any provision of the other Loan Security Documents (but not any Application) which imposes additional burdens on any the Borrower or its Restricted Subsidiaries or further restricts the rights of such the Borrower or its Restricted Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each The Borrower expressly acknowledges and agrees that each covenant contained in Article VIII, Articles IX, X, or X XI hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article VIII, Articles IX, X, or X XI if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article VIII, Articles IX, X, or X.XI.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided thatprovided, other than for purposes of Article XI, that any provision of the other Loan Documents which imposes additional burdens on any the Borrower or its Subsidiaries or further restricts the rights of such the Borrower or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each The Borrower expressly acknowledges and agrees that each covenant contained in Article Articles VIII, IX, or X hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, or X if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article Articles VIII, IX, or X.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided thatprovided, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any Borrower the Borrowers or its their Subsidiaries or further restricts the rights of such Borrower the Borrowers or its their Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each Borrower The Borrowers expressly acknowledges acknowledge and agrees agree that each covenant contained in Article Articles VIII, IX, IX or X hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, IX or X if, before or after giving effect to such transaction or act, such Borrower the Borrowers shall or would be in breach of any other covenant contained in Article Articles VIII, IX, IX or X.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any Agreement, the Notes or the other Loan DocumentDocuments, the terms of this Agreement shall control; provided thatprovided, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any Borrower or its Subsidiaries or further restricts the rights of such any Borrower or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each Borrower The Borrowers expressly acknowledges acknowledge and agrees agree that each covenant contained in Article Articles VIII, IX, IX or X hereof shall be given independent effect. Accordingly, no Borrower the Borrowers shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, IX or X if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article Articles VIII, IX, IX or X.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided thatprovided, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any Borrower or its Subsidiaries or further restricts the rights of such any Borrower or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not solely as a result thereof be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each Borrower expressly acknowledges and agrees that each covenant contained in Article VIIIArticles VII, IX, VIII or X IX hereof shall be given independent effect. Accordingly, no Borrower shall engage in any transaction or other act otherwise permitted under any covenant contained in Article VIIIArticles VII, IX, VIII or X IX if, before or after giving effect to such transaction or act, such Borrower shall or would be in breach of any other covenant contained in Article VIIIArticles VII, VIII or IX, or X..

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any Borrower or its Subsidiaries or further restricts the rights of such any Borrower or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each Borrower The Borrowers expressly acknowledges acknowledge and agrees agree that each covenant contained in Article Articles VIII, IX, or X hereof shall be given independent effect. Accordingly, no Borrower the Borrowers shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, or X if, before or after giving effect to such transaction or act, such Borrower the Borrowers shall or would be in breach of any other covenant contained in Article Articles VIII, IX, or X.X. 2270524.10 LIB: CHARLOTTE

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided thatPROVIDED, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any Borrower the Borrowers or its their Subsidiaries or further restricts the rights of such Borrower the Borrowers or its their Subsidiaries or gives the Administrative Agent Agents or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each Borrower The Borrowers expressly acknowledges acknowledge and agrees agree that each covenant contained in Article VIII, Articles IX, X, or X hereof XI shall be given independent effect. Accordingly, no Borrower the Borrowers shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article VIII, Articles IX, X, or X XI if, before or after giving effect to such transaction or act, such Borrower the Borrowers shall or would be in breach of any other covenant contained in Article VIII, Articles IX, X, or X.XI.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any Borrower or its Subsidiaries or further restricts the rights of such any Borrower or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each Borrower The Borrowers expressly acknowledges acknowledge and agrees agree that each covenant contained in Article VIII, Articles IX, X or X XI hereof shall be given independent effect. Accordingly, no Borrower the Borrowers shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article VIII, Articles IX, X or X XI if, before or after giving effect to such transaction or act, such Borrower the Borrowers shall or would be in breach of any other covenant contained in Article VIII, Articles IX, X or X.XI.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided thatprovided, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any Borrower the Borrowers or its their Subsidiaries or further restricts the rights of such Borrower the Borrowers or its their Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each Borrower The Borrowers expressly acknowledges acknowledge and agrees agree that each covenant contained in Article VIII, Articles IX, X, or X XI hereof shall be given independent effect. Accordingly, no Borrower the Borrowers shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article VIII, Articles IX, X, or X XI if, before or after giving effect to such transaction or act, such Borrower the Borrowers shall or would be in breach of any other covenant contained in Article VIII, Articles IX, X, or X.XI.

