Common use of Right to Cure Clause in Contracts

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.02, in the event that the Borrower fails to comply with the requirements of the financial covenant set forth in Section 8.10, then: (a) until the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (b), the Borrower shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary for cash (the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and (ii) if, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 that had occurred shall be deemed cured for all purposes of this Agreement; and (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10.

Right to Cure. (1) Notwithstanding anything to the contrary contained in Section 9.01 8.01 or 9.02Section 8.02, in but subject to Sections 8.04(2) and (3), for the event that purpose of determining whether an Event of Default under the Financial Covenant has occurred, the Borrower fails to comply with the requirements may on one or more occasions designate any portion of the financial covenant set forth in Section 8.10, then:Net Proceeds from any Permitted Equity Issuance or of any contribution to the common capital of the Borrower (or from any other contribution to capital or sale or issuance of any other Equity Interests on terms reasonably satisfactory to the Administrative Agent) (the “Cure Amount”) as an increase to Run-Rate Adjusted EBITDA for the applicable fiscal quarter; provided that (a) until such amounts to be designated are actually received by the expiration Borrower (i) on or after the last Business Day of the fifteenth applicable fiscal quarter and (15thii) on or prior to the tenth (10th) Business Day subsequent to after the date the relevant on which financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (b), the Borrower shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary for cash (the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such applicable fiscal quarter (the “Cure AmountExpiration Date”), (b) pursuant such amounts to be designated do not exceed the maximum aggregate amount necessary to cure any Event of Default under the Financial Covenant as of such date and (c) the Borrower will have provided notice to the exercise by Administrative Agent on the Borrower date such amounts are designated as a “Cure Amount” (it being understood that to the extent such notice is provided in advance of delivery of a Compliance Certificate for the applicable period, the amount of such Net Proceeds that is designated as the Cure Right, the calculation of Consolidated EBITDA of the Borrower as used Amount may be lower than specified in the financial covenant set forth in Section 8.10 shall be recalculated giving effect such notice to the following pro forma adjustments: (i) Consolidated extent that the amount necessary to cure any Event of Default under the Financial Covenant is less than the full amount of such originally designated amount). The Cure Amount used to calculate Run-Rate Adjusted EBITDA of the Borrower shall be increased for such one fiscal quarter will be used and included when calculating Run-Rate Adjusted EBITDA for each subsequent period containing Test Period that includes such fiscal quarter. The parties hereby acknowledge that this Section 8.04(1) may not be relied on for purposes of calculating any financial ratios other than as applicable to the Financial Covenant (and may not be included for purposes of determining pricing, solely for the purpose of measuring the financial covenant set forth in Section 8.10 mandatory prepayments and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of permitted pursuant to any covenant baskets under Article VII) and may not result in any adjustment to any amounts (including the amount of Indebtedness) or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing increase in cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal with respect to the fiscal quarter with respect to which such Cure Amount; and (ii) ifAmount was made other than the amount of the Run-Rate Adjusted EBITDA referred to in the immediately preceding sentence, after giving effect except to the foregoing recalculationsextent such proceeds are actually applied to prepay Indebtedness under the Facilities. Notwithstanding anything to the contrary contained in Section 8.01 and Section 8.02, (A) upon designation of the Cure Amount by the Borrower, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10, the Borrower shall Financial Covenant will be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 and complied with as of the end of the relevant date of determination fiscal quarter with the same effect as though there had been no failure to comply therewith at such datewith the Financial Covenant and any Event of Default under the Financial Covenant (and any other Default as a result thereof) will be deemed not to have occurred for purposes of the Loan Documents, and the applicable breach or default of the financial covenant set forth in Section 8.10 that had occurred shall be deemed cured for all purposes of this Agreement; and (bB) upon receipt by neither the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or nor any Lender may exercise any rights or remedies under Section 8.02 (or under any other remedies Loan Document) on the basis of any actual or purported Event of Default under the Financial Covenant (and any other Default as a failure to comply with the requirements of the financial covenant set forth in Section 8.10 result thereof) until such failure is not cured pursuant to the exercise of and unless the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance Expiration Date has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, occurred without the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10having been designated.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.028.01, in the event that the Borrower fails (or, but for the operation of this Section 8.03, would fail) to comply with the requirements of the financial covenant set forth in Section 8.10Financial Performance Covenant, then: (a) until the expiration of the fifteenth (15th) Business Day 20th day subsequent to the date the relevant financial statements are certificate calculating such Financial Performance Covenant is required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (b5.04(c), the Borrower shall have the right to issue Qualified Capital Stock Permitted Cure Securities for cash or otherwise receive cash contributions to a Person other than a Subsidiary the capital of Holdings, and, in each case, to contribute any such cash to the capital of the Borrower or an Unrestricted Subsidiary for cash (collectively, the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter cash (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 Right such Financial Performance Covenant shall be recalculated giving effect to the following a pro forma adjustments: (i) Consolidated adjustment by which EBITDA of the Borrower shall be increased for with respect to such fiscal applicable quarter and each subsequent any four-quarter period containing that contains such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 Financial Performance Covenant and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters)Agreement, by an amount equal to the Cure Amount; and provided, that, (i) in each four-fiscal-quarter period there shall be at least one fiscal quarter in which the Cure Right is not exercised and (ii) iffor purposes of this Section 8.03, the Cure Amount shall be no greater than the amount required for purposes of complying with the Financial Performance Covenant. If, after giving effect to the foregoing recalculationsadjustments in this paragraph (b), the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10Financial Performance Covenant, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 Financial Performance Covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 Financial Performance Covenant that had occurred shall be deemed cured for all this purposes of this the Agreement; and (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.02, in In the event that the Borrower fails to comply with the requirements of the financial covenant set forth in Section 8.10, then: (a9.01(a) until the expiration or Section 9.01(b) as of the fifteenth (15th) last day of any fiscal quarter of the Borrower, then during the period from and including the first day after the last day of such fiscal quarter through and including the 10th Business Day subsequent to after the date the relevant financial statements are compliance certificate for such fiscal quarter is required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a8.01(c) or (bsuch period, the “Cure Period”), the Borrower shall have be permitted to cure such failure to comply by requesting that the right Leverage Ratio and/or the Current Ratio be recalculated by increasing EBITDA and/or the consolidated current assets for such fiscal quarter by an amount up to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary for cash (the “Cure Right”), and upon the receipt proceeds received by the Borrower from a Specified Equity Contribution during the Cure Period (such amount, a “Cure Amount”); provided that (i) the Borrower delivers written notice to the Administrative Agent on or prior to the date of a timely delivered certificate required by Section 8.01(c) that it has elected to cure the failure to comply and clearly setting forth such Specified Equity Contribution in the computation required by clause (ii) of such cash, in an Section 8.01(c); (ii) the amount no of the Cure Amount added to EBITDA and/or the consolidated current assets shall not be greater than the amount required to cause the Borrower to be in compliance with Section 9.01(a) or Section 9.01(b), as applicable; (iii) any such increase pursuant to this Section 9.01(c) to EBITDA and/or the financial covenant set forth consolidated current assets for any fiscal quarter shall be applied solely for the purpose of determining compliance or non-compliance with Section 9.01(a) or Section 9.01(b) as of the last day of any Reference Period that includes such fiscal quarter and not for any other purpose under any Loan Document (including any determination of pro forma compliance with the Leverage Ratio for the purposes of making any Restricted Payment or Investment or any other purpose); (iv) (A) there shall be no more than two fiscal quarters during any period of four consecutive fiscal quarters for which the Borrower cures any Leverage Ratio or Current Ratio default by an equity cure and (B) there shall be no more than five fiscal quarters prior to the Maturity Date for which the Borrower cures any Leverage Ratio or Current Ratio default by an equity cure; (v) such increase in Section 8.10 EBITDA and/or consolidated current assets shall be taken into account in calculating the Leverage Ratio or Current Ratio for any Reference Period that includes the last fiscal quarter of the four quarter period with respect to which such cure right was exercised; (vi) Total Net Debt as of the last day of any fiscal quarter for which the foregoing cure right is exercised shall not be deemed reduced by the amount of any Specified Equity Contribution made with respect to such fiscal quarter (even if the “proceeds of such Specified Equity Contribution are actually used to repay Debt); (vii) for any period during which EBITDA is calculated on an annualized basis in accordance with the definition thereof, any Cure Amount”) pursuant to the exercise Amount shall be taken into account after multiplying EBITDA by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased applicable annualization factor for such fiscal quarter and each subsequent period containing such fiscal quarter, solely for (i.e. the purpose of measuring the financial covenant set forth in Section 8.10 and Cure Amount shall not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalentsbe annualized); provided that such limitation on and (viii) the reduction same dollars of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and Amount may not be applied to both increase EBITDA and increase consolidated current assets if the Borrower elects to cure the failure to comply with both Section 9.01(a) and Section 9.01(b) in the same fiscal quarter (ii) if, i.e. separate Cure Amounts shall be required for each such cure). If after giving effect to the foregoing recalculationsrecalculation, the Borrower shall would then be in compliance with the requirements of the financial covenant set forth in Section 8.109.01(a) or Section 9.01(b), as applicable, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 9.01(a) or Section 9.01(b), as applicable, as of the relevant earlier required date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial such covenant set forth in Section 8.10 that had occurred shall be deemed cured for all purposes the purpose of this Agreement; and (b) upon receipt by Agreement and the other Loan Documents. Neither the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to nor any Lender shall exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted right to accelerate the Loans or terminate the Commitments held by them and none of Administrative Agent, any Lender or any Secured Party shall exercise any right to exercise remedies against foreclose on or take possession of the Collateral or exercise any other remedies remedy pursuant to Section 10.02, the other Loan Documents or applicable law prior to the end of the applicable Cure Period solely on the basis of a failure to comply with the requirements an Event of the financial covenant set forth in Default having occurred and continuing under Section 8.10 until such failure is not cured pursuant 9.01(a) or Section 9.01(b) (except to the exercise of extent that the Cure Right on or prior Borrower has confirmed in writing that it does not intend to the Anticipated Cure Deadlineprovide a Specified Equity Contribution); provided that, for the avoidance of doubt, that no Credit Extension to the Borrower under the Revolving Facility Lender or Issuing Bank shall be required to be made for so long as make any extension of credit hereunder during the Cure Period unless the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which have received the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10Amount.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.02, in the event that the Borrower fails Borrowers fail to comply with the requirements of the financial covenant set forth in Section 8.108.10(a) at any time when Holdings is required to comply with such financial covenant, then: pursuant to the terms thereof, then (aA) until the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (b) (the last day of such period being the “Anticipated Cure Deadline”), the Borrower Holdings shall have the right to issue Qualified Capital Stock or obtain a contribution to its equity (which shall be in the form of common equity or otherwise in a Person other than a Subsidiary of form reasonably acceptable to the Borrower or an Unrestricted Subsidiary Administrative Agent and which are not Otherwise Applied (but which shall not include the Specified Equity Proceeds)) for cash (the “Cure Right”), and upon the receipt by the Borrower Holdings of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter cash (the “Cure Amount”) ), pursuant to the exercise by the Borrower Holdings of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 8.10(a) shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarterincreased, solely for the purpose of measuring the financial covenant set forth in Section 8.10 8.10(a) and not for any other purpose under this Agreement (including, including but not limited toto determining the availability or amount of any covenant baskets or carve-outs (including the determination of the Available Amount) or determining the Applicable Rate), by an amount equal to the Cure Amount; provided that (1) the receipt by Holdings of the Cure Amount pursuant to the Cure Right shall be deemed to have no other effect whatsoever under this Agreement (including but not limited to determining the availability or amount of any covenant baskets or carve-outs or determining the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Rate) and (2) no Cure Amount shall reduce Indebtedness (or increasing including as unrestricted cash or Cash EquivalentsEquivalents of Holdings and the Restricted Subsidiaries) on a Pro Forma Basis for the applicable fiscal quarter for which such Cure Amount was contributed for purposes of calculating the financial covenant set forth in Section 8.10(a); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and; (ii) ifIf, after giving effect to the foregoing recalculations, the Borrower Borrowers shall then be in compliance with the requirements of the financial covenant set forth in Section 8.108.10(a), the Borrower Borrowers shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 8.10(a) as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 8.10(a) that had occurred shall be deemed cured for all the purposes of this Agreement; and (biii) upon receipt by the Administrative Agent of written notice, on or prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends Borrowers intend to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until 8.10(a), unless such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for . For the avoidance of doubt, no the Borrowers shall not be able to obtain any Credit Extension to hereunder until receipt by the Borrower under Administrative Agent of the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03Cure Amount. Notwithstanding anything set forth herein to the contrary, (i) in each four (4) fiscal consecutive fiscal-quarter period, period there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility this Agreement and (iii) for purposes of this Section 9.038.10(b), the Cure Amount utilized shall be no greater than the minimum amount required for purposes of complying to remedy the applicable failure to comply with the financial covenant set forth in Section 8.108.10(a).

Right to Cure. (1) Notwithstanding anything to the contrary contained in Section 9.01 8.01 or 9.02Section 8.02, in but subject to Sections 8.04(2) and (3), for the event that purpose of determining whether an Event of Default under the Financial Covenant has occurred, the Borrower fails to comply with the requirements may on one or more occasions designate any portion of the financial covenant set forth in Section 8.10, then:Net Proceeds from any Permitted Equity Issuance or of any contribution to the common equity capital of the Borrower (or from any other contribution to capital or sale or issuance of any other Equity Interests on terms reasonably satisfactory to the Administrative Agent (acting at the Direction of the Required Lenders)) (the “Cure Amount”) as an increase to Consolidated EBITDA of the Borrower for the applicable fiscal quarter; provided that (a) until such amounts to be designated are actually received by the expiration Borrower (i) on and after the first Business Day of the fifteenth applicable fiscal quarter and (15thii) on and prior to the tenth (10th) Business Day subsequent to after the date the relevant on which financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (b), the Borrower shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary for cash (the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such applicable fiscal quarter (the “Cure AmountExpiration Date”), (b) pursuant such amounts to be designated do not exceed the maximum aggregate amount necessary to cure any Event of Default under the Financial Covenant as of such date, and (c) the Borrower will have provided notice to the exercise by Administrative Agent on the Borrower date such amounts are designated as a “Cure Amount” (it being understood that to the extent such notice is provided in advance of delivery of a Compliance Certificate for the applicable period, the amount of such Net Proceeds that is designated as the Cure Right, Amount may be lower than specified in such notice to the calculation extent that the amount necessary to cure any Event of Default under the Financial Covenant is less than the full amount of such originally designated amount). The Cure Amount used to calculate Consolidated EBITDA of the Borrower as for one fiscal quarter will be used in the financial covenant set forth in Section 8.10 shall be recalculated giving effect to the following pro forma adjustments: (i) and included when calculating Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing Test Period that includes such fiscal quarter. The parties hereby acknowledge that this Section 8.04(1) may not be relied on for purposes of calculating any financial ratios other than as applicable to the Financial Covenant (and may not be included for purposes of determining pricing, solely for the purpose of measuring the financial covenant set forth in Section 8.10 mandatory prepayments and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of permitted pursuant to any covenant baskets under Article VII) and may not result in any adjustment to any amounts (including the amount of Indebtedness) or carve-outs or increase in cash with respect to the Applicable Rate or fiscal quarter with respect to which such Cure Amount was received other than the Commitment Fee Rate or reducing amount of the Consolidated EBITDA referred to in the immediately preceding sentence, except with respect to any outstanding future fiscal quarters occurring after the fiscal quarter with respect to which such Cure Amount was received to the extent such proceeds are actually applied to prepay Indebtedness under the Facilities. Notwithstanding anything to the contrary contained in Section 8.01 and Section 8.02, (or increasing cash or Cash Equivalents); provided that such limitation on A) upon designation of the reduction of outstanding Indebtedness shall not apply Cure Amount by the Borrower in subsequent fiscal quarters), by an amount equal necessary to cure any Event of Default under the Cure Amount; and (ii) if, after giving effect to the foregoing recalculationsFinancial Covenant, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10, the Borrower shall Financial Covenant will be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 and complied with as of the end of the relevant date of determination fiscal quarter with the same effect as though there had been no failure to comply therewith at such date, with the Financial Covenant and any Event of Default under the applicable breach or default Financial Covenant (and any other Default as a result thereof) will be deemed not to have occurred for purposes of the financial covenant set forth in Section 8.10 Loan Documents and (B) from and after the date that had occurred shall be deemed cured for all purposes of this Agreement; and (b) upon receipt by the Borrower delivers a written notices to the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower it intends to exercise the Cure Right in respect its cure right under this Section 8.04 (a “Notice of a fiscal quarter, Intent to Cure”) neither the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or nor any Lender may exercise any rights or remedies under Section 8.02 (or under any other remedies Loan Document) on the basis of any actual or purported Event of Default under the Financial Covenant (and any other Default as a failure to comply with the requirements of the financial covenant set forth in Section 8.10 result thereof) until such failure is not cured pursuant to the exercise of and unless the Cure Right on or prior to Expiration Date has occurred without the Anticipated Cure Deadline; provided that, for the avoidance Amount having been designated. (2) In each period of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) consecutive fiscal quarter periodquarters, there shall be at least no more than two (2) fiscal quarters in respect of which the Cure Right cure right set forth in Section 8.04(1) is not exercised, . (ii3) there can There shall be no more than five (5) fiscal quarters in respect of which the Cure Right is cure rights set forth in Section 8.04(1) are exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10Facilities.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.02, in (a) In the event that the U.S. Borrower fails to comply with the requirements of the financial covenant set forth in Section 8.106.07 and, then: within ten (a) until the expiration of the fifteenth (15th10) Business Day subsequent to the date the relevant financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(aDays thereof if (i) or Holdings issues Equity Interests (b), the Borrower shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary Disqualified Equity Interests) for cash or otherwise receive cash contributions on account of its existing Equity Interests (the “Cure RightSpecified Equity Contribution”), ) and upon the receipt by the Borrower of net cash proceeds from such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter issuance or contribution (the “Cure Amount”) pursuant are contributed to the exercise U.S. Borrower) and (ii) upon the receipt by the U.S. Borrower of such Cure RightAmount, the calculation Loans are prepaid in an amount equal to the Cure Amount pursuant to Section 2.14(f), then, the covenant set forth in such Section 6.07 shall be recalculated, giving effect to a pro forma increase to Consolidated Adjusted EBITDA for such four fiscal quarter period in an amount equal to the Cure Amount, but without giving effect to such prepayment of Loans. Any such pro forma adjustment to Consolidated Adjusted EBITDA shall be provided solely for the purpose of determining the Borrower as used in existence of a Default or an Event of Default under the financial covenant set forth in Section 8.10 shall be recalculated giving effect 6.07 with respect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such any four fiscal quarter period that includes the fiscal quarter for which such Specified Equity Contribution was exercised (and with respect to each subsequent period containing such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 such prepayment shall not be given effect) and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; andLoan Document. (iib) ifIf, after giving effect the exercise of the Specified Equity Contribution and the recalculations pursuant to the foregoing recalculationsclause (a) above, the Borrower Holdings shall then be in compliance with the requirements of the financial covenant set forth in Section 8.106.07 during such four fiscal quarter period, the Borrower Holdings shall be deemed to have satisfied the requirements of the financial such covenant set forth in Section 8.10 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach Default or default Event of the financial covenant set forth in Default under Section 8.10 8.01 that had occurred shall be deemed cured for all purposes cured; provided that during the term of this Agreement; and Agreement (bi) upon receipt by the Administrative Agent of written noticeSpecified Equity Contribution shall be exercised in no more than two (2) Fiscal Quarters in each four consecutive fiscal quarter period, prior (ii) the Specified Equity Contribution shall be exercised no more than four (4) times, (iii) with respect to the expiration any exercise of the fifteenth Specified Equity Contribution, the Cure Amount shall be no greater than the amount required to cause Holdings to be in compliance with the covenant set forth in Section 6.07, (15thiv) Business Day subsequent to such Specified Equity Contribution may only be exercised from the date the relevant on which financial statements are required to be delivered pursuant with respect to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that then-applicable fiscal quarter until the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements expiration of the financial covenant set forth in tenth Business Day after such date, (v) other than for purposes of Section 8.10 3.02, no Event of Default under Section 6.07 shall be deemed to have occurred until such failure is not cured pursuant the aforementioned tenth Business Day occurs without exercise of the Specified Equity Contribution, (vi) the increase to Consolidated Adjusted EBITDA represented by the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, Specified Equity Contribution shall be solely for the avoidance purpose of doubt, no Credit Extension curing the failure to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance comply with the financial covenant set forth in Section 8.10 6.07 and not for any other purpose, including the calculation of determining pricing, financial ratio based conditions or any basket amount or exception otherwise set forth in this Agreement, (vii) the proceeds of any such non-compliance has not Specified Equity Contribution shall have been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein contributed to the contrary, U.S. Borrower as cash equity and (iviii) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters no pro forma reduction in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying Indebtedness with the financial covenant set forth proceeds of any Specified Equity Contribution for determining compliance with Section 6.07 in Section 8.10the quarter in which such Specified Equity Contribution is made.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 9.01 or 9.028.01, in the event that the Borrower fails to comply with the requirements of the any financial covenant covenants set forth in Section 8.106.10, then: (a) until the expiration of the fifteenth (15th) 15th Business Day subsequent to the date the relevant certificate calculating compliance with such financial statements are covenant is required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (b5.01(d), the Borrower Holdings shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter cash (the “Cure Amount”) pursuant to the exercise by the Borrower Holdings of such Cure RightRight and written notice to the Administrative Agent, the calculation of Consolidated EBITDA of the Borrower as used in the all financial covenant set forth in Section 8.10 covenants shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarterincreased, solely for the purpose of measuring the financial covenant set forth in Section 8.10 covenants and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters)Agreement, by an amount equal to the Cure Amount; and (ii) ifIf, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of the all financial covenant covenants set forth in Section 8.106.10, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 6.10 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default Default of the such financial covenant set forth in Section 8.10 that had occurred shall be deemed cured for all purposes of this Agreement; and (biii) upon receipt by The Cure Amount shall be included additionally in the Administrative Agent amount of written notice, prior to Consolidated EBITDA for the expiration period of four consecutive fiscal quarters that includes the fifteenth (15th) Business Day subsequent to fiscal quarter for which the date Cure Right was exercised for purposes of calculating the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or covenants and not for any other purpose under this Agreement. (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) four-fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there can shall be no more than five (5) fiscal a period of at least four consecutive quarters in respect of during which the Cure Right is not exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.038.04, the Cure Amount utilized shall be no greater than the amount required for purposes of complying curing the non-compliance with the financial covenant covenants set forth in Section 8.106.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 9.01 or 9.027.01, in the event that the Borrower fails (or, but for the operation of this Section 7.02, would fail) to comply with the requirements of the financial covenant set forth in Section 8.10, then: (a) 6.12 and until the expiration of the fifteenth (15th) 10th Business Day subsequent after the date on which financial statements are required to be delivered with respect to the applicable fiscal quarter hereunder (the “Cure Deadline”), Holdings may engage in a sale or issuance of any Qualified Equity Interests of Holdings or otherwise receive cash contributions to the capital of Holdings as cash common equity or other non-cash pay Qualified Equity Interests and increase Consolidated EBITDA with respect to such applicable fiscal quarter and any four fiscal quarter period that contains such fiscal quarter, by an amount equal to such net cash proceeds; provided that such net cash proceeds (i) are actually received by the Borrower (including through capital contribution of such net cash proceeds by Holdings to the Borrower) no later than 10 Business Days after the date the relevant on which financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (b), the Borrower shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary for cash (the “Cure Right”)hereunder, and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and (ii) ifdo not exceed the aggregate amount necessary to comply with Section 6.12 for any applicable period. If, after giving effect to the foregoing recalculationsincrease in Consolidated EBITDA, Holdings and the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.106.12, Holdings and the Borrower shall be deemed to have satisfied the such requirements of the financial covenant set forth in Section 8.10 as of the relevant date of determination with the same effect as though there had been (or would have been) no failure to comply therewith at such date, and the applicable breach failure to comply that occurred (or default of the financial covenant set forth in Section 8.10 that had occurred would have occurred) shall be deemed cured for all purposes of this Agreement; and (b. The parties hereby acknowledge that this Section 7.02(a) upon may not be relied on for purposes of calculating any financial ratios other than as applicable to Section 6.12 and shall not result in any adjustment to any amounts other than the amount of the Consolidated EBITDA referred to in the immediately preceding sentence. Upon receipt by the Administrative Agent of written notice, on or prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right cure right described above in this Section 7.02(a) in respect of a fiscal quarter, none of the Administrative Agent and or the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until 6.12, unless such failure is not cured pursuant to the exercise of the Cure Right such cure right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance . (b) In each period of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter periodquarters, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant cure set forth in Section 8.107.02(a) is made. (c) During the term of this Agreement, a cure set forth in Section 7.02(a) shall not be exercised more than four times.

Right to Cure. (1) Notwithstanding anything to the contrary contained in Section 9.01 8.01 or 9.02Section 8.02, in but subject to Sections 8.04(2) and (3), for the event that purpose of determining whether an Event of Default under the Financial Covenant has occurred, the Borrower fails to comply with the requirements may on one or more occasions designate any portion of the financial covenant set forth in Section 8.10, then:Net Proceeds from any Permitted Equity Issuance or of any contribution to the common equity capital of the Borrower (or from any other contribution to capital or sale or issuance of any other Equity Interests on terms reasonably satisfactory to the Administrative Agent) (the “Cure Amount”) as an increase to Consolidated EBITDA of the Borrower for the applicable fiscal quarter; provided that (a) until such amounts to be designated are actually received by the expiration Borrower (i) after the last Business Day of the fifteenth applicable fiscal quarter and (15thii) on or prior to the tenth (10th) Business Day subsequent to after the date the relevant on which financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (b), the Borrower shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary for cash (the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such applicable fiscal quarter (the “Cure AmountExpiration Date”), (b) pursuant such amounts to be designated do not exceed the maximum aggregate amount necessary to cure any Event of Default under the Financial Covenant as of such date, and (c) the Borrower will have provided notice to the exercise by Administrative Agent on the Borrower date such amounts are designated as a “Cure Amount” (it being understood that to the extent such notice is provided in advance of delivery of a Compliance Certificate for the applicable period, the amount of such Net Proceeds that is designated as the Cure Right, Amount may be lower than specified in such notice to the calculation extent that the amount necessary to cure any Event of Default under the Financial Covenant is less than the full amount of such originally designated amount). The Cure Amount used to calculate Consolidated EBITDA of the Borrower as for one fiscal quarter will be used in the financial covenant set forth in Section 8.10 shall be recalculated giving effect to the following pro forma adjustments: (i) and included when calculating Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing Test Period that includes such fiscal quarter. The parties hereby acknowledge that this Section 8.04(1) may not be relied on for purposes of calculating any financial ratios other than as applicable to the Financial Covenant (and may not be included for purposes of determining pricing, solely for the purpose of measuring the financial covenant set forth in Section 8.10 mandatory prepayments and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of permitted pursuant to any covenant baskets under Article VII) and may not result in any adjustment to any amounts (including the amount of Indebtedness) or carve-outs or increase in cash with respect to the Applicable Rate or fiscal quarter with respect to which such Cure Amount was received other than the Commitment Fee Rate or reducing any outstanding amount of the Consolidated EBITDA referred to in the immediately preceding sentence, except to the extent such proceeds are applied to prepay Indebtedness under the Facilities. Notwithstanding anything to the contrary contained in Section 8.01 and Section 8.02, (or increasing cash or Cash Equivalents); provided that such limitation on x) upon designation of the reduction of outstanding Indebtedness shall not apply Cure Amount by the Borrower in subsequent fiscal quarters), by an amount equal necessary to cure any Event of Default under the Cure Amount; and (ii) if, after giving effect to the foregoing recalculationsFinancial Covenant, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10, the Borrower shall Financial Covenant will be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 and complied with as of the end of the relevant date of determination fiscal quarter with the same effect as though there had been no failure to comply therewith at such date, with the Financial Covenant and any Event of Default under the applicable breach or default Financial Covenant (and any other Default as a result thereof) will be deemed not to have occurred for purposes of the financial covenant set forth in Section 8.10 Loan Documents, (y) from and after the date that had occurred shall be deemed cured for all purposes of this Agreement; and (b) upon receipt by the Borrower delivers a written notice to the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower it intends to exercise the Cure Right in respect its cure right under this Section 8.04 (a “Notice of a fiscal quarter, Intent to Cure”) neither the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or nor any Lender may exercise any rights or remedies under Section 8.02 (or under any other remedies Loan Document) on the basis of any actual or purported Event of Default under the Financial Covenant (and any other Default as a failure to comply with the requirements of the financial covenant set forth in Section 8.10 result thereof) until such failure is not cured pursuant to the exercise of and unless the Cure Right on Expiration Date has occurred without the Cure Amount having been designated and (z) no Lender or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility Issuing Bank shall be required to be made for so long (but in its sole discretion may) make any Revolving Loan or issue or amend any Letter of Credit from and after such time as the Borrower Administrative Agent has received the Notice of Intent to Cure unless and until the Cure Amount is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions actually received. (2) In each period of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) consecutive fiscal quarter periodquarters, there shall be at least no more than two (2) fiscal quarters in respect of which the Cure Right cure right set forth in Section 8.04(1) is not exercised, . (ii3) there can There shall be no more than five (5) fiscal quarters in respect of which the Cure Right is cure rights set forth in Section 8.04(1) are exercised during the term of the Facilities; provided that, so long as the Closing Date Revolving Facility and (iii) for purposes of this Section 9.03is no longer outstanding, there may be an additional fiscal quarter after the Cure Amount utilized shall be no greater than Original Revolving Facility Maturity Date in which the amount required for purposes of complying with the financial covenant cure rights set forth in this Section 8.108.04 are exercised during the term of any Revolving Commitments.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 9.01 or 9.028.1, in the event that the Borrower fails to comply with the requirements of the financial covenant set forth in Section 8.106.8, then: (a) until the expiration of the fifteenth (15th) 10th Business Day subsequent to the due date for delivery of the relevant financial statements are required to be delivered with respect to such fiscal quarter Compliance Certificate for the applicable Fiscal Quarter pursuant to Section 7.01(a) or (b5.1(d), the Borrower shall have the right to issue Qualified Capital Stock Permitted Cure Securities for cash or otherwise receive cash contributions to a Person other than a Subsidiary the capital of the Borrower or an Unrestricted Subsidiary Borrower. Such amounts shall be added to Consolidated Adjusted EBITDA (such amount a “Specified Equity Contribution”) solely for purposes of determining compliance with Section 6.8 for the Fiscal Quarter immediately preceding the Fiscal Quarter in which such cash (the “Cure Right”), and upon the receipt proceeds are so received by the Borrower of and applicable subsequent periods which include such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 Fiscal Quarter and not for any other purpose under this Agreement (including, but including not limited to, determining for the availability purpose of calculating the Net Equity Proceeds Amount or amount of any calculations testing pro forma compliance with the financial covenant baskets set forth in Section 6.8 (whether in connection with the Payment Conditions or carve-outs otherwise) or the Applicable Rate Total Leverage Ratio or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash EquivalentsSecured Leverage Ratio); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and (ii) if, . If after giving effect to the foregoing recalculationsrecalculation, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.106.8, then the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 6.8 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 that 6.8 which had occurred shall be deemed cured for all purposes of this Agreement; andthe Credit Documents. (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each no event shall the Borrower be entitled to exercise the right described in clause (a) above in more than two Fiscal Quarters during any period of four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercisedconsecutive Fiscal Quarters, (ii) there can in no event may the right described in clause (a) above be no exercised more than five (5) fiscal quarters four times in respect of which the Cure Right is exercised aggregate during the term of the Revolving Facility and Commitment Period, (iii) the amount of any Specified Equity Contribution received during a Fiscal Quarter and added to Consolidated Adjusted EBITDA for purposes of this Section 9.03, the Cure Amount utilized immediately preceding Fiscal Quarter shall be no greater than the amount required to cause the Borrower to be in compliance with Section 6.8 in such immediately preceding Fiscal Quarter, (iv) there shall be no pro forma reduction in indebtedness (whether directly or indirectly by way of netting) with the proceeds of any Specified Equity Contribution for purposes of complying determining compliance with Section 6.8 during any period in which such Specified Equity Contribution is included in the financial covenant set forth in calculation of Consolidated Adjusted EBITDA, (v) to the extent that any Specified Equity Contribution is used to repay Indebtedness, such Indebtedness shall not be deemed to have been repaid for purposes of calculating the Fixed Charge Coverage Ratio, the Total Leverage Ratio or the Secured Leverage Ratio for the period with respect to which such Compliance Certificate applies or any other Compliance Certificate including such period, and (vi) no Lender or Issuing Bank shall be required to make any Credit Extension hereunder if an Event of Default under Section 8.106.8 has occurred and is continuing during the 10 Business Day period during which the Borrower may exercise its right under Section 8.2(a) unless and until the Specified Equity Contribution is actually received by the Borrower.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.02this Article VII, in the event that the Borrower fails to comply with the requirements of the financial covenant set forth in Section 8.10, then: (a) until the expiration 6.10 as of the fifteenth (15th) Business Day subsequent to the date the end of any relevant financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (b)quarter, the Borrower shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary for cash (the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to ) (at any time during such fiscal quarter or thereafter until the date that is 15 Business Days after the date the Pricing Certificate is required to be delivered pursuant to Section 5.04(c)) to issue Capital Stock (other than Disqualified Stock) for cash or otherwise receive cash contributions to its equity for such Capital Stock (the “Cure Amount”) pursuant to ), and thereupon the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Borrower’s compliance with Section 8.10 6.10 shall be recalculated giving effect to the following pro forma adjustments: : (i) Consolidated EBITDA shall be increased, solely for the purposes of determining compliance with Section 6.10, including determining compliance with Section 6.10 as of the Borrower shall be increased for end of such fiscal quarter and each applicable subsequent period containing periods that include such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), quarter by an amount equal to the Cure Amount; and Amount and (ii) if, after giving effect to the foregoing recalculations, the Borrower requirements of Section 6.10 shall be satisfied, then be in compliance with the requirements of the financial covenant set forth in Section 8.10, the Borrower 6.10 shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 as of the end of the relevant date of determination fiscal quarter with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 6.10 that had occurred shall be deemed cured for all the purposes of this Agreement; and Agreement (b) upon receipt it being understood and agreed there shall be no pro forma or other reduction of the amount of Indebtedness by the Administrative Agent amount of written notice, prior to any Cure Amount for purposes of determining compliance with Section 6.10 for the expiration fiscal quarter in respect of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise which the Cure Right in was exercised (other than, with respect of a fiscal quarterto any future period, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise extent of the any portion of such Cure Right on or prior Amount that is actually applied to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03repay Indebtedness)). Notwithstanding anything herein to the contrary, (ix) in each four (4) fiscal quarter period, period there shall be a period of at least two (2) one fiscal quarters quarter in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iiiy) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with Section 6.10; provided, that no Lender or Issuing Bank shall be required to make any Revolving Loan or issue any Letter of Credit from and after such time as the financial covenant set forth Administrative Agent has received the relevant Pricing Certificate (or such Pricing Certificate was required to be delivered) evidencing a Consolidated First Lien Leverage Ratio that is not in compliance with Section 8.106.10 when applicable unless and until the Cure Amount is actually received and such Cure Amount causes the Borrower to be in compliance with Section 6.10.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.027.01, in the event that the Borrower fails Borrowers fail (or, but for the operation of this Section 7.02, would fail) to comply with the requirements of the financial covenant set forth in Section 8.106.13, then: (a) until the expiration of the fifteenth (15th) 15th Business Day subsequent to the later of (x) the date the relevant financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (b), the Borrower shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary for cash (the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in certificate calculating compliance with the financial covenant set forth in Section 8.10 6.13 is required to be delivered pursuant to Section 5.04(c), and (y) the date the Borrowers and their Restricted Subsidiaries are required to comply with respect to Section 6.13 (such fiscal quarter 15 Business Day period, the “Interim Period”), the Borrowers have the right (the “Cure AmountRight”) pursuant to receive Curative Amounts, and upon the exercise receipt by the Borrower Borrowers of such Cure Right, Curative Amounts (the calculation of Consolidated EBITDA of the Borrower as used in the “Specified Contribution”) such financial covenant set forth in Section 8.10 shall be recalculated giving effect to the following a pro forma adjustments: (i) Consolidated adjustment by which EBITDA of the Borrower shall be increased for with respect to such fiscal applicable quarter and each subsequent any four-quarter period containing that contains such fiscal quarter, solely for the purpose of measuring the such financial covenant set forth in Section 8.10 and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters)Agreement, by an amount equal to the Specified Contribution; provided that, (i) in each four-fiscal-quarter period there shall be at least two fiscal quarters in respect of which the Cure Amount; and Right is not exercised and (ii) iffor purposes of this Section 7.02, the Specified Contribution shall be no greater than the amount required for purposes of complying with such financial covenant. If, after giving effect to the foregoing recalculationsadjustments in this Section 7.02, the Borrower Borrowers and their Restricted Subsidiaries shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10covenant, the Borrower Borrowers and their Restricted Subsidiaries shall be deemed to have satisfied the requirements of the such financial covenant set forth in Section 8.10 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the such financial covenant set forth in Section 8.10 that had occurred shall be deemed cured for all this purposes of the Agreement. In addition to proviso (i) and (ii) above, (a) the Cure Right may be exercised no more than five times during the initial term of this Agreement; and (b) upon receipt by . During the Administrative Agent of written noticeInterim Period, prior to neither the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends Agents nor any Lender shall have any right to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not any default right or remedy that would otherwise be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies available on the basis of a an Event of Default resulting from the failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.106.13.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.0211, in the event that the Borrower fails (or, but for the operation of this Section 11.13, would fail) to comply with the requirements Financial Covenants as of the financial covenant set forth in Section 8.10last day of any fiscal quarter, then: (a) at any time after such last day until the expiration of the fifteenth (15th) day that is 10 Business Day subsequent to Days after the date the relevant financial statements are certificate calculating the Financial Covenants for such fiscal quarter is required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (b9.01(e), the Borrower any Parent Company shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary Permitted Cure Securities for cash or otherwise receive cash contributions to its capital (collectively, the “Cure Right”), and upon which cash shall be contributed as common equity (or equity in a form otherwise reasonably acceptable to the receipt by Administrative Agent) to the Borrower of (such cashcontributed amount, in an amount no greater than the amount required to cause “Cure Amount”), the Borrower to Financial Covenants shall be in compliance with the financial covenant set forth in Section 8.10 recalculated by increasing EBITDA with respect to such fiscal quarter (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal and any four-quarter and each subsequent period containing that contains such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 Financial Covenants and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of including any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters“baskets”), by an amount equal to the Cure Amount; and provided, that, (i) in each four-fiscal-quarter period there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) ifno more than five Cure Rights will be exercised in the aggregate during the term of this Agreement, (iii) for purposes of this Section 11.13, the Cure Amount shall be no greater than the amount required for purposes of complying with the Financial Covenants, (iv) for the avoidance of doubt, in recalculating the Financial Covenants by increasing EBITDA as set forth above, there shall be no pro forma effect given to any reduction of Indebtedness with the Cure Amount during the fiscal quarter for which such Cure Right is exercised and (v) if the Cure Right is exercised, the Borrower shall not be permitted to make any borrowings or obtain Letters of Credit hereunder until the Borrower has received the Cure Amount. If, after giving effect to the foregoing recalculationsadjustments in this paragraph, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10Financial Covenants, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 Financial Covenants as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 Financial Covenants that had occurred shall be deemed cured for all the purposes of this Agreement; and (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.02, in the event that the Borrower fails Borrowers fail to comply with the requirements of the financial covenant set forth in Section 8.108.10(a) at any time when the Company is required to comply with such financial covenant, then: pursuant to the terms thereof, then (aA) until the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (b) (the last day of such period being the “Anticipated Cure Deadline”), the Borrower Company shall have the right to issue Qualified Capital or obtain a contribution to its equity (which shall be in the form of common equity, the Series A Convertible Preferred Stock or otherwise in a form reasonably acceptable to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary Administrative Agent) for cash (the “Cure Right”), and upon the receipt by the Borrower Company of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter cash (the “Cure Amount”) ), pursuant to the exercise by the Borrower Company of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 8.10(a) shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarterincreased, solely for the purpose of measuring the financial covenant set forth in Section 8.10 8.10(a) and not for any other purpose under this Agreement (including, including but not limited toto determining the availability or amount of any covenant baskets or carve-outs (including the determination of the Available Amount) or determining the Applicable Rate), by an amount equal to the Cure Amount; provided that (1) the receipt by the Company of the Cure Amount pursuant to the Cure Right shall be deemed to have no other effect whatsoever under this Agreement (including but not limited to determining the availability or amount of any covenant baskets or carve-outs or determining the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Rate) and (2) no Cure Amount shall reduce Indebtedness (or increasing including as unrestricted cash or Cash EquivalentsEquivalents of the Company and the Restricted Subsidiaries) on a Pro Forma Basis for the applicable fiscal quarter for which such Cure Amount was contributed for purposes of calculating the financial covenant set forth in Section 8.10(a); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and; (ii) ifIf, after giving effect to the foregoing recalculations, the Borrower Borrowers shall then be in compliance with the requirements of the financial covenant set forth in Section 8.108.10(a), the Borrower Borrowers shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 8.10(a) as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 8.10(a) that had occurred shall be deemed cured for all the purposes of this Agreement; and (biii) upon receipt by the Administrative Agent of written notice, on or prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends Borrowers intend to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until 8.10(a), unless such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for . For the avoidance of doubt, no the Company shall not be able to obtain any Credit Extension to hereunder until receipt by the Borrower under Administrative Agent of the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03Cure Amount. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal consecutive fiscal-quarter period, period there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility this Agreement and (iii) for purposes of this Section 9.038.10(b), the Cure Amount utilized shall be no greater than the minimum amount required for purposes of complying to remedy the applicable failure to comply with the financial covenant set forth in Section 8.108.10(a).

Right to Cure. (1) Notwithstanding anything to the contrary contained in Section 9.01 or 9.028.01(3), in the event that the Borrower fails to comply with the requirements requirement of the financial covenant set forth in Section 8.10Financial Maintenance Covenant, then: (a) until the expiration any of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) Permitted Holders, Holdings or (b), any other Person designated by the Borrower shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary at any time during the period beginning at the start of the last fiscal quarter of the applicable Test Period and ending on or prior to the tenth (10th) Business Day after the date on which financial statements with respect to the Test Period in which such covenant is being measured are required to be delivered pursuant to Section 6.01 (such date, the “Cure Deadline”), to make a direct or indirect equity investment in the Borrower in cash in the form of common Equity Interests (or an Unrestricted Subsidiary for cash other Qualified Equity Interests reasonably acceptable to the Administrative Agent) (the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than net cash proceeds pursuant to the amount required to cause exercise of the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter Cure Right (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right), the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 Financial Maintenance Covenant shall be recalculated recalculated, giving effect to the following a pro forma adjustments: (i) Consolidated increase to Adjusted EBITDA of the Borrower for such Test Period in an amount equal to such Cure Amount; provided that such pro forma adjustment to Adjusted EBITDA shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarter, given solely for the purpose of measuring determining the financial covenant set forth in Section 8.10 existence of a Default or an Event of Default under the Financial Maintenance Covenant with respect to any Test Period that includes the fiscal quarter for which such Cure Right was exercised and not for any other purpose under this Agreement any Loan Document. (including2) If, but not limited to, determining after the availability or amount receipt of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and Amounts and the recalculations pursuant to clause (ii1) if, after giving effect to the foregoing recalculationsabove, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10Financial Maintenance Covenant during such Test Period, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 Financial Maintenance Covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 Default that had occurred shall be deemed cured for all purposes of this Agreementcured; and provided that (bi) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not may be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies exercised on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrarymore than five (5) occasions, (iii) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which no Cure Right is exercised, (iii) the Cure Right is shall not exercisedbe exercised in consecutive fiscal quarters, (iiiv) there can be no more than five (5) fiscal quarters in with respect to any exercise of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03Right, the Cure Amount utilized shall be no greater than the amount required to cause the Borrower to be in pro forma compliance with the Financial Maintenance Covenant (such amount, the “Necessary Cure Amount”) (provided that if the Cure Right is exercised prior to the date financial statements are required to be delivered for such fiscal quarter then the Cure Amount shall be equal to the amount reasonably determined by the Borrower in good faith that is required for purposes of complying with the Financial Maintenance Covenant for such fiscal quarter (such amount, the “Expected Cure Amount”), (v) subject to clause (3) below, all Cure Amounts shall be disregarded for purposes of determining any baskets or financial covenant set forth ratio or test calculations (other than with respect to the Financial Maintenance Covenant), with respect to the covenants contained in the Loan Documents and (vi) there shall be no pro forma or other reduction in Indebtedness (by netting or otherwise) with the proceeds of any Cure Amount for determining compliance with the Financial Maintenance Covenant for the fiscal quarter for which such Cure Amount is deemed applied unless such proceeds are actually applied to prepay Indebtedness, in which case, such reduction in Indebtedness may only be reflected in fiscal quarters subsequent to the Test Period with respect to which the applicable Cure Amount is exercised. (3) Notwithstanding anything herein to the contrary, (A) to the extent that the Expected Cure Amount is (i) greater than the Necessary Cure Amount, then such difference may be used for the purposes of determining any baskets (other than any previously contributed Cure Amounts), with respect to the covenants contained in the Loan Documents or the Available Equity Amount or (ii) less than the Necessary Cure Amount, then not later than the applicable Cure Deadline, the Borrower must receive a direct or indirect equity investment in cash in the form of common Equity Interests (or other Qualified Equity Interests reasonably acceptable to the Administrative Agent), which cash proceeds received by Borrower shall be equal to the shortfall between such Expected Cure Amount and such Necessary Cure Amount and (B) prior to the Cure Deadline (x) the Lenders shall not be permitted to exercise any rights then available as a result of an Event of Default under Section 8.108.02 on the basis of a breach of the Financial Maintenance Covenant so as to enable the Borrower to consummate its Cure Right as permitted under this Section 8.04 and (y) the Lenders shall not be required to make any Loans unless and until the Borrower has received the Cure Amount required to cause the Borrower to be in compliance with the Financial Maintenance Covenant.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.02, in In the event that the Borrower fails to comply with the requirements of the financial covenant set forth in Section 8.10, then: (a9.01(a) until the expiration or Section 9.01(b) as of the fifteenth (15th) last day of any fiscal quarter of the Borrower, then during the period from and including the first day after the last day of such fiscal quarter through and including the 10th Business Day subsequent to after the date the relevant financial statements are compliance certificate for such fiscal quarter is required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a8.01(c) or (bsuch period, the “Cure Period”), the Borrower shall have be permitted to cure such failure to comply by requesting that the right Leverage Ratio and/or the Current Ratio be recalculated by increasing EBITDA and/or the consolidated current assets for such fiscal quarter by an amount up to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary for cash (the “Cure Right”), and upon the receipt proceeds received by the Borrower from a Specified Equity Contribution during the Cure Period (such amount, a “Cure Amount”); provided that (i) the Borrower delivers written notice to the Administrative Agent on or prior to the date of a timely delivered certificate required by Section 8.01(c) that it has elected to cure the failure to comply and clearly setting forth such Specified Equity Contribution in the computation required by clause (ii) of such cash, in an Section 8.01(c); (ii) the amount no of the Cure Amount added to EBITDA and/or the consolidated current assets shall not be greater than the amount required to cause the Borrower to be in compliance with Section 9.01(a) or Section 9.01(b), as applicable; (iii) any such increase pursuant to this Section 9.01(c) to EBITDA and/or the financial covenant set forth consolidated current assets for any fiscal quarter shall be applied solely for the purpose of determining compliance or non-compliance with Section 9.01(a) or Section 9.01(b) as of the last day of any Reference Period that includes such fiscal quarter and not for any other purpose under any Loan Document (including any determination of pro forma compliance with the Leverage Ratio for the purposes of making any Restricted Payment or Investment or any other purpose); (iv) (A) there shall be no more than two fiscal quarters during any period of four consecutive fiscal quarters for which the Borrower cures any Leverage Ratio or Current Ratio default by an equity cure and (B) there shall be no more than five fiscal quarters prior to the Maturity Date for which the Borrower cures any Leverage Ratio or Current Ratio default by an equity cure; (v) such increase in Section 8.10 EBITDA and/or consolidated current assets shall be taken into account in calculating the Leverage Ratio or Current Ratio for any Reference Period that includes the last fiscal quarter of the four quarter period with respect to which such cure right was exercised; (vi) Total Net Debt as of the last day of any fiscal quarter for which the foregoing cure right is exercised shall not be deemed reduced by the amount of any Specified Equity Contribution made with respect to such fiscal quarter (even if the “proceeds of such Specified Equity Contribution are actually used to repay Debt); (vii) for any period during which EBITDA is calculated on an annualized basis in accordance with the definition thereof, any Cure Amount”) pursuant to the exercise Amount shall be taken into account after multiplying EBITDA by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased applicable annualization factor for such fiscal quarter and each subsequent period containing such fiscal quarter, solely for (i.e. the purpose of measuring the financial covenant set forth in Section 8.10 and Cure Amount shall not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalentsbe annualized); provided that such limitation on and (viii) the reduction same dollars of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and Amount may not be applied to both increase EBITDA and increase consolidated current assets if the Borrower elects to cure the failure to comply with both Section 9.01(a) and Section 9.01(b) in the same fiscal quarter (ii) if, i.e. separate Cure Amounts shall be required for each such cure). If after giving effect to the foregoing recalculationsrecalculation, the Borrower shall would then be in compliance with the requirements of the financial covenant set forth in Section 8.109.01(a) or Section 9.01 (b), as applicable, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 9.01(a) or Section 9.01(b), as applicable, as of the relevant earlier required date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial such covenant set forth in Section 8.10 that had occurred shall be deemed cured for all purposes the purpose of this Agreement; and (b) upon receipt by Agreement and the other Loan Documents. Neither the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to nor any Lender shall exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted right to accelerate the Loans or terminate the Commitments held by them and none of Administrative Agent, any Lender or any Secured Party shall exercise any right to exercise remedies against foreclose on or take possession of the Collateral or exercise any other remedies remedy pursuant to Section 10.02, the other Loan Documents or applicable law prior to the end of the applicable Cure Period solely on the basis of a failure to comply with the requirements an Event of the financial covenant set forth in Default having occurred and continuing under Section 8.10 until such failure is not cured pursuant 9.01(a) or Section 9.01(b) (except to the exercise of extent that the Cure Right on or prior Borrower has confirmed in writing that it does not intend to the Anticipated Cure Deadlineprovide a Specified Equity Contribution); provided that, for the avoidance of doubt, that no Credit Extension to the Borrower under the Revolving Facility Lender or Issuing Bank shall be required to be made for so long as make any extension of credit hereunder during the Cure Period unless the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which have received the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10Amount.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.02, in In the event that the Borrower fails Co-Borrowers fail to comply with the requirements financial covenants set forth in subsections (b) (c), or (d) above by an amount not exceeding forty percent (40%) of the then-required applicable covenant level for any calendar month or the Co-Borrowers fail to comply with the financial covenant set forth in Section 8.10, then: subsection (a) above by any amount of the then-required applicable covenant level for any calendar month, in each case, until the expiration of the fifteenth fifth (15th5th) Business Day subsequent to the date the relevant on which monthly financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (b), the Borrower shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary for cash 7.01 (the “Cure RightPeriod”), and upon the receipt Co-Borrowers shall be permitted to cure such failure to comply by way of (i) in the Borrower case of such cash, in an amount no greater than the amount required failure to cause the Borrower to be in compliance comply with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter subsection (a) above, a decrease in the “Cure Amount”) Elected Working Capital Line Cap pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used last paragraph in the definition of Elected Working Capital Line Cap (an “EWCLC Reduction Cure”) or (ii) in the case of failure to comply with the financial covenant covenants set forth in Section 8.10 subsections (a), (b), (c) or (d) above, receiving Cure Contributions, and upon the date on which the Cure Period expires, such covenants shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarter, solely Cure Contributions. Solely for the purpose of measuring the curing a financial covenant set forth pursuant to a Cure Contribution, any such Cure Contributions shall be included in Section 8.10 and not the calculation of Net Working Capital, Adjusted Tangible Net Worth, or Adjusted EBITDA, as applicable, for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and (ii) ifmost recently ended month. If, after giving effect to the foregoing recalculations, the Borrower Co-Borrowers shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10such covenants, the Borrower Co-Borrowers shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 such covenants as of the relevant earlier required date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial any such covenant set forth in Section 8.10 that had occurred shall be deemed cured for all the purposes of this Agreement; and (b) upon receipt by Agreement and the Administrative other Loan Documents. Co-Borrowers shall provide Agent with notice of written notice, prior intent to exercise their right to cure contained in this subsection within 45 days of the end of the calendar month for which the cure is sought. Notwithstanding anything to the expiration of the fifteenth (15th) Business Day subsequent to contrary contained this Agreement, from the date of receipt of such notice until the relevant financial statements are required date on which the Cure Period expires, neither Agent nor any Bank shall exercise rights or remedies with respect to be delivered pursuant to any Default or Event of Default solely on the basis that an Event of Default has occurred and is continuing under Section 7.01(a) or 7.09 (a), (b) (the “Anticipated Cure Deadline”c), that or (d). The Cure Contributions or EWCLC Reduction Cures, in the Borrower intends to exercise aggregate, must be received no later than the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements end of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the applicable Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03Period. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter In any rolling twelve month period, there shall be at least no more than two (2) fiscal quarters Cure Contributions or EWCLC Reduction Cures, in respect of which the Cure Right is not exercisedaggregate, (iisubmitted under this Section 7.09(e) there can be permitted, and no more than five three (53) fiscal quarters Cure Contributions or EWCLC Reduction Cures, in respect of which the Cure Right is exercised aggregate, submitted under this Section 7.09(e) shall be permitted during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10Agreement.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 9.01 or 9.029.01, in the event that the Borrower fails (or, but for the operation of this Section 9.04, would fail) to comply with the requirements of the financial covenant set forth in Section 8.10, then: (a) Article VIII and until the expiration of the fifteenth tenth (15th10th) Business Day subsequent after the date on which financial statements are required to be delivered pursuant to Section 6.01(a) or (b), as applicable, with respect to the applicable fiscal quarter (or the fiscal year ended on the last day of such fiscal quarter) hereunder (such date, the “Cure Expiration Date”), the Borrower may engage in a Permitted Equity Issuance and apply the amount of the net cash proceeds thereof to increase Consolidated EBITDA with respect to such applicable quarter; provided that such net cash proceeds (i) are actually received by the Borrower no later than ten (10) Business Days after the date the relevant on which financial statements are required to be delivered with respect to such fiscal quarter pursuant hereunder, (ii) are Not Otherwise Applied and disregarded for purposes of calculating the Available Amount, (iii) do not exceed the aggregate amount necessary to Section 7.01(a) or (b), the Borrower shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary comply with Article VIII for cash (the “Cure Right”)any applicable period, and upon (iv) shall not result in any pro forma reduction in Indebtedness for the receipt by the Borrower purposes of such cash, in an amount no greater than the amount required to cause the Borrower to be in determining compliance with the financial covenant set forth in Section 8.10 with respect to such Article VIII for the fiscal quarter (the “Cure Amount”) pursuant to the exercise by the Borrower of in which such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and (ii) ifPermitted Equity Issuance is made. If, after giving effect to the foregoing recalculationsincrease to Consolidated EBITDA, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10Article VIII, the Borrower shall be deemed to have satisfied the such requirements of the financial covenant set forth in Section 8.10 as of the relevant date of determination with the same effect as though there had been (or would have been) no failure to comply therewith at such date, and the applicable breach failure to comply that occurred (or default of the financial covenant set forth in Section 8.10 that had occurred would have occurred) shall be deemed cured for all purposes of this Agreement; and. The parties hereby acknowledge that this Section 9.04(a) may not be relied on for purposes of calculating any financial ratios other than as applicable to Article VIII and shall not result in any adjustment to any amounts (including, without limitation, Consolidated Senior Secured First-Lien Indebtedness) other than the amount of the Consolidated EBITDA referred to in the immediately preceding sentence. (b) upon receipt by the Administrative Agent (i) In each period of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a four fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contraryquarters, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right no cure set forth in Section 9.04(a) is not exercised, made and (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of this Agreement, the Revolving Facility and cure set forth in Section 9.04(a) shall not be exercised more than five times. (iiic) Notwithstanding anything to the contrary contained in Section 9.01, in the event that the Borrower fails (or, but for purposes the operation of this Section 9.039.04, the Cure Amount utilized shall be no greater than the amount required for purposes of complying would fail) to comply with the financial covenant set forth in Section 8.10Article VIII, the Borrower may cure such failure by repaying Revolving Credit Loans and Swing Line Loans and Cash Collateralizing 101% of the Outstanding Amount of all L/C Obligations no later than ten (10) Business Days after the date on which financial statements are required to be delivered with respect to such fiscal quarter hereunder. Upon the effectiveness of such repayment and/or Cash Collateralization (i) the failure to comply with the financial covenant set forth in Article VIII that occurred (or would have occurred) shall be deemed cured for purposes of this Agreement and (ii) if prior to such time the Revolving Credit Lenders have declared all outstanding obligations under the Revolving Credit Facilities to be immediately due and payable solely as a result of such failure to comply with Article VIII, such declaration shall be deemed to be automatically rescinded at such time.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 8.01 or 9.028.02, in the event that the Borrower fails to comply with the requirements of the financial covenant set forth in Section 8.107.11, then: (a) until the expiration of the fifteenth (15th) 15th Business Day subsequent to the date the relevant financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a6.01(a) or (b6.01(b), the Borrower shall have the right to issue Qualified Capital Stock common equity to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary Holdings for cash (the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 7.11 with respect to such fiscal quarter (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 7.11 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 7.11 for such fiscal quarter and not for any other purpose under this Agreement (including, including but not limited to, to determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Revolving Commitment Fee Rate Percentage or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); ) (provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters)), by an amount equal to the Cure Amount; and (ii) if, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.107.11, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 7.11 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 7.11 that had occurred shall be deemed cured for all the purposes of this Agreement; and (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) 15th Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) 6.01 (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 7.11 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Credit Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 7.11 and such non-compliance has not been cured in accordance with the provisions of this Section 9.038.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, period there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility Credit Facility, and (iii) for purposes of this Section 9.038.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.107.11.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 9.01 or 9.027.1, in the event that the Borrower fails Loan Parties fail to comply with the requirements of Section 6.9 (if applicable) as of the financial covenant set forth last day of any applicable fiscal quarter of Holdings, at any time after the beginning of such fiscal quarter (but in Section 8.10, then: (aany event after the date hereof) until the expiration of the fifteenth (15th) tenth Business Day subsequent to following the date the relevant on which financial statements are required to be delivered with respect to such fiscal quarter (or the fiscal year ended on the last day of such fiscal quarter, as applicable) are required to be delivered pursuant to Section 7.01(a5.1(a) or (b), the Borrower as applicable, Holdings shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary Equity Interests for cash or otherwise receive cash contributions to the capital of Holdings as cash common equity or other Qualified Equity Interests (collectively, the “Cure Right”), and upon the receipt by Holdings of the Borrower Net Cash Proceeds of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter issuance (the “Cure Amount”) pursuant to the exercise by the Borrower Holdings of such Cure Right, the calculation Debt Service Coverage Ratio, for purposes of Consolidated EBITDA determining compliance with the requirements of the Borrower as used in the financial covenant set forth in Section 8.10 6.9, shall be recalculated giving effect to the following pro forma adjustmentsadjustment: (i) Consolidated Operating EBITDA of the Borrower shall be increased for with respect to such applicable fiscal quarter and any four fiscal quarter period that contains such fiscal quarter and each subsequent period containing such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Debt Service Coverage Ratio to determine compliance with the requirements of Section 8.10 6.9 and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters)Agreement, by an amount equal to the Cure Amount; and (ii) if, after giving effect to the foregoing recalculationspro forma adjustment (without giving effect to any repayment of any Indebtedness with any portion of the Cure Amount or any portion of the Cure Amount on the balance sheet of Holdings and its Subsidiaries, in each case, with respect to such fiscal quarter only), the Borrower Loan Parties shall then be in compliance with the requirements of the financial covenant set forth in Section 8.106.9, the Borrower Holdings shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 6.9 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 6.9 that had occurred shall be deemed to be cured for all purposes of this Agreement; andprovided, that the Borrower shall have notified the Administrative Agent of the exercise of such Cure Right within five Business Days of the issuance of the relevant Qualified Equity Interests for cash or the receipt of the cash contributions by Holdings. (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) consecutive fiscal quarter periodperiod of Holdings, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of this Agreement, the Revolving Facility Cure Right shall not be exercised more than four times and (iii) for purposes of this Section 9.037.3, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.106.9 and any amounts in excess thereof shall not be deemed to be a Cure Amount. Notwithstanding anything herein to the contrary, any Cure Amount received pursuant to any exercise of the Cure Right shall be disregarded for purposes of determining the availability of any basket under Section 6. For the avoidance of doubt, no Cure Amounts shall be applied to reduce the Indebtedness of Holdings and its Subsidiaries on a Pro Forma Basis for purposes of determining compliance with the covenant set forth in Section 6.9 for the fiscal quarter in which such Cure Right was exercised (provided that to the extent such Cure Amount was applied to prepay Indebtedness, such reduction may be given effect in determining compliance with the covenant set forth in Section 6.9 for fiscal quarters after the fiscal quarter in which such Cure Right was exercised) and there shall not have been a breach of any covenant under Section 6 solely by reason of having no longer included such Cure Amount in any basket during the relevant period.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 9.01 or 9.027.01, in the event that the Dutch Borrower fails and the Restricted Subsidiaries fail to comply with the requirements of Section 6.12 as of the financial covenant set forth in Section 8.10last day of any fiscal quarter of the Dutch Borrower, then: (a) at any time after the beginning of such fiscal quarter until the expiration of the fifteenth (15th) 10th Business Day subsequent to the date on which the relevant financial statements are required to be delivered with respect to such fiscal quarter (or the Fiscal Year ended on the last day of such fiscal quarter) are required to be delivered pursuant to Section 7.01(a5.01(a) or (b), as applicable, the Dutch Borrower shall have the right to issue Qualified Capital Stock Permitted Cure Securities for cash or otherwise receive cash contributions to a Person other than a Subsidiary the common equity capital of the Dutch Borrower or an Unrestricted Subsidiary for cash (collectively, the “Cure Right”), and upon the receipt by the Dutch Borrower of the Net Proceeds of such cash, in an amount no greater than issuance or the amount required receipt of such cash contributions to cause the common equity capital of the Dutch Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter (the “Cure Amount”) pursuant to the exercise by the Dutch Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 6.12 shall be recalculated giving effect to the following pro forma adjustmentsadjustment: (i) Consolidated EBITDA of the Borrower shall be increased for with respect to such applicable fiscal quarter and each subsequent any four fiscal quarter period containing that contains such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Consolidated Secured Net Leverage Ratio for purposes of Section 8.10 6.12 and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters)Agreement, by an amount equal to the Cure Amount; and (ii) if, after giving effect to the foregoing recalculationspro forma adjustment (without giving effect to any repayment of any Indebtedness with any portion of the Cure Amount or any portion of the Cure Amount on the balance sheet of the Dutch Borrower and its Restricted Subsidiaries, in each case, with respect to such fiscal quarter only), the Dutch Borrower and its Restricted Subsidiaries shall then be in compliance with the requirements of the financial covenant set forth in Section 8.106.12, the Dutch Borrower and its Restricted Subsidiaries shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 6.12 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 6.12 that had occurred shall be deemed cured for all the purposes of this Agreement; and provided that the Dutch Borrower shall have notified the Administrative Agent of the exercise of such Cure Right within two (b2) Business Days of the issuance of the Permitted Cure Securities for cash or the receipt of the cash contributions by the Dutch Borrower. Notwithstanding anything herein to the contrary, (i) in each four consecutive fiscal quarter period of the Dutch Borrower there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) during the term of this Agreement, the Cure Right shall not be exercised more than six times, (iii) for purposes of this Section 7.02, the Cure Amount shall be no greater than the amount required for purposes of complying with Section 6.12 and any amounts in excess thereof shall not be deemed to be a Cure Amount and (iv) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) tenth Business Day subsequent to the due date for delivery of the relevant financial statements are required to be delivered pursuant to Section 7.01(a5.01(a) or (b) (the “Anticipated Cure Deadline”), ) that the Dutch Borrower intends to exercise the Cure Right in respect of a fiscal quarterRight, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant covenants set forth in Section 8.10 6.12 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein any other provision in this Agreement to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect the Cure Amount received pursuant to any exercise of which the Cure Right is not exercised, (ii) there can shall be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) disregarded for purposes of determining any available basket under ARTICLE VI of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10.Agreement

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 ‎8.01 or 9.02‎8.02, in the event that the Borrower fails to comply with the requirements of the financial covenant set forth in Section 8.10‎7.11, then: then (aA) until the expiration of the fifteenth (15th) Business Day 10th day subsequent to the date the relevant financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a‎6.01(a) or (b‎6.01(b), the Borrower shall have the right to issue Qualified Capital Stock common equity to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary Holdings for cash (the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter cash (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 ‎7.11 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarterincreased, solely for the purpose of measuring the financial covenant set forth in Section 8.10 ‎7.11 and not for any other purpose under this Agreement (including, including but not limited to, to determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents) for such fiscal quarter of the Commitment Fee Loan Parties or their Restricted Subsidiaries), by an amount equal to the Cure Amount; provided that the receipt by the Borrower of the Cure Amount pursuant to the Cure Right shall be deemed to have no other effect whatsoever under this Agreement (including but not limited to determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents) for such fiscal quarter of the Loan Parties or their Restricted Subsidiaries); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and (ii) ifIf, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10‎7.11, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 ‎7.11 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 ‎7.11 that had occurred shall be deemed cured for all the purposes of this Agreement; and (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 9.01 or 9.027.01, in the event that the Borrower fails (or, but for the operation of this Section 7.02, would fail) to comply with the requirements any of the financial covenant covenants set forth in Section 8.10, then: (a) Sections 6.12 and 6.13 and until the expiration of the fifteenth (15th) 10th Business Day subsequent after the date on which financial statements are required to be delivered with respect to the applicable fiscal quarter hereunder (the “Cure Deadline”), Holdings may engage in a sale or issuance of any Qualified Equity Interests of Holdings or otherwise receive cash contributions to the capital of Holdings as cash common equity or other non-cash pay Qualified Equity Interests and increase Consolidated EBITDA with respect to such applicable fiscal quarter and any four fiscal quarter period that contains such fiscal quarter, by an amount equal to such net cash proceeds; provided that such net cash proceeds (i) are actually received by the Borrower (including through capital contribution of such net cash proceeds by Holdings to the Borrower) no later than 10 Business Days after the date the relevant on which financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (b), the Borrower shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary for cash (the “Cure Right”)hereunder, and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and (ii) ifdo not exceed the aggregate amount necessary to comply with Sections 6.12 and 6.13 for any applicable period. If, after giving effect to the foregoing recalculationsincrease in Consolidated EBITDA, Holdings and the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10Sections 6.12 and 6.13, Holdings and the Borrower shall be deemed to have satisfied the such requirements of the financial covenant set forth in Section 8.10 as of the relevant date of determination with the same effect as though there had been (or would have been) no failure to comply therewith at such date, and the applicable breach failure to comply that occurred (or default of the financial covenant set forth in Section 8.10 that had occurred would have occurred) shall be deemed cured for all purposes of this Agreement; and (b. The parties hereby acknowledge that this Section 7.02(a) upon may not be relied on for purposes of calculating any financial ratios other than as applicable to Sections 6.12 and 6.13 and shall not result in any adjustment to any amounts other than the amount of the Consolidated EBITDA referred to in the immediately preceding sentence. Upon receipt by the Administrative Agent of written notice, on or prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right cure right described above in this Section 7.02(a) in respect of a fiscal quarter, none of the Administrative Agent and or the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the any financial covenant set forth in Section 8.10 until 6.12 or 6.13, unless such failure is not cured pursuant to the exercise of the Cure Right such cure right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance . (b) In each period of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter periodquarters, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant cure set forth in Section 8.107.02(a) is made. (c) During the term of this Agreement, a cure set forth in Section 7.02(a) shall not be exercised more than four times.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.028.01, in the event that the Borrower fails Parties fail (or, but for the operation of this Section 8.02, would fail) to comply with the requirements of the financial covenant set forth in Section 8.10Financial Performance Covenant, then: (a) until the expiration of the fifteenth (15th) tenth Business Day subsequent to the date the relevant financial statements Required Financial Statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a5.04(1) or (b)2) for the applicable fiscal quarter, the Borrower Holdings shall have the right to issue Qualified Capital Stock Permitted Cure Securities for cash or otherwise receive cash contributions to a Person other than a Subsidiary the capital of Holdings, and, in each case, to contribute any such cash to the capital of the Borrower or an Unrestricted Subsidiary for cash (collectively, the “Cure Right”)) and, and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter cash (the “Cure Amount”) pursuant to the exercise by the Borrower Holdings of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 Financial Performance Covenant shall be recalculated giving effect to the following a pro forma adjustments: (i) adjustment by which Consolidated EBITDA of the Borrower shall be increased for with respect to such applicable fiscal quarter and each subsequent any four-quarter period containing that contains such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 Financial Performance Covenant and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters)Agreement, by an amount equal to the Cure Amount; . The resulting increase to Consolidated EBITDA from the application of a Cure Amount shall not result in any adjustment to Consolidated EBITDA or any other financial definition for any purpose under this Agreement other than for purposes of calculating the Financial Performance Covenant. In each four fiscal quarter period there shall be at least two fiscal quarters in which the Cure Right is not exercised and the Cure Right may not be exercised more than five times during the term of this Agreement and (ii) if, for purposes of this Section 8.02, the Cure Amount shall be no greater than the amount required for purposes of complying with the Financial Performance Covenant. If, after giving effect to the foregoing recalculationsadjustments in this Section 8.02, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10Financial Performance Covenant, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 Financial Performance Covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 Financial Performance Covenant and any related default that had occurred shall be deemed cured for all the purposes of this Agreement; and (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.028.01, in the event that the Borrower fails (or, but for the operation of this Section 8.03, would fail) to comply with the requirements of the financial covenant set forth in Section 8.10Financial Performance Covenant, then: (a) until the expiration of the fifteenth (15th) Business Day 20th day subsequent to the date the relevant financial statements are certificate calculating such Financial Performance Covenant is required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (b5.04(c), the Borrower shall have the right to issue Qualified Capital Stock Permitted Cure Securities for cash or otherwise receive cash contributions to a Person other than a Subsidiary the capital of Holdings, and, in each case, to contribute any such cash to the capital of the Borrower or an Unrestricted Subsidiary for cash (collectively, the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter cash (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 Right such Financial Performance Covenant shall be recalculated giving effect to the following a pro forma adjustments: (i) Consolidated adjustment by which EBITDA of the Borrower shall be increased for with respect to such fiscal applicable quarter and each subsequent any four-quarter period containing that contains such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 Financial Performance Covenant and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters)Agreement, by an amount equal to the Cure Amount; and provided, that, (i) in each four-fiscal-quarter period there shall be at least one fiscal quarter in which the Cure Right is not exercised and (ii) iffor purposes of this Section 8.03, the Cure Amount shall be no greater than the amount required for purposes of complying with the Financial Performance Covenant. If, after giving effect to the foregoing recalculationsadjustments in this Section 8.03, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10Financial Performance Covenant, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 Financial Performance Covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 Financial Performance Covenant that had occurred shall be deemed cured for all this purposes of this the Agreement; and (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 9.01 or 9.0210.01, in the event that of any Default or Event of Default under the Borrower fails to comply with the requirements of the financial covenant set forth in Section 8.108.13, then: (a) until the expiration of the fifteenth (15th) Business Day subsequent to day after the date on which the relevant financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (b), the Borrower shall have the right as applicable, with respect to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary for cash any Fiscal Quarter hereunder (the “Cure RightPeriod”), Holdings may issue equity (provided such equity issuance does not result in a Change of Control and upon constitutes common equity or Qualified Capital Stock) and contribute the receipt by Net Cash Proceeds received therefrom to the capital of the Borrower as cash common equity (a “Specified Equity Contribution”)) in order to remedy any Event of Default that has occurred with respect to Section 8.13 for such cashFiscal Quarter. Upon such Specified Equity Contribution in accordance with the immediately preceding sentence, in an amount no greater than the amount required of the proceeds thereof shall, solely for the purposes (and subject to cause the Borrower to be limitations) hereinafter described in compliance with the financial covenant set forth in this Section 8.10 10.04, increase Consolidated EBITDA with respect to such fiscal quarter applicable Fiscal Quarter (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each any subsequent period containing of four consecutive Fiscal Quarters that includes such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 Fiscal Quarter) and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and (ii) if, after giving effect to the foregoing recalculationssuch increase in Consolidated EBITDA, the Borrower Holdings shall then be in compliance with the requirements of the financial covenant set forth in Section 8.108.13, the Borrower Holdings shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 therein as of the relevant date of determination four Fiscal Quarter period with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 that had occurred shall be deemed cured for all purposes of this Agreement; and provided that such Net Cash Proceeds (bi) upon receipt are actually received by the Administrative Agent Borrower (through a capital contribution of written notice, prior such proceeds by Holdings to the expiration of the fifteenth (15thBorrower) Business Day subsequent to no later than 15 days after the date the relevant on which financial statements are required to be delivered pursuant with respect to such Fiscal Quarter hereunder and (ii) do not exceed the aggregate amount necessary to cure (by addition to Consolidated EBITDA) such Event of Default under Section 8.13 for such period. The parties hereto acknowledge that a given Specified Equity Contribution may not be counted as having been made in more than one Fiscal Quarter. The parties hereby acknowledge that this Section 10.04(a) may not be relied on for purposes of calculating any financial ratios other than as applicable to Section 7.01(a8.13 and shall not be included for purposes of determining pricing, fees or any financial ratio-based conditions (including, without limitation, compliance with any covenant or condition other than Section 8.13 itself which requires a determination of whether the financial covenant in Section 8.13 is satisfied, whether or not same would otherwise be applicable) or any baskets with respect to the covenants or conditions contained in this Agreement. There shall be no pro forma or other reduction in Indebtedness with the proceeds of any Specified Equity Contribution (including by way of netting) for purposes of determining compliance with Section 8.13 in the Fiscal Quarter for which a Specified Equity Contribution is made; provided that such Specified Equity Contribution may reduce Indebtedness in a subsequent Fiscal Quarter. (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect In each period of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter periodconsecutive Fiscal Quarters, there shall be at least two Fiscal Quarters in which no cure set forth in Section 10.04(a) is made. In addition, any reduction in Indebtedness (2or increase in cash for netting purposes) fiscal quarters with the proceeds of any Specified Equity Contribution made pursuant to this Section 10.04 shall be ignored for purposes of determining compliance with the covenant set forth in respect Section 8.13, except for determinations, including increases in cash for netting purposes, made pursuant to Section 8.13 for Fiscal Quarters after the respective Fiscal Quarter for which such Event of which the Cure Right Default is not exercised, remediated by such Specified Equity Contribution. (iic) there can There shall be no more than five cures under Section 10.04(a) from the Original Closing Date through the Latest Maturity Date. (5d) fiscal quarters in respect If notice has been delivered to the Administrative Agent of a Specified Equity Contribution (such notice to be delivered on or prior to the date on which the Cure Right is exercised during applicable financial statements are required to be delivered and containing reasonable detail on the term terms and conditions of the Revolving Facility and (iii) Specified Equity Contribution), then from the last day of the Fiscal Quarter related to such cure notice until the required date for purposes receipt of this the Specified Equity Contribution, no Default or Event of Default shall have occurred under the Loan Documents with respect to any default under Section 9.03, 8.13 for which such cure notice was delivered unless the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant 15 day period set forth in clause (a) above has expired without the Specified Equity Contribution having been received. None of the Administrative Agent, the Collateral Agent or any Lender shall exercise any of the remedial rights otherwise available to it upon an Event of Default, including the right to accelerate the Loans or to foreclose on the Collateral solely on the basis of an Event of Default having occurred as a result of a violation of Section 8.108.13, unless the Specified Equity Contribution is not made on or before the expiration of the Cure Period.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.027.01, in the event that the Borrower fails (or, but for the operation of this Section 7.03, would fail) to comply with the requirements of the financial covenant set forth in Section 8.10Financial Performance Covenant, then: (a) until the expiration of the fifteenth (15th) Business Day 10th day subsequent to the date the relevant financial statements are certificate calculating such Financial Performance Covenant is required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (b5.04(c), the Borrower Holdings shall have the right to issue Qualified Capital Stock Permitted Cure Securities for cash or otherwise receive cash contributions to a Person other than a Subsidiary the capital of Holdings, and, in each case, to contribute any such cash to the capital of the Borrower or an Unrestricted Subsidiary for cash (collectively, the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter cash (the “Cure Amount”) pursuant to the exercise by the Borrower Holdings of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 Right such Financial Performance Covenant shall be recalculated giving effect to the following a pro forma adjustments: (i) Consolidated adjustment by which EBITDA of the Borrower shall be increased for with respect to such fiscal applicable quarter and each subsequent any four-quarter period containing that contains such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 Financial Performance Covenant and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters)Agreement, by an amount equal to the Cure Amount; and provided, that, (i) in each four-fiscal-quarter period there shall be at least one fiscal quarter in which the Cure Right is not exercised, (ii) ifin each eight-fiscal-quarter period there shall be a period of at least four consecutive fiscal quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 7.03, the Cure Amount shall be no greater than the amount required for purposes of complying with the Financial Performance Covenant. If, after giving effect to the foregoing recalculationsadjustments in this paragraph (b), the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10Financial Performance Covenant, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 Financial Performance Covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 Financial Performance Covenant that had occurred shall be deemed cured for all this purposes of this the Agreement; and (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.028.01, in the event that Borrowers fail (or, but for the Borrower fails operation of this Section 8.02, would fail) to comply with the requirements of the financial covenant set forth in Section 8.10Financial Performance Covenant, then: (a) until the expiration of the fifteenth (15th) tenth Business Day subsequent to the date the relevant financial statements Required Financial Statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a5.04(1) or (b)2) for the applicable fiscal quarter, the Borrower Holdings shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and, in each case, to contribute any such cash to the capital of Borrowers (collectively, the “Cure Right”)) and, and upon the receipt by the Borrower Borrowers of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter cash (the “Cure Amount”) pursuant to the exercise by the Borrower Holdings of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 Financial Performance Covenant shall be recalculated giving effect to the following a pro forma adjustments: (i) adjustment by which Consolidated EBITDA of the Borrower shall be increased for with respect to such applicable fiscal quarter and each subsequent any four-quarter period containing that contains such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 Financial Performance Covenant and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters)Agreement, by an amount equal to the Cure Amount; . The resulting increase to Consolidated EBITDA from the application of a Cure Amount shall not result in any adjustment to Consolidated EBITDA or any other financial definition for any purpose under this Agreement other than for purposes of calculating the Financial Performance Covenant. In each four fiscal quarter period there shall be at least two fiscal quarters in which the Cure Right is not exercised and the Cure Right may not be exercised more than five times during the term of this Agreement and (ii) if, for purposes of this Section 8.02, the Cure Amount shall be no greater than the amount required for purposes of complying with the Financial Performance Covenant. If, after giving effect to the foregoing recalculationsadjustments in this Section 8.02, the Borrower Borrowers shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10Financial Performance Covenant, the Borrower Borrowers shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 Financial Performance Covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 Financial Performance Covenant and any related Default that had occurred shall be deemed cured for all the purposes of this Agreement; and (b) upon receipt by . After Borrower Representative has delivered a notice to the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubtRight, no Credit Extension to the Borrower extension of credit may be made under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 unless and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, until the Cure Amount utilized shall be no greater than is received by Borrowers or the amount required for purposes applicable Default of complying with the financial covenant set forth in Section 8.10Financial Performance Covenant is waived pursuant to this Agreement.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.02this Article VII, in the event that the Borrower fails to comply with the requirements of the financial covenant set forth in Section 8.10, then: (a) until the expiration 6.10 as of the fifteenth (15th) Business Day subsequent to the date the end of any relevant financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (b)quarter, the Borrower shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary for cash (the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to ) (at any time during such fiscal quarter or thereafter until the date that is 20 days after the date the Pricing Certificate is required to be delivered pursuant to Section 5.04(c)) to issue Equity Interests (other than Disqualified Stock) for cash or otherwise receive cash contributions to its equity for such Equity Interests (the “Cure Amount”) pursuant to ), and thereupon the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Borrower’s compliance with Section 8.10 6.10 shall be recalculated giving effect to the following pro forma adjustments: : (i) Consolidated EBITDA shall be increased, solely for the purposes of determining compliance with Section 6.10, including determining compliance with Section 6.10 as of the Borrower shall be increased for end of such fiscal quarter and each applicable subsequent period containing periods that include such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), quarter by an amount equal to the Cure Amount; and Amount and (ii) if, after giving effect to the foregoing recalculations, the Borrower requirements of Section 6.10 shall be satisfied, then be in compliance with the requirements of the financial covenant set forth in Section 8.10, the Borrower 6.10 shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 as of the end of the relevant date of determination fiscal quarter with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 6.10 that had occurred shall be deemed cured for all the purposes of this Agreement; and Agreement (b) upon receipt it being understood and agreed there shall be no pro forma or other reduction of the amount of Indebtedness by the Administrative Agent amount of written notice, prior to any Cure Amount for purposes of determining compliance with Section 6.10 for the expiration fiscal quarter in respect of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise which the Cure Right in was exercised (other than, with respect of a fiscal quarterto any future period, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise extent of the any portion of such Cure Right on or prior Amount that is actually applied to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03repay Indebtedness)). Notwithstanding anything herein to the contrary, (ix) in each four (4) fiscal quarter period, period there shall be a period of at least two (2) one fiscal quarters quarter in respect of which the Cure Right is not exercised, (iiy) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with Section 6.10 and (z) upon the financial covenant set forth in Administrative Agent’s receipt of a notice from the Borrower that it intends to exercise the Cure Right (a “Notice of Intent to Cure”), until the 20th day following date of delivery of the Pricing Certificate under Section 8.105.04(c) to which such Notice of Intent to Cure relates, none of the Administrative Agent or any Lender shall exercise the right to accelerate the Loans or terminate the Commitments and none of the Administrative Agent, the Collateral Agent or any other Lender or Secured Party shall exercise any right to foreclose on or take possession of the Collateral solely on the basis of an Event of Default having occurred and being continuing under Section 6.10.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.02this Article VII, in the event that the Borrower fails to comply with the requirements of the financial covenant set forth in Section 8.10, then: (a) until the expiration 6.10 as of the fifteenth (15th) Business Day subsequent to the date the end of any relevant financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (b)quarter, the Borrower shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary for cash (the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to ) (at any time during such fiscal quarter or thereafter until the date that is 20 days after the date the Pricing Certificate is required to be delivered pursuant to Section 5.04(c)) to issue Capital Stock (other than Disqualified Stock) for cash or otherwise receive cash contributions to its equity for such Capital Stock (the “Cure Amount”) pursuant to ), and thereupon the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Borrower’s compliance with Section 8.10 6.10 shall be recalculated giving effect to the following pro forma adjustments: : (i) Consolidated EBITDA shall be increased, solely for the purposes of determining compliance with Section 6.10, including determining compliance with Section 6.10 as of the Borrower shall be increased for end of such fiscal quarter and each applicable subsequent period containing periods that include such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), quarter by an amount equal to the Cure Amount; and Amount and (ii) if, after giving effect to the foregoing recalculations, the Borrower requirements of Section 6.10 shall be satisfied, then be in compliance with the requirements of the financial covenant set forth in Section 8.10, the Borrower 6.10 shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 as of the end of the relevant date of determination fiscal quarter with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 6.10 that had occurred shall be deemed cured for all the purposes of this Agreement; and Agreement (b) upon receipt it being understood and agreed there shall be no pro forma or other reduction of the amount of Indebtedness by the Administrative Agent amount of written notice, prior to any Cure Amount for purposes of determining compliance with Section 6.10 for the expiration fiscal quarter in respect of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise which the Cure Right in was exercised (other than, with respect of a fiscal quarterto any future period, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise extent of the any portion of such Cure Right on or prior Amount that is actually applied to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03repay Indebtedness)). Notwithstanding anything herein to the contrary, (ix) in each four (4) fiscal quarter period, period there shall be a period of at least two (2) one fiscal quarters quarter in respect of which the Cure Right is not exercised, (iiy) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with Section 6.10 and (z) no Event of Default may arise under Section 6.10 until the financial covenant set forth earlier of (A) the 20th day after the day on which the relevant Pricing Certificate is required to be delivered (unless the Cure Right has been exercised three times in the applicable four consecutive Fiscal Quarter period), and then only to the extent the Cure Amount has not been received on or prior to such date and (B) the date (if any) on which the Borrower delivers notice to the Administrative Agent that the Cure Right with respect to such breach will not be exercised; provided that no Lender or Issuing Bank shall be required to make any Revolving Loan or issue any Letter of Credit from and after such time as the Administrative Agent has received the relevant Pricing Certificate (or such Pricing Certificate was required to be delivered) evidencing a Consolidated First Lien Leverage Ratio that is not in compliance with Section 8.106.10 when applicable unless and until the Cure Amount is actually received and such Cure Amount causes the Borrower to be in compliance with Section 6.10.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.02, in In the event that the Borrower fails to comply with the requirements of the financial covenant set forth in Section 8.107.11(a) 7.11(b), then: (athen respect to any failure to comply with Section 7.11(a) or 7.11(b), until the expiration of the fifteenth (15th) tenth Business Day subsequent to the date the relevant financial statements are Compliance Certificate for the applicable fiscal quarter is required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (b6.02(a), the Borrower shall have be permitted to cure any such failure to comply by requesting that such Consolidated Total Net Leverage Ratio and/or Consolidated Interest Coverage Ratio, as applicable, be recalculated by increasing Consolidated EBITDA for the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary for cash (the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), most recently ended by an amount equal to the proceeds of common equity issued by the Borrower or by contributions to the common equity of the Borrower received by the Borrower on or after the last day of such fiscal quarter and prior to the expiration of such ten Business Day Period (and such proceeds, “Cure AmountProceeds”); and (iiprovided that the Borrower may not exercise its right to cure under this Section 7.11(c) ifmore than twice, in the aggregate, in any four consecutive fiscal quarter period and more than five times, in the aggregate, prior to the Maturity Date. Any increase in Consolidated EBITDA pursuant to this Section 7.11(c) shall be taken into account in calculating the Financial Covenants under Sections 7.11(a) and 7.11(b) for any four-quarter period that includes the last fiscal quarter of the four-quarter period with respect to which such cure right was exercise. If after giving effect to the foregoing recalculations, the Borrower shall would then be in compliance with the requirements of the financial covenant set forth in Section 8.10applicable Financial Covenant or Financial Covenants, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 such Financial Covenant or Financial Covenants as of the relevant earlier required date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach breach, Default or default Event of the financial covenant set forth in Section 8.10 Default that had occurred shall be deemed cured for all purposes the purpose of this Agreement; and (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent Agreement and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10.Loan Documents

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.028.01, in the event that the Borrower fails to comply with the requirements of the any financial covenant set forth in Section 8.106.08, then: (a) until the expiration of the fifteenth (15th) 10th Business Day subsequent to the date the relevant certificate calculating compliance with such financial statements are covenant is required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (b5.01(c), the Borrower Parent shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Parent, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter cash (the “Cure Amount”) pursuant to the exercise by the Borrower Parent of such Cure RightRight and written notice to the Administrative Agent, the calculation of Consolidated EBITDA of the Borrower as used in the such financial covenant set forth in Section 8.10 shall be recalculated giving effect to the following pro forma adjustments: (ia) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarterincreased, solely for the purpose of measuring the financial covenant set forth in Section 8.10 and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters)Agreement, by an amount equal to the Cure Amount; and (iib) ifIf, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of the all financial covenant set forth in Section 8.106.08, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 6.08 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default Default of the such financial covenant set forth in Section 8.10 that had occurred shall be deemed cured for all purposes of this Agreement; and (bc) upon receipt by To the Administrative Agent extent a fiscal quarter ended for which such financial covenant is initially recalculated as a result of written noticea Cure Right is included in the calculation of such financial covenant in a subsequent fiscal period, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right Amount shall be included in respect the amount of a Consolidated EBITDA for such fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth quarter in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadlinesubsequent fiscal period; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding notwithstanding anything herein to the contrary, (i) in each four (4) four-fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can the Cure Right may be exercised no more than five (5) fiscal quarters in respect of which the Cure Right is exercised times during the term of the Revolving Facility and this Agreement, (iii) for purposes of this Section 9.038.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying curing the non-compliance with the financial covenant set forth in Section 8.106.08 and (iv) the Cure Amount will be disregarded for all other purposes under the Loan Documents (including calculating Consolidated EBITDA for purposes of determining basket levels and other items governed by reference to Consolidated EBITDA); provided, further that upon the Administrative Agent’s receipt of a notice from Borrower that it intends to exercise the Cure Right (a “Notice of Intent to Cure”), until the 10th Business Day following date of required delivery of the related Compliance Certificate to which such Notice of Intent to Cure relates, neither the Administrative Agent nor any Lender shall exercise the right to accelerate the Loans or terminate or suspend the Commitments and neither the Administrative Agent nor any other Lender shall exercise any right to foreclose on or take possession of the Collateral solely on the basis of an allegation of an Event of Default having occurred and being continuing under Article VIII due to failure by Borrower to comply with the requirements of Section 6.08 for the applicable Test Period.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 8.01 or 9.028.02, in the event that the Borrower fails to comply with the requirements of the financial covenant set forth in Section 8.107.11, then: then (aA) until the expiration of the fifteenth (15th) 10th Business Day subsequent to the date the relevant financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(aSections 6.01(a) or and (b), the Borrower shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary common equity for cash (the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter cash (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 7.11 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarterincreased, solely for the purpose of measuring the financial covenant covenants set forth in Section 8.10 7.11 and not for any other purpose under this Agreement (including, including but not limited to, to determining the availability or amount of any covenant baskets or carve-outs or determining the Applicable Rate Commitment Fee or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quartersApplicable Rate), by an amount equal to the Cure Amount; provided that (1) the receipt by the Borrower of the Cure Amount pursuant to the Cure Right shall be deemed to have no other effect whatsoever under this Agreement (including but not limited to determining the availability or amount of any covenant baskets or carve-outs or determining the Applicable Commitment Fee or the Applicable Rate) and (2) no Cure Amount shall reduce Indebtedness on a Pro Forma Basis for the applicable period for purposes of calculating the covenant set forth in Section 7.11 or calculating the Fixed Charge Coverage Ratio, nor shall any Cure Amount held by any Borrower Party qualify as “unrestricted cash or Cash Equivalents of the Borrower Parties on hand” for the purposes of calculating any net obligations or liabilities under the terms of this Agreement; and (ii) ifIf, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.107.11, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 7.11 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 7.11 that had occurred shall be deemed cured for all the purposes of this Agreement; and (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10.

Right to Cure. Notwithstanding anything (a) Solely to the contrary contained in Section 9.01 or 9.02, in the event that extent the Borrower fails is required to comply with the requirements Financial Covenant for the most recent Test Period and solely for purposes of determining such compliance, after the financial covenant set forth in Section 8.10, then: end of such Test Period and on or prior to the day that is ten (a) until the expiration of the fifteenth (15th10) Business Day subsequent to Days after the date the relevant day on which financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or 8.1 for such Test Period (bthe “Equity Cure Period”), the Borrower Sponsors shall have the right to issue Qualified Capital Stock make, or cause one or more other Persons to a Person other than a Subsidiary make, an equity investment (which equity shall be common equity) in Holdings in cash, which Holdings shall subsequently contribute to the Borrower on or prior to the expiration of the Borrower or an Unrestricted Subsidiary Equity Cure Period for such fiscal quarter, and such cash will, if so designated by the Borrower, be included in the calculation of Consolidated EBITDA for the purposes of determining compliance with the Financial Covenant at the end of such fiscal quarter and the subsequent three fiscal quarters (any such equity contribution so included in the calculation of Consolidated EBITDA, a “Cure RightSpecified Equity Contribution”), and upon the receipt by ; provided that (a) no Lender shall be required to make any extensions of credit to the Borrower during the ten (10) Business Day period referred to above unless Holdings has received proceeds of such cashSpecified Equity contributions, (b) there shall be no more than two (2) quarters in an each four (4) consecutive fiscal quarter period in respect of which a Specified Equity Contribution is made, (c) the amount of any Specified Equity Contribution shall be no greater more than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation Financial Covenant on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and (ii) if, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 that had occurred shall be deemed cured for all purposes of this Agreement; and (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contraryPro Forma Basis, (id) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised Specified Equity Contributions shall be made during the term of the Revolving Facility and this Agreement, (iiie) all Specified Equity Contributions shall be disregarded for purposes of any financial ratio determination under this Agreement other than for determining compliance with the Financial Covenant (and will not be credited as an addition to the builder basket provided for in Section 9.039.2(a)(v)) and (f) unless the proceeds of any Specified Equity Contribution are actually applied to prepay Indebtedness hereunder, the Cure Amount utilized there shall be no greater than the amount required for purposes of complying reduction in Indebtedness with the financial covenant set forth in proceeds of such Specified Equity Contribution for determining compliance with the Financial Covenant for the fiscal quarter for which such Specified Equity Contribution was made. (b) Upon receipt by the Administrative Agent of a Notice of Intent to Cure prior to the last day of the Equity Cure Period, neither the Administrative Agent nor any Lender shall exercise any rights or remedies under this Section 8.1011 (or any rights and remedies under any other Loan Document that are available during the continuance of an Event of Default) on the basis of any failure to comply with the Financial Covenant until the expiration of the Equity Cure Period.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 9.01 8.01 or 9.02Section 8.02, in if Holdings determines that an Event of Default under the event that the Borrower fails to comply with the requirements of the financial covenant set forth in Section 8.107.11 has occurred or may occur, then: (a) until during the expiration period commencing after the beginning of the fifteenth last fiscal quarter included in such Test Period and ending ten (15th10) Business Day subsequent to Days after the date on which financial statements are required to be delivered hereunder with respect to such fiscal quarter, the relevant Investors may make a Specified Equity Contribution to Holdings (a “Designated Equity Contribution”), and the amount of the net cash proceeds thereof shall be deemed to increase Consolidated EBITDA with respect to such applicable quarter; provided that such net cash proceeds are actually received by a Restricted Subsidiary (including through capital contribution of such net cash proceeds to a Restricted Subsidiary) during the period commencing after the beginning of the last fiscal quarter included in such Test Period and ending ten (10) Business Days after the date on which financial statements are required to be delivered with respect to such fiscal quarter pursuant hereunder and (ii) are Not Otherwise Applied. The parties hereby acknowledge that this Section 8.05(a) may not be relied on for purposes of calculating any financial ratios other than as applicable to Section 7.01(a) 7.11 and shall not result in any adjustment to any baskets or (b), the Borrower shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary for cash (the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater amounts other than the amount required to cause of the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA for the purpose of the Borrower as used in the financial covenant set forth in Section 8.10 shall be recalculated giving effect to the following pro forma adjustments:7.11. (i) Consolidated EBITDA In each period of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent four consecutive fiscal quarters), by an amount equal to the Cure Amount; and (ii) if, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 that had occurred shall be deemed cured for all purposes of this Agreement; and (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right no Designated Equity Contribution is not exercisedmade, (ii) there can no more than four Designated Equity Contributions may be made in the aggregate during the term of this Agreement, (iii) the amount of any Designated Equity Contribution shall be no more than five (5) fiscal quarters the amount required to cause Holdings to be in respect of which the Cure Right is exercised during the term of the Revolving Facility Pro Forma Compliance with Section 7.11 for any applicable period and (iiiiv) for purposes of this Section 9.03, the Cure Amount utilized there shall be no greater than the amount required for purposes of complying pro forma reduction in Indebtedness with the financial proceeds of any Designated Equity Contribution for determining compliance with Section 7.11 for the fiscal quarter with respect to which such Designated Equity Contribution was made. (c) Notwithstanding anything to the contrary contained in Section 8.01 or Section 8.02, a breach of the covenant set forth in Section 8.107.11 will be deemed cured and not continuing if, on any subsequent testing date, Holdings is in compliance with such covenant and the Revolving Credit Loans and Revolving Credit Commitments have not been accelerated or terminated by the Required Revolving Credit Lenders prior to such subsequent testing date.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 9.01 or 9.02this Article VII, in the event that the Borrower fails reasonably expects to fail (or has failed) to comply with the requirements Section 6.12 as of the financial covenant set forth in Section 8.10last day of any fiscal quarter, then: (a) at any time during such fiscal quarter and until the expiration of the fifteenth (15th) 10th Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 5.01(a) or Section 5.01(b) with respect to such fiscal quarter pursuant to Section 7.01(a) or (bthe “Cure Deadline”), the Borrower shall have the right to issue Qualified Capital Stock to a Person Equity Interests (other than a Subsidiary Disqualified Equity Interests) for cash or otherwise receive cash contributions in respect of the Equity Interests (other than Disqualified Equity Interests) of the Borrower or an Unrestricted Subsidiary for cash (collectively, the “Cure Right”), and upon the receipt by the Borrower of the 130 Net Proceeds of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter issuance or contribution (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, Right (provided such Cure Amount is received by the calculation of Consolidated EBITDA Borrower on or before the applicable Cure Deadline) compliance with Section 6.12 as of the Borrower as used in the financial covenant set forth in Section 8.10 last day of such fiscal quarter shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such with respect to the applicable fiscal quarter with respect to which such Cure Amount is received by the Borrower and each for the applicable subsequent period containing periods that include such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in determining whether an Event of Default has occurred and is continuing as a result of a violation of Section 8.10 and 6.12 and, subject to clause (b)(iv) below, not for any other purpose under this Agreement (includingincluding for determining the Applicable Rate, but not limited to, determining the availability or usage of the Available Amount or Qualifying Equity Proceeds or the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quartersbaskets), by an amount equal to the Cure Amount; andAmount and any prepayment of Indebtedness with the Cure Amount shall be disregarded for purposes of measuring compliance with Section 6.12 as of the last day of such fiscal quarter; (ii) if, after giving effect to the foregoing recalculationssuch increase in Consolidated EBITDA, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.106.12, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 6.12 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Default under Section 8.10 6.12 that had occurred shall be deemed cured for all purposes of this Agreement; and (biii) upon receipt by no Cure Amount shall reduce or be included in the calculations of Consolidated Total Debt in the fiscal quarter with respect to which such Cure Amount is deemed applied; provided that the Borrower shall have notified the Administrative Agent of written notice, prior to the expiration in writing of the fifteenth (15th) exercise of such Cure Right within five Business Day subsequent to Days of the date receipt of the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or Cure Amounts. (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal fiscal-quarter period, period there shall be at least no more than two (2) fiscal quarters in with respect of to which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10.,

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.02this Article 6, in the event that the Borrower fails to comply with the requirements any Loan Party would otherwise be in default of the any financial covenant set forth in this Section 8.106, then: until ten (a10) until the expiration days following delivery of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered Administrative Agent in accordance with Section 5.04(a) or Section 5.04(b) with respect to such any fiscal quarter pursuant period ending on or prior to Section 7.01(a) or (b)M▇▇▇▇ ▇▇, the Borrower ▇▇▇▇, ▇▇▇▇▇ shall have the right to issue Qualified Capital Stock borrow money from Holdings (which shall be evidenced by the Subordinated Intercompany Note) so long as no mandatory payments thereon are required prior to a Person other 180 days after the Maturity Date, in an aggregate amount no greater than a Subsidiary of the Borrower or an Unrestricted Subsidiary for cash what is necessary to cure such default (collectively, the “Cure Right”), and upon the receipt by the Borrower Palco of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter cash (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the Right such financial covenant set forth in Section 8.10 covenants shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated Combined EBITDA of the Borrower shall be increased for such the most recently ended fiscal quarter and each subsequent period containing for which such fiscal quarterfinancial covenant is tested (but in no event shall such increased amount be multiplied for purposes of annualizing Combined EBITDA), solely for the purpose of measuring the financial covenant set forth in Section 8.10 covenants and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters)Agreement, by an amount equal to the Cure Amount; and (ii) if, after giving effect to the foregoing recalculationsrecalculation, the Borrower Loan Parties shall then be in compliance with the requirements of the all financial covenant covenants set forth in Section 8.10this Article 6 hereof, the Borrower Loan Parties shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 thereof as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 that thereof which had occurred shall be deemed cured for all purposes of this the Agreement; and (biii) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), extent that the Borrower intends Cure Amount is used to exercise the Cure Right in respect of a fiscal quarterrepay Indebtedness, the Administrative Agent and the Lenders such Indebtedness shall not be permitted deemed to accelerate Loans or terminate have been repaid for purposes of calculating Combined Total Leverage Ratio for the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply period with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant respect to the exercise applicable measuring period. Notwithstanding anything to the contrary contained herein, the aggregate amount of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, Amount for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility any fiscal period shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10exceed $1,000,000.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.028; (a) For the purpose of determining whether an Event of Default under Section 6.14 has occurred as of the last day of the Test Period, in the event that the Borrower fails to comply with may, during the requirements period beginning at the start of any Fiscal Quarter in which the financial Borrower determines that a breach of theany covenant set forth in Section 8.10, then: 6.14 may occur (aa “Specified Fiscal Quarter”) until the expiration of the fifteenth tenth (15th10th) Business Day subsequent (the “Cure Expiration Date”) after the date on which financial statements with respect to the date the relevant financial statements Specified Fiscal Quarter are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a5.1(a) or (b), designate any portion of the Borrower net cash proceeds from a sale or issuance of the Equity Interests (which Equity Interests shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary not be Disqualified Equity Interests) of the Borrower or an Unrestricted Subsidiary for cash (the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter (the “Cure Amount”) pursuant (x) as an increase to the exercise by amount of Recurring Revenues for the Borrower of such Cure Right, Specified Fiscal Quarter and each Test Period that includes the Specified Fiscal Quarter or (y) to be included in the calculation of Consolidated EBITDA for purposes of determining compliance with the Borrower as used in the financial applicable covenant set forth in Section 8.10 shall be recalculated giving effect to 6.14 for the following pro forma adjustments: Specified Fiscal Quarter and each Test Period that includes the Specified Fiscal Quarter; provided that (i) Consolidated EBITDA such amounts to be designated shall not constitute unrestricted cash or Cash Equivalents for “cash netting” purposes, (ii) such amounts are actually received by the Borrower prior to the expiration of the Cure Expiration Date, (iiiii ) such amounts do not exceed the aggregate amount necessary to cure any Event of Default in respect of Section 6.14 as of the end of the Specified Fiscal Quarter, (iiiiv) such amounts shall not at any time be considered for purposes of determining pricing, mandatory prepayments, the availability or amount permitted pursuant to any term, provision or covenant hereunder or otherwise for any purpose hereunder, and (ivv) the Borrower shall be increased for have provided notice to the Administrative Agent on the date such fiscal quarter and each subsequent period containing amounts are designated as a “Cure Amount” (it being understood that to the extent such fiscal quarter, solely notice is provided in advance of delivery of a Compliance Certificate for the purpose applicable period, the amount of measuring such net cash proceeds that is designated as the financial Cure Amount may be lower than specified in such notice to the extent that the amount necessary to cure any Event of Default in respect of Section 6.14 is less than the full amount of such originally designated amount). (b) Notwithstanding anything to the contrary contained in Section 8.1 and Section 8.2, (x) upon designation of the Cure Amount by the Borrower in an amount necessary to cure any Event of Default under the covenantcovenants set forth in Section 6.14, the covenant set forth in Section 8.10 and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and (ii) if, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10, the Borrower shall 6.14 will be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 and complied with as of the relevant date end of determination the Specified Fiscal Quarter with the same effect as though there had been no failure to comply therewith at such date, and with the applicable breach or default of the financial covenant set forth in Section 8.10 that had occurred shall be deemed cured for all purposes 6.14 and any Event of this Agreement; and (b) upon receipt by Default under the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is 6.14 (and any other Default as a result thereof) will be deemed not cured pursuant to have occurred for purposes of the Credit Documents, (y) from and after the date that the Borrower delivers a written notice to the Administrative Agent that it intends to exercise its cure right under this Section 8.4 (a “Notice of Intent to Cure”) neither the Cure Right Administrative Agent nor any Lender may exercise any rights or remedies under Section 8.2 (or under any other Credit Document) on the basis of any actual or prior to the Anticipated Cure Deadline; provided that, for the avoidance purported Event of doubt, no Credit Extension to the Borrower Default under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 6.14 (and any other Default as a result thereof) until and unless the Cure Expiration Date has occurred without the Cure Amount having been designated and (z) no Lender shall be required to (but in its sole discretion may) make any Revolving Credit Loan from and after such non-compliance time as the Administrative Agent has not been cured in accordance with received the provisions Notice of this Section 9.03. Notwithstanding anything herein Intent to Cure unless and until the contrary, Cure Amount is actually received. (i) in In each period of four (4) fiscal quarter periodconsecutive Fiscal Quarters, there shall be at least two not more than one (21) fiscal quarters Fiscal Quarter in respect of which the Cure Right cure right set forth in this Section 8.4 is not exercised, exercised and (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of this Agreement, the Revolving Facility and Borrower may not exercise the cure right set forth in this Section 8.4 more than four (iii4) for purposes times in the aggregate. The Cure Amount to be included in the calculation of Consolidated EBITDA in accordance with clause (a) of this Section 9.03, the Cure Amount utilized 8.4 shall not be no greater than the lesser of (x) $20,000,000 and (y) the minimum amount required for purposes of complying to cause the Borrower to be in compliance with the financial applicable covenant set forth in Section 8.106.14(b), (c) and (d) in the applicable Specified Fiscal Quarter.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.027.01, in the event that the Borrower fails (or, but for the operation of this Section 7.02, would fail) to comply with the requirements of the financial covenant set forth in Section 8.10Financial Performance Covenant, then: (a) from the first day of the applicable fiscal quarter and until the expiration of the fifteenth (15th) 15th Business Day subsequent to the date the relevant financial statements are certificate calculating such Financial Performance Covenant is required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a5.04(c) or (bthe “Cure Expiration Date”), the Borrower shall have the right to issue Qualified Capital Stock Permitted Cure Securities for cash or otherwise receive cash contributions to a Person other than a Subsidiary the capital of the Borrower or an Unrestricted Subsidiary for cash (collectively, the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter cash (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 Right such Financial Performance Covenant shall be recalculated giving effect to the following a pro forma adjustments: (i) Consolidated adjustment by which EBITDA of the Borrower shall be increased for with respect to such fiscal applicable quarter and each subsequent any four-quarter period containing that contains such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 Financial Performance Covenant and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters)Agreement, by an amount equal to the Cure Amount; and provided, that, (i) in each four consecutive fiscal quarter period there shall be at least two fiscal quarters in which a Cure Right is not exercised, (ii) ifa Cure Right shall not be exercised more than five times during the term of the Revolving Facility, (iii) for purposes of this Section 7.02, the Cure Amount shall be no greater than the amount required for purposes of complying with the Financial Performance Covenant, (iv) the Cure Amount shall be disregarded for purposes of determining any financial ratio-based conditions, pricing or any baskets with respect to the covenants contained in this Agreement and shall not be included in the calculation of the Cumulative Credit, (v) there shall be no pro forma reduction in Indebtedness with the proceeds of the exercise of the Cure Right for determining compliance with the Financial Performance Covenant for the fiscal quarter in respect of which such Cure Right is exercised (either directly through prepayment or indirectly as a result of the netting of unrestricted cash) and (vi) no Revolving Facility Lender or L/C Issuer shall be required to fund any Revolving Facility Loan or issue, extend the expiry date of or increase the amount of any Letter of Credit, as applicable, during the period from delivery of written notice of the Borrower’s intention to exercise its Cure Right for the applicable fiscal quarter until the date the Borrower exercises such Cure Right for such fiscal quarter. If, after giving effect to the foregoing recalculationsadjustments in this Section 7.02, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10Financial Performance Covenant, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 Financial Performance Covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 Financial Performance Covenant that had occurred shall be deemed cured for all the purposes of this Agreement; and (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.0210.3.1, in the event that the Borrower fails for purposes of determining whether Obligors have failed to comply with the requirements of the financial covenant set forth contained in Section 8.1010.3.1, then: Obligors shall have the right to increase EBITDA for any fiscal period by the amount of Net Proceeds actually received by Infrastructure from its equity holders (aby way of additional common equity contributions having terms acceptable to Agent (any such equity contribution so included in the calculation of EBITDA, a “Specified Contribution”)) until after the expiration end of the fifteenth (15th) Business Day subsequent such fiscal period and on or prior to the date that is 10 days after the relevant date on which financial statements with respect to such fiscal period are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (b), the Borrower shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary for cash 10.1.1 (the “Cure RightDate”), and in each case so long as, on or prior to the Cure Date, Borrower Agent shall provide written notice to Agent of the Specified Contribution, whereupon upon the actual receipt by the Borrower of such cash, in an amount no greater than Net Proceeds the amount required to cause the Borrower to be in compliance with the financial covenant set forth contained in Section 8.10 with respect to such fiscal quarter (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 10.3.1 shall be recalculated giving effect to the following pro forma adjustments: adjustments and subject to the following limitations: (ia) Consolidated EBITDA of Specified Contributions may not be made in consecutive quarters, (b) the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any Specified Contribution for the purposes of making the recalculation under this Section 10.3.2 of the covenant baskets or carve-outs contained in Section 10.3.1 will be no greater than, nor be less than, the amount required to cause the Obligors to be in compliance with such covenant by increasing EBITDA (and, for the avoidance of doubt, EBITDA may only be increased up to an amount that would cause Section 10.3.1 to be so satisfied), (c) each Specified Contribution will be disregarded for purposes of the calculation of EBITDA and the Fixed Charge Coverage Ratio for all other purposes, including calculating basket levels, the Payment Conditions and other items governed by reference to EBITDA or the Applicable Rate Fixed Charge Coverage Ratio, (d) there shall be no reduction in Debt or interest expense as a result of any repayment of Debt in connection with a Specified Contribution for purposes of determining compliance with the Commitment Fee Rate or reducing Fixed Charge Coverage Ratio in any outstanding Indebtedness fiscal period, (or increasing cash or Cash Equivalents); provided that such limitation on e) there shall be no more than five Specified Contributions made in the reduction of outstanding Indebtedness shall aggregate after the Closing Date, (f) the Net Proceeds received by Infrastructure from each Specified Contribution may not apply in subsequent fiscal quartersbe used to repay any other Debt (excluding the Obligations), by an amount equal and (g) any contribution to the Cure Amount; and (ii) ifextent utilized as a cure pursuant Section 10.3.2 of the Term Loan Agreement shall be deemed to not be a Specified Contribution. Upon receipt of a Specified Contribution, Borrower Agent shall deliver to Agent a new Compliance Certificate for the applicable test period setting forth the recalculated financial covenant as provided above and demonstrating compliance with such covenant after giving effect to the foregoing recalculationssuch recalculation; upon receipt by Agent of such Specified Contribution and delivery by Borrower Agent of such Compliance Certificate, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10, the Borrower Borrowers shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 10.3.1 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 and any related default or Event of Default that had occurred shall be deemed cured for all purposes of this Agreementand no longer in existence; and (b) upon receipt by the Administrative Agent of written noticeprovided that, prior to the expiration receipt by Agent of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”)such Specified Contribution and delivery by Borrower Agent of such Compliance Certificate, that the Borrower intends to exercise the Cure Right in respect an Event of a fiscal quarterDefault shall exist for all purposes under this Agreement, the Administrative Agent and the Lenders and Issuing Bank shall not be permitted required to accelerate make any Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise issue any other remedies on the basis Letters of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided thatCredit, for as applicable. For the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility Specified Contributions shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10include any Second Amendment Incremental Financing.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.02, in the event that the Borrower fails would fail to comply with the requirements of Section 5.1 on the financial covenant set forth last day of any Test Period, any cash equity contribution made to the U.S. Borrower (in Section 8.10, then: the form of (aor in respect of) until (x) common equity or (y) preferred equity (other than Disqualified Stock)) after the expiration beginning of the fifteenth last Fiscal Quarter of such Test Period and on or prior to the day that is ten (15th10) Business Day subsequent to Days after the date the relevant on which consolidated financial statements of the U.S. Borrower for such Fiscal Quarter (or for the Fiscal Year ending with such Fiscal Quarter) are required to be delivered under Section 6.1, will, at the request of the U.S. Borrower, be included in the calculation of LTM EBITDA for the purposes of determining compliance with respect to Section 5.1 as of the last day of such fiscal quarter pursuant to Section 7.01(aTest Period and the subsequent Test Periods that include such Fiscal Quarter (any such equity contribution so included in the calculation of LTM EBITDA, a “Specified Equity Contribution”); provided that (a) or no more than two Specified Equity Contributions may be made in any consecutive four Fiscal Quarter period, and no more than five Specified Equity Contributions may be made during the term of this Agreement, (b), the Borrower ) a Specified Equity Contribution shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary for cash (the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no not be greater than the amount required to cause the U.S. Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter (5.1 as of the “Cure Amount”) pursuant to the exercise by the Borrower last day of such Cure RightTest Period, (c) the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 Specified Equity Contributions shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarter, counted solely for the purpose purposes of measuring compliance with Section 5.1 and shall not be included for the financial covenant set forth in Section 8.10 and not for any other purpose under this Agreement (including, but not limited to, purposes of determining the availability or amount of any covenant baskets or carve-outs or for determining the Applicable Rate or Margin, the Revolving Commitment Fee Rate or reducing any outstanding the proportion of Excess Cash Flow required to prepay the Term Loans and (d) the Specified Equity Contribution shall not, as of the last day of the Test Period in respect of which it was made, reduce Indebtedness for purposes of calculating the covenants in Section 5.1 (or increasing cash or Cash Equivalents); provided it being understood that such limitation on the reduction of outstanding Indebtedness this clause (d) shall not apply in with respect to any subsequent fiscal quartersTest Period, even if such subsequent Test Period includes the applicable Fiscal Quarter), by an amount equal . Upon the Administrative Agent’s receipt of a written notice from the U.S. Borrower that the U.S. Borrower intends to exercise its rights under this Section 5.2 (a “Notice of Intent to Cure”) until the Cure Amount; and (ii) if, 10th Business Day after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements date on which consolidated financial statements of the financial covenant set forth in Section 8.10, U.S. Borrower for the Borrower shall be deemed Fiscal Quarter (or for the Fiscal Year ending with such Fiscal Quarter) to have satisfied the requirements which such Notice of the financial covenant set forth in Section 8.10 as of the relevant date of determination with the same effect as though there had been no failure Intent to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 that had occurred shall be deemed cured for all purposes of this Agreement; and (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements Cure relates are required to be delivered pursuant to Section 7.01(a6.1, neither the Administrative Agent (nor any sub-agent therefor) nor any Lender shall exercise any right to accelerate the Loans or terminate the Commitments, and none of the Administrative Agent (b) (the “Anticipated Cure Deadline”nor any sub-agent therefor), that any Lender, any L/C Issuer or any other Secured Party shall exercise any right to foreclose on or take possession of any Collateral or any other right or remedy under the Borrower intends to exercise Loan Documents solely on the Cure Right basis of an Event of Default under Section 5.1). Notwithstanding the foregoing, upon the occurrence and during the continuance of an Event of Default arising under Section 5.1, no Loan and no Issuance in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis Letter of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as made, in each case, until receipt by the U.S. Borrower is not in compliance with of the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with Specified Equity Contribution or waiver of the provisions applicable Event of this Section 9.03. Notwithstanding anything herein Default pursuant to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10terms hereof.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.02, in the event that the Borrower fails Borrowers fail to comply with the requirements of the financial covenant set forth in Section 8.108.10(a) at any time when PSP is required to comply with such financial covenant, then: pursuant to the terms thereof, then (aA) until the expiration of the fifteenth (15th) tenth Business Day subsequent to the date the relevant financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a7.01 (a) or (b) (the last day of such period being the “Anticipated Cure Deadline”), the Borrower PSP shall have the right to issue Qualified Capital Stock or obtain a contribution to its equity (which shall be in the form of common equity or otherwise in a Person other than a Subsidiary of form reasonably acceptable to the Borrower or an Unrestricted Subsidiary Administrative Agent) for cash (the “Cure Right”), and upon the receipt by the Borrower PSP of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter cash (the “Cure Amount”) ), pursuant to the exercise by the Borrower PSP of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 8.10(a) shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarterincreased, solely for the purpose of measuring the financial covenant set forth in Section 8.10 8.10(a) and not for any other purpose under this Agreement (including, including but not limited toto determining the availability or amount of any covenant baskets or carve-outs (including the determination of the Available Amount) or determining the Applicable Rate), by an amount equal to the Cure Amount; provided that (1) the receipt by PSP of the Cure Amount pursuant to the Cure Right shall be deemed to have no other effect whatsoever under this Agreement (including but not limited to determining the availability or amount of any covenant baskets or carve-outs or determining the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Rate) and (2) no Cure Amount shall reduce Indebtedness (or increasing including as unrestricted cash or Cash EquivalentsEquivalents of the Borrowers and the Restricted Subsidiaries) on a Pro Forma Basis for the applicable fiscal quarter for which such Cure Amount was contributed for purposes of calculating the financial covenant set forth in Section 8.10(a); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and; (ii) ifIf, after giving effect to the foregoing recalculations, the Borrower Borrowers shall then be in compliance with the requirements of the financial covenant set forth in Section 8.108.10(a), the Borrower Borrowers shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 8.10(a) as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 8.10(a) that had occurred shall be deemed cured for all the purposes of this Agreement; and (biii) (B) upon receipt by the Administrative Agent of written notice, on or prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends Borrowers intend to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until 8.10(a), unless such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for . For the avoidance of doubt, no the Borrower shall not be able to obtain any Credit Extension to hereunder until receipt by the Borrower under Administrative Agent of the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03Cure Amount. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal consecutive fiscal-quarter period, period there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility this Agreement and (iii) for purposes of this Section 9.038.10(b), the Cure Amount utilized shall be no greater than the minimum amount required for purposes of complying to remedy the applicable failure to comply with the financial covenant set forth in Section 8.108.10(a).

Right to Cure. (a) . (a) Notwithstanding anything to the contrary contained in Section 9.01 or 9.027.01, in the event that Holdings and the Borrower fails Restricted Subsidiaries fail to comply with the requirements of Section 6.10(a) and/or Section 6.10(b), as applicable, as of the financial covenant set forth in Section 8.10last day of any fiscal quarter of Holdings, then: (a) at any time after the beginning of such fiscal quarter until the expiration of the fifteenth (15th) 10th Business Day subsequent to the date the relevant financial statements are required to be delivered on which a Compliance Certificate with respect to such fiscal quarter pursuant (or the fiscal year ended on the last day of such fiscal quarter) is required to be delivered in accordance with Section 7.01(a) or (b5.01(d), the Borrower Holdings shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary Equity Interests (that do not constitute any portion of the Borrower or an Unrestricted Subsidiary Liquidity Cure Amount) for cash or otherwise receive cash contributions to the capital of Holdings as cash common equity or other Qualified Equity Interests (which Holdings shall contribute through its Restricted Subsidiaries to the Borrower as cash common equity) (collectively, the “Cure Right”), and upon the receipt by the Borrower of the Net Proceeds of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter issuance (the “EBITDA Cure Amount”) pursuant to the exercise by the Borrower Holdings of such Cure Right, Right the calculation of Total Net Leverage Ratio and/or minimum Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 shall be recalculated (solely for the purposes of Section 6.10(a) and/or Section 6.10(b), as applicable) giving effect to the following pro forma adjustmentsadjustment: (i) Consolidated EBITDA of the Borrower shall be increased for with respect to such applicable fiscal quarter and each subsequent any four fiscal quarter period containing that contains such fiscal quarter, solely for the purpose of measuring compliance with the financial covenant set forth in requirements of Section 8.10 6.10(a) and/or Section 6.10(b), as applicable, and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters)Agreement, by an amount equal to the EBITDA Cure Amount; andand NAI-1532775236v11532775236v9 134 Blue Bird Body Company Credit Agreement (ii) if, after giving effect to the foregoing recalculationspro forma adjustment (without giving effect to any repayment of any Indebtedness with any portion of the EBITDA Cure Amount or any portion of the EBITDA Cure Amount on the balance sheet of Holdings and its Restricted Subsidiaries, the Borrower in each case, with respect to such fiscal quarter only), Holdings and its Restricted Subsidiaries shall then be in compliance with the requirements of the financial covenant set forth in Section 8.106.10(a) and/or Section 6.10(b), the Borrower as applicable, Holdings and its Restricted Subsidiaries shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 6.10(a) and/or Section 6.10(b), as applicable, as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 6.10(a) and/or Section 6.10(b), as applicable, that had occurred shall be deemed cured for all the purposes of this Agreement; and. (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) consecutive fiscal quarter period, period of the Borrower there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of this Agreement, the Revolving Facility Cure Right shall not be exercised more than five times and (iii) for purposes of this Section 9.037.02, the EBITDA Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth requirements of Section 6.10(a) and/or Section 6.10(b), as applicable, and any amounts in excess thereof shall not be deemed to be an EBITDA Cure Amount. Notwithstanding any other provision in this Agreement to the contrary, the EBITDA Cure Amount received pursuant to any exercise of the Cure Right shall be disregarded for purposes of determining any financial-ratio based conditions other than compliance with the requirements of Section 6.10(a) and/or Section 6.10(b), as applicable, and there shall be no pro forma reduction in indebtedness with the proceeds of any EBITDA Cure Amount nor any increase in the available unrestricted cash on the balance sheet of Holdings and its Restricted Subsidiaries for purposes of determining compliance with the covenants contained in Section 8.106.10(a) or Section 6.10(b), the Total Net Leverage Ratio, Liquidity or for any other purpose. For the avoidance of doubt, no Lender shall be required to make any extension of credit and no Issuing Bank shall be required to Issue any Letters of Credit during the ten Business Day period referred to in clause (a) above unless the Borrower has received the proceeds of such EBITDA Cure Amount. (c) Notwithstanding anything to the contrary contained in Section 7.01, in the event that Holdings and the Restricted Subsidiaries fail to comply with the requirements of Section 6.10(c), as of the last Friday of any fiscal month (or, if such day is not a Business Day, the immediately preceding Business Day) (the “Liquidity Date”), at any time prior to the expiration of the third (3rd) Business Day subsequent to the date on which a Compliance Certificate with respect to such fiscal month is required to be delivered in accordance with Section 5.01(d), Holdings shall have the right to issue Qualified Equity Interests (that do not constitute any portion of the EBITDA Cure Amount) for cash or otherwise receive cash contributions to the capital of Holdings as cash common equity or other Qualified Equity Interests (which Holdings shall contribute through its Restricted Subsidiaries to the Borrower as cash common equity) (collectively, the “Liquidity Cure Right”), and upon the receipt by the Borrower of the Net Proceeds of such issuance (the “Liquidity Cure Amount”) pursuant to the exercise by Holdings of such Liquidity Cure Right, the Liquidity shall be recalculated to include such Net Proceeds solely for the purposes of determining compliance with Section 6.10(c) as of the applicable Liquidity Date for such prior fiscal month. If, after giving effect to the foregoing recalculation Holdings and its Restricted Subsidiaries shall then be in compliance with the requirements of Section 6.10(c), then Holdings and its Restricted Subsidiaries shall be deemed to have satisfied the requirements of such Section 6.10(c) as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of such Section 6.10(c) that had occurred shall be deemed cured for the purposes of this Agreement. NAI-1532775236v11532775236v9 135 Blue Bird Body Company Credit Agreement (d) Notwithstanding anything herein to the contrary, (i) in each three consecutive month period of the Borrower there shall be at least two non-consecutive months in which the Liquidity Cure Right is not exercised, (ii) during the term of this Agreement, the Liquidity Cure Right shall not be exercised more than two times and (iii) for purposes of this Section 7.02, the Liquidity Cure Amount shall be no greater than the amount required for purposes of complying with Section 6.10(c) and any amounts in excess thereof shall not be deemed to be a Liquidity Cure Amount. Notwithstanding any other provision in this Agreement to the contrary, there shall be no increase in the available unrestricted cash on the balance sheet of Holdings and its Restricted Subsidiaries for purposes of determining compliance with the covenant in Section 6.10(a) or for any other purpose other than compliance with Section 6.10(c). For the avoidance of doubt, no Lender shall be required to make any extension of credit and no Issuing Bank shall be required to Issue any Letters of Credit during the three (3) Business Day period referred to in clause (c) above unless the Borrower has received the proceeds of such Liquidity Cure Amount.

Right to Cure. Notwithstanding anything to the contrary contained in this Section 9.01 or 9.029, in the event that the Borrower fails Consolidated Parties fail to comply with the requirements of the financial covenant set forth in Section 8.107.10 the Parent shall have the right (the “CURE RIGHT”), then: upon delivery by the Parent or the Borrower to the Administrative Agent of a notice (a“CURE NOTICE”) until that Parent intends to execute the expiration Cure Right (which notice may be given during the period beginning on the last day of the fifteenth (15th) Business Day subsequent to applicable fiscal quarter and ending on the date delivery of the relevant financial statements are Parent’s compliance certificate calculating such covenant is required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a7.1(c)) or to (b), the Borrower shall have the right to i) issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary subordinated debt for cash or otherwise receive cash contributions to the equity of Parent and (ii) contribute the Net Cash Proceeds therefrom (the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter (the “Cure AmountCURE AMOUNT”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the common equity and thereupon such financial covenant set forth in Section 8.10 shall be recalculated giving pro forma effect to the following pro forma adjustments: following: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarter, solely for the purpose of measuring determining compliance or pro forma compliance with Section 7.10 as of the financial covenant set forth in Section 8.10 end of the applicable fiscal quarter and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided applicable subsequent periods that include such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), quarter by an amount equal to the Cure Amount; and and (ii) if, after giving effect to the foregoing recalculationsrecalculations (but not, for the Borrower shall then be avoidance doubt, taking into account any repayment of Indebtedness in compliance with connection therewith), the requirements of the such financial covenant set forth in Section 8.10shall be satisfied, then the Borrower requirements of such financial covenant shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the such financial covenant set forth in Section 8.10 covenants that had occurred shall be deemed cured for all the purposes of this Credit Agreement; and (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (ix) in each four (4) fiscal quarter period, period there shall be a period of at least two (2) one fiscal quarters quarter in respect of which the Cure Right is not exercised, (iiy) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with such financial covenants and (z) during the financial covenant set forth in period beginning upon delivery of a Cure Notice until the 15th Business Day thereafter, none of Administrative Agent or any Lender shall exercise the right to accelerate the Loans or terminate the Revolving Commitments and none of Administrative Agent or any other Lender shall exercise any right to foreclose on or take possession of the Collateral solely on the basis of an Event of Default having occurred and being continuing under Section 8.107.10.

Right to Cure. Notwithstanding anything to the contrary contained in this Article VIII, for purposesSection 8.01, but subject to Section 9.01 8.04(b) and (c), solely for the purpose of determining whether an Event of Default has occurred under the financial covenantTotal Net Leverage Ratio set forth in Section 6.09(a), any cash equity contribution (including any Over-cure Amount) to Holdings or 9.02any Subsidiary funded with the proceeds of common equity not constituting Disqualified Capital Stock issued by Parent or any direct or indirect parent company of Holdings after the last day of any fiscal quarter (the “Financial Covenant”) and/or the Springing Covenant, in each case, as of the event end of any Fiscal Quarter in which the Financial Covenant and/or Springing Covenant, as applicable, is tested (such Fiscal Quarter, a “Cure Quarter”), the direct or indirect equity holders of Holdings shall have the right to make an equity investment in cash, directly or indirectly (which equity to the Borrower shall not be Disqualified Capital Stock) in the Borrower (or any Parent Company, which Parent Company shall subsequently contribute, directly or indirectly, to the Borrower (which equity contribution to the Borrower shall not be made in the form of Disqualified Capital Stock) after the beginning of such applicable Fiscal Quarter and on or prior to the date that is 10fifteenth (15th) Business DaysDay after the earlier of (a) the daydate on which the financial statements for such quarter are required to be delivered or (b) the day on which the financial statements for such quarter are delivered will, at the request ofpursuant to Section 5.01(a) or (b), as applicable, with respect to such applicable Fiscal Quarter (the “Cure Expiration Date”), and such cash will, if so designated by the Borrower, be included in the calculation of Consolidated EBITDA solely for the purposes of determining compliance with such financial covenantthe Financial Covenant and/or Springing Covenant, as applicable, at the end of such fiscal quarter and anyFiscal Quarter and the subsequent period that includes such fiscal quarterthree Fiscal Quarters (any such equity contribution, a “Specified Equity Contribution”); provided, that (i) the Borrower shall not be permitted to so request that a Specified Equity Contribution be so included in the calculation of Consolidated EBITDA with respect to any fiscal quarter, unless after giving effect to such requested Specified Equity Contribution, there will not be more than two Specified Equity Contributions in the Relevant Four Fiscal Quarter Period; (ii) no more than four Specified Equity Contributions will be made in the aggregate during the term of this Agreement; (iii), an “Equity Cure Contribution,” and the amount of any Specifiedsuch Equity Cure Contribution shall be no less than $1,000,000 (the “Minimum Cure Condition”), and unless a greater amount is necessary to satisfy the Minimum Cure Condition, the amount of any Specified Equity Contribution shall be no greater than the amount required to cause Holdings to be in compliance with such financial covenant (any excess amount contributed solely to satisfy the Minimum Cure Amount Condition, an “Over-cure Amount”); (iv) no more than $16,000,000 of Specified Equity Contributions may be made in the aggregate during the term of this Agreement; (v) 100% of the proceeds of any Specified Equity Contribution shall be used by the Borrower to prepay the Loans in accordance with Section 2.09(b)(iii); provided that the Borrower fails to comply portion of any such Indebtedness so prepaid shall, for purposes of compliance with the requirements of the financial covenant set forth in Section 8.106.09(a), then: (a) until be deemed to remain outstanding for the expiration of the fifteenth (15th) Business Day Relevant Four Fiscal Quarter Period and any subsequent to the date the relevant financial statements are required to be delivered measurement period that includes such fiscal quarter with respect to such fiscal quarter pursuant to Section 7.01(awhich the Specified Equity Contribution was made and (vi) or all Specified Equity Contributions and the use of proceeds therefrom will be disregarded for all other purposes under the Loan Documents (b)including calculating Consolidated EBITDA, the Borrower shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary for purposes of the Borrower or an Unrestricted Subsidiary for cash (determining basket levels, and any, the “Cure RightAmount”). All Equity Cure Contributions shall be disregarded for all purposes of this Agreement other than inclusion in the calculation of Consolidated EBITDA for the purpose of determining compliance with the Financial Covenant and/or Springing Covenant, and upon as applicable, at the receipt by the Borrower end of such cashFiscal Quarter and the subsequent three Fiscal Quarters, including disregarding for purposes of the determination of the Cumulative Amount and all components thereof, any baskets with respect to the covenants contained in an amount Article VI, the Applicable Loan Margin, Excess Cash Flow Percentage and other items governed by reference to Consolidated EBITDA). For the avoidance of doubt, the application of proceeds of any Specified Equity Contribution to prepay the Term Loans shall be taken into account for purposes of determining the Total Net Leverage Ratio for any period commencing after the end of the applicable period for which the Specified Equity Contribution is applied. For purposes of this Section, the term “Relevant Four Fiscal Quarter Period” shall mean, with respect to any requested Specified Equity Contribution, the four fiscal quarter period ending with (and including) the fiscal quarter in which Consolidated EBITDA will be increased as a result of such Specified Equity Contribution., the Financial Covenant or the Springing Covenant. There shall be no pro forma reduction in Consolidated Indebtedness (through prepayment of indebtedness) in connection with any Equity Cure Contribution (or the application of the proceeds thereof) for determining compliance with the Financial Covenant and/or Springing Covenant, as applicable, for the period ending on the last day of the applicable Cure Quarter; provided that to the extent any Equity Cure Contribution is used to prepay the Term Loans or the Revolving Credit Loans, there shall be a pro forma reduction in Consolidated Indebtedness for determining compliance with the Financial Covenant and Springing Covenant in future Fiscal Quarters, where such Cure Quarter is included in the applicable Test Period (but, for the avoidance of doubt, there shall be no de-leveraging credit for the period ending on the last day of the Cure Quarter in respect of which the equity cure is exercised; provided, further, that there shall be no de-leveraging credit for the prepayment of Revolving Credit Loans to the extent such Revolving Credit Loans are borrowed in future periods). No Equity Cure Contribution shall be greater than the amount required to cause the Borrower to be in compliance with the financial Financial Covenant and/or Springing Covenant, as applicable (it being understood, for the avoidance of doubt, that (x) a single Equity Cure Contribution shall apply to both the Financial Covenant and the Springing Covenant regardless of whether an Event of Default would otherwise exist under such covenant set forth in Section 8.10 with respect to such fiscal quarter and (the “Cure Amount”y) pursuant that to the exercise by extent that any Equity Cure Contribution required to cause the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and (ii) if, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements Springing Covenant (if then applicable) is greater than the Equity Cure Contribution required to cause the Borrower to be in Compliance with the Financial Covenant, such greater amount shall be permitted). Notwithstanding anything to the contrary contained in Section 8.01, (A) upon receipt of the financial covenant set forth Cure Amount by the Borrower in Section 8.10an amount necessary to cause the Borrower to be in compliance with the Financial Covenant and/or the Springing Covenant, as applicable, at the end of such Fiscal Quarter, the Borrower Financial Covenant under Section 6.09(a) and/or the Springing Covenant under Section 6.09(c), as applicable, shall in each case be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 and complied with as of the end of the relevant date of determination Fiscal Quarter with the same effect as though there had been no failure to comply therewith at such datewith the Financial Covenant under Section 6.09(a) and/or the Springing Covenant under Section 6.09(c), as applicable, and any Default or Event of Default related to any failure to comply with the applicable breach or default Financial Covenant and/or the Springing Covenant, as applicable, shall in each case be deemed not to have occurred for purposes of the financial covenant set forth in Section 8.10 that had occurred shall be deemed cured for all purposes of this Agreement; and Loan Documents, (bB) upon receipt by the Administrative each applicable Agent of written noticea notice from the Borrower, prior to the expiration within fifteen (15) Business Days after delivery of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are Compliance Certificate required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”5.01(d), that the Borrower intends intending to exercise cure such Event of Default (“Notice of Intent to Cure”) through the Cure Right in respect Expiration Date: (i) no Default or Event of a fiscal quarter, the Administrative Agent and the Lenders Default shall not be permitted deemed to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies have occurred on the basis of a any failure to comply with the requirements of the financial covenant set forth in Section 8.10 until Financial Covenant or Springing Covenant unless such failure is not cured pursuant to the exercise Notice of the Intent to Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercisedExpiration Date, (ii) there can the Revolving Lenders shall not be no more than five obligated to fund any Revolving Credit Loans, the Delayed Draw Term Loan Lenders shall not be obligated to make Delayed Draw Term Loans (5) fiscal quarters in respect of which except if an LCT Election was made prior to the Cure Right is exercised during the term last day of the Revolving Facility relevant Cure Quarter with respect to any transaction to be funded with a borrowing of Delayed Draw Term Loans) and the Issuing Banks shall not be obligated to issue new Letters of Credit unless and until the Equity Cure Contribution is made or all existing Events of Default under the Financial Covenant and/or Springing Covenant, as applicable, are waived or cured, (iii) for purposes no Agent or any Lender shall exercise any of this Section 9.03the remedial rights otherwise available to it upon an Event of Default, including the right to accelerate the Loans or to foreclose on the Collateral solely on the basis of an Event of Default having occurred as a result of a violation of Sections 6.09(a) or (c) prior to the Cure Amount utilized Expiration Date, and (iv) if the Equity Cure Contribution is not made on or before the Cure Expiration Date, such Event of Default or potential Event of Default shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10spring into existence after such time.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.02, in In the event that the Borrower fails to comply with the requirements of Section 9.01(a) and/or Section 9.01(b) during any fiscal quarter, then during the financial covenant set forth in Section 8.10, then: (a) period beginning on the first day after the subject fiscal quarter until the expiration of the fifteenth (15th) tenth Business Day subsequent to the date the relevant financial statements are compliance certificate for calculating the Net Leverage Ratio or Current Ratio, as applicable, is required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a8.01(c) or (bthe “Cure Period”), the Borrower shall have be permitted to cure such failure to comply by requesting that the right Net Leverage Ratio and/or Current Ratio, as applicable, be recalculated by increasing the Borrower’s EBITDAX and/or Consolidated Current Assets, as the case may be, by an amount equal to issue Qualified Capital Stock the proceeds of equity issued Borrower to a Person other than a Subsidiary one or more of the holders of the Equity Interests in Borrower or an Unrestricted Subsidiary for by contributions to the equity of Borrower by one or more of the holders of the Equity Interests in Borrower, during the Cure Period (such net cash (proceeds amount so contributed to the Borrower, the “Cure RightAmount”); provided that (i) the proceeds of the equity cure shall be used to repay the Loans, and upon the receipt by (ii) the Borrower shall deliver written notice to the Administrative Agent concurrently with delivery of a timely delivered certificate required by Section 8.01(c) that it has elected to cure the failure to comply and clearly setting forth such equity contribution in the computation required by clause (ii) of such cashSection 8.01(c); (iii) the amount of the Cure Amount added to EBITDAX and/or Consolidated Current Assets, in an amount no as the case may be, shall not be greater than the amount required to cause the Borrower to be in compliance with the Net Leverage Ratio and/or the Current Ratio, as applicable (but the amount of such Cure Amount deemed to apply to the applicable financial covenant set forth shall not exceed the minimum amount necessary to cure such financial covenant breach and that, in Section 8.10 demonstrating compliance with each financial covenant, only the minimum amount necessary to cure such financial covenant shall be included in the calculation for such financial covenant); (iv) the Borrower may not cure any default of the Net Leverage Ratio or Current Ratio by an equity cure more than (A) two (2) times in the aggregate for all such cures during any period of four consecutive fiscal quarters, with the simultaneous cure of both the Net Leverage Ratio and the Current Ratio in a single quarter counting as a single cure for purposes of this clause (A) or (B) four (4) times in the aggregate for all such cures prior to the Maturity Date with the simultaneous cure of both the Net Leverage Ratio and the Current Ratio in a single quarter counting as one cure for purposes of this clause (B) (provided that, if the Borrower exercises its cure right prior to the date financial statements are required to be delivered for a relevant fiscal quarter solely with respect to an anticipated Net Leverage Ratio default or Current Ratio default and the cure amount associated therewith is insufficient to cure a Net Leverage Ratio default or Current Ratio default with respect to such quarter, any subsequent exercise of a cure right prior to the cure deadline to ‘top-up’ such cure amount shall not count as an additional exercise of the cure right) and (v) with respect to any cure of the Net Leverage Ratio prior to the fiscal quarter (ending September 30, 2025, the “Cure Amount”) pursuant Amount shall be added to EBITDAX after the exercise by the Borrower actual EBITDAX exclusive of such Cure Right, the calculation of Amount is multiplied in connection with such annualization. The Borrower may apply a Cure Amount to either increase EBITDAX or increase Consolidated EBITDA of the Borrower as used Current Assets in the financial covenant set forth in Section 8.10 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such same fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that to both increase EBITDAX and increase Consolidated Current Assets, separate Cure Amounts must be applied to each increase. With respect to a Cure Amount applied to EBITDAX, the resulting increase in the Borrower’s EBITDAX, shall be taken into account in calculating the Net Leverage Ratio for any Rolling Period that includes any fiscal quarter with respect to which such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and (ii) if, cure right was exercised. If after giving effect to the foregoing recalculations, the Borrower shall would then be in compliance with Section 9.01(a) or Section 9.01(b), as the requirements of the financial covenant set forth in Section 8.10case may be, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 9.01(a) or Section 9.01(b), as applicable, as of the relevant earlier required date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach breach, Default or default Event of the financial Default of any such covenant set forth in Section 8.10 that had occurred shall be deemed cured for all purposes the purpose of this Agreement; and (b) upon receipt by Agreement and the other Loan Documents. After receiving the notice provided above, neither the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to nor any Lender shall exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted right to accelerate the Loans or terminate the Commitments held by them and none of Administrative Agent, any Lender or any Secured Party shall exercise any right to exercise remedies against foreclose on or take possession of the Collateral or exercise any other remedies remedy pursuant to Section 10.02, the other Loan Documents or applicable law prior to the end of the applicable Cure Period solely on the basis of an Event of Default having occurred and continuing under Section 9.01 (except to the extent that the Borrower has confirmed in writing that it is not going to receive a failure Cure Amount). The parties hereby acknowledge and agree that (x) this Section 9.01(c) may not be relied on or used for purposes of determining permitted amounts with respect to comply covenants in this Agreement other than Section 9.01(a) and Section 9.01(b) and (y) that such deemed increase to EBITDAX or Consolidated Current Assets, in any fiscal quarter shall be applied solely for the purpose of determining the existence of a Default or Event of Default under Section 9.01(a) and Section 9.01(b) with respect to any Rolling Period that includes such fiscal quarter and not for any other purpose under any Loan Document (including any determination of pro forma compliance with the requirements Net Leverage Ratio for the purposes of incurring any Specified Additional Debt or making any Restricted Payment or any other purpose (even if the financial covenant set forth in Section 8.10 until such failure is not cured pursuant proceeds of any Cure Amount are actually used to the exercise of the Cure Right on reduce Debt or prior to the Anticipated Cure Deadline; provided that, for Consolidated Current Liabilities)). For the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility Lender or Issuing Bank shall be required to be made for so long as make any extension of credit hereunder during the Cure Period, unless the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which have received the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10Amount.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.029.01, in the event that the Borrower fails (or, but for the operation of this Section 9.04, would fail) to comply with the requirements of the financial covenant set forth in Section 8.10, then: (a) Article VIII and until the expiration of the fifteenth tenth (15th10th) Business Day subsequent after the date on which financial statements are required to be delivered pursuant to Section 6.01(a) or (b), as applicable, with respect to the applicable fiscal quarter (or the fiscal year ended on the last day of such fiscal quarter) hereunder (such date, the “Cure Expiration Date”), the Borrower may engage in a Permitted Equity Issuance and apply the amount of the net cash proceeds thereof to increase Consolidated EBITDA with respect to such applicable quarter; provided that such net cash proceeds (i) are actually received by the Borrower no later than ten (10) Business Days after the date the relevant on which financial statements are required to be delivered with respect to such fiscal quarter pursuant hereunder, (ii) are Not Otherwise Applied and disregarded for purposes of calculating the Available Amount, (iii) do not exceed the aggregate amount necessary to Section 7.01(a) or (b), the Borrower shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary comply with Article VIII for cash (the “Cure Right”)any applicable period, and upon (iv) shall not result in any pro forma reduction in Indebtedness for the receipt by the Borrower purposes of such cash, in an amount no greater than the amount required to cause the Borrower to be in determining compliance with the financial covenant set forth in Section 8.10 with respect to such Article VIII for the fiscal quarter (the “Cure Amount”) pursuant to the exercise by the Borrower of in which such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and (ii) ifPermitted Equity Issuance is made. If, after giving effect to the foregoing recalculationsincrease to Consolidated EBITDA, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10Article VIII, the Borrower shall be deemed to have satisfied the such requirements of the financial covenant set forth in Section 8.10 as of the relevant date of determination with the same effect as though there had been (or would have been) no failure to comply therewith at such date, and the applicable breach failure to comply that occurred (or default of the financial covenant set forth in Section 8.10 that had occurred would have occurred) shall be deemed cured for all purposes of this Agreement; and (b. The parties hereby acknowledge that this Section 9.04(a) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall may not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies relied on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03calculating any financial ratios other than as applicable to Article VIII and shall not result in any adjustment to any amounts (including, the Cure Amount utilized shall be no greater without limitation, Consolidated Senior Secured First-Lien Indebtedness) other than the amount required for purposes of complying with the financial covenant set forth Consolidated EBITDA referred to in Section 8.10the immediately preceding sentence.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 9.01 or 9.0211.3(a), in the event that the Borrower fails to comply with the requirements requirement of the financial covenant set forth in Section 8.1010.9, then: (a) until the expiration of the fifteenth (15th) Business Day subsequent after the date on which Section 9.1 Financials with respect to the date Test Period in which the relevant financial statements covenant set forth in such Section is being measured are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or 9.1 (bthe “Cure Period”), the Borrower Holdings or any other Person shall have the right to issue Qualified Capital Stock make a direct or indirect equity investment (in the form of cash common equity or otherwise in a form reasonably acceptable to a Person other than a Subsidiary of the Administrative Agent) in the Borrower or an Unrestricted Subsidiary for cash (the “Cure Right”), and upon the receipt by the Borrower of the net cash proceeds pursuant to the exercise of the Cure Right (including through the capital contribution of any such cashnet cash proceeds to the Borrower, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right), the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in such Section 8.10 shall be recalculated recalculated, giving effect to the following pro AMERICAS 111453311 forma adjustments