Inconsistencies with Other Documents; Independent Effect of Covenants. Subject to clause (ab) In below, in the event there is a direct conflict or inconsistency between this Agreement and any other Loan DocumentDocument (other than the Intercreditor Agreement), the terms of this Agreement shall control; provided that, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any Borrower or its Subsidiaries the Credit Parties or further restricts the rights of such Borrower or its Subsidiaries the Credit Parties or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (a) In the event there is a conflict or inconsistency between the Intercreditor Agreement and any other Loan Document, the terms of the Intercreditor Agreement shall control. (b) Each Borrower of the Borrowers expressly acknowledges and agrees that each covenant contained in Article VIII, IX, IX or X hereof shall be given independent effect. Accordingly, no Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article VIII, IX, IX or X if, before or after giving effect to such transaction or act, such Borrower shall or would be in breach of any other covenant contained in Article VIII, IX, IX or X.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided thatprovided, other than for purposes of Article XIhowever, that any provision of the other Loan Security Documents which imposes additional burdens on any Borrower the Borrowers or its their Subsidiaries or further restricts the rights of such Borrower the Borrowers or its their Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and such provisions shall be given full force and effect. (b) Each Borrower The Borrowers expressly acknowledges acknowledge and agrees agree that each covenant contained in Article Articles VIII, IX, or X hereof shall be given independent effect. Accordingly, no Borrower the Borrowers shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, or X if, before or after giving effect to such transaction or act, such Borrower the Borrowers shall or would be in breach of any other covenant contained in Article Articles VIII, IX, or X.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XI, that any provision of the other Loan Documents which imposes additional burdens on any the Borrower or its Subsidiaries or further restricts the rights of such the Borrower or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each The Borrower expressly acknowledges and agrees that each covenant contained in Article Articles VII, VIII, IX, or X IX hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VII, VIII, IX, or X IX if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article Articles VII, VIII, or IX, or X..

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In 13.25.1 Except as otherwise expressly set forth herein, in the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided thatprovided, other than for purposes of Article XI, that any provision of the other Loan Security Documents or the Warrant Documents, which imposes additional burdens on any Borrower the Borrowers or its their respective Subsidiaries or further restricts the rights of such Borrower the Borrowers or its their respective Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) 13.25.2 Each Borrower of the Borrowers expressly acknowledges and agrees that each covenant contained in Article Articles VIII, IX, or X hereof shall be given independent effect. Accordingly, no Borrower the Borrowers shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, or X if, before or after giving effect to such transaction or act, such Borrower shall the Borrowers shall, or would be in breach of any other covenant contained in Article Articles VIII, IX, or X.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XI, that any provision of the other Loan Documents which imposes additional burdens on any the Borrower or its Subsidiaries or further restricts the rights of such the Borrower or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect.. CHAR2\1566724v8 (b) Each The Borrower expressly acknowledges and agrees that each covenant contained in Article Articles VIII, IX, or X hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, or X if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article Articles VIII, IX, or X.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided thatprovided, other than for purposes of Article XI, that any provision of the other Loan Documents which imposes additional burdens on any the Borrower or its Subsidiaries or further restricts the rights of such the Borrower or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each The Borrower expressly acknowledges and agrees that each covenant contained in Article VIIIArticles 8, IX9, or X 10 hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article VIIIArticles 8, IX9, or X 10 if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article VIIIArticles 8, IX9, or X.10.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided thatPROVIDED, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any the Borrower or its Subsidiaries or further restricts the rights of such the Borrower or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each The Borrower expressly acknowledges and agrees that each covenant contained in Article VIII, Articles IX, X, or X XI hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article VIII, Articles IX, X, or X XI if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article VIII, Articles IX, X, or X.XI. 102 [Signature pages to follow] 103

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XI, PROVIDED that any provision of the other Loan Security Documents which imposes additional burdens on any Borrower the Company or its Subsidiaries or further restricts the rights of such Borrower the Company or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect.. 110 (b) Each Borrower The Company and the Borrowers expressly acknowledges acknowledge and agrees agree that each covenant contained in Article VIII, Articles IX, X or X XI hereof shall be given independent effect. Accordingly, no neither the Company nor any Borrower shall engage in any transaction or other act otherwise permitted under any covenant contained in Article VIII, Articles IX, X or X XI if, before or after giving effect to such transaction or act, the Company or such Borrower shall or would be in breach of any other covenant contained in Article VIII, Articles IX, X or X.XI.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided thatprovided, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any the Borrower or its Subsidiaries or further restricts the rights of such the Borrower or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each Borrower Credit Party expressly acknowledges and agrees that each covenant contained in Article VIII, Articles IX, X, or X XI hereof shall be given independent effect. Accordingly, no Borrower the Credit Parties shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article VIII, Articles IX, X, or X XI if, before or after giving effect to such transaction or act, such Borrower the Credit Parties shall or would be in breach of any other covenant contained in Article VIII, Articles IX, X, or X.XI.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any the Borrower or any of its Subsidiaries or further restricts the rights of such the Borrower or any of its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each The Borrower expressly acknowledges and agrees that each covenant contained in Article Articles VIII, IX, X or X XI hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, X or X ifXI, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article Articles VIII, IX, X or X.XI. [Signature pages to follow] 43360385_8

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XI, that any provision of the other Loan Security Documents which that imposes additional burdens on any the Borrower or its Restricted Subsidiaries or further restricts the rights of such the Borrower or its Restricted Subsidiaries or gives the Administrative Agent or any Lender 101 Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each The Borrower expressly acknowledges and agrees that each covenant contained in Article Articles VIII, IX, or X hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, or X if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article Articles VIII, IX, or X.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XI, that any provision of the other Loan Documents which imposes additional burdens on any Borrower the Company or its Subsidiaries CHAR1\1858015v1CHAR1\1858015v2 or further restricts the rights of such Borrower the Company or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each Borrower expressly acknowledges and agrees that each covenant contained in Article Articles VIII, IX, or X hereof shall be given independent effect. Accordingly, no Borrower shall engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, or X if, before or after giving effect to such transaction or act, such Borrower shall or would be in breach of any other covenant contained in Article Articles VIII, IX, or X.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided thatprovided, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any Borrower or its Subsidiaries any Subsidiary thereof or further restricts the rights of such any Borrower or its Subsidiaries any Subsidiary thereof or gives the Administrative Agent Agents or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each Borrower The Borrowers expressly acknowledges acknowledge and agrees agree that each covenant contained in Article VIII, Articles IX, X, or X XI hereof shall be given independent effect. Accordingly, no Borrower the Borrowers shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article VIII, Articles IX, X, or X XI if, before or after giving effect to such transaction or act, such Borrower the Borrowers shall or would be in breach of any other covenant contained in Article VIII, Articles IX, X, or X.XI.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided thatprovided, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any the Borrower or its Subsidiaries or further restricts the rights of such the Borrower or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each The Borrower expressly acknowledges and agrees that each covenant contained in Article VIII, Articles IX, X, or X XI hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article VIII, Articles IX, X, or X XI if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article VIII, Articles IX, X, or X.XI. [Signature pages to follow] 91

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any Borrower Credit Party or its Subsidiaries or further restricts the rights of such Borrower any Credit Party or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each Borrower The Credit Parties expressly acknowledges acknowledge and agrees agree that each covenant contained in Article Articles VIII, IX, or X hereof shall be given independent effect. Accordingly, no Borrower the Credit Parties shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, or X if, before or after giving effect to such transaction or act, such Borrower the Credit Parties shall or would be in breach of any other covenant contained in Article Articles VIII, IX, or X.

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided thatprovided, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any the Borrower or its Subsidiaries or further restricts the rights of such the Borrower or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each The Borrower expressly acknowledges and agrees that each covenant contained in Article Articles VIII, IX, or X hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, or X if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article Articles VIII, IX, or X.X. [Signature pages to follow] 71 77

Inconsistencies with Other Documents; Independent Effect of Covenants. (a) In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that, other than for purposes of Article XI, that any provision of the other Loan Security Documents which imposes additional burdens on any the Borrower or its Subsidiaries or further restricts the rights of such the Borrower or its Subsidiaries or gives the Administrative Agent or any Lender Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect. (b) Each The Borrower expressly acknowledges and agrees that each covenant contained in Article Articles VIII, IX, or X hereof shall be given independent effect. Accordingly, no the Borrower shall not engage in any transaction or other act otherwise permitted under any covenant contained in Article Articles VIII, IX, or X if, before or after giving effect to such transaction or act, such the Borrower shall or would be in breach of any other covenant contained in Article Articles VIII, IX, or X.X. [Signature pages to follow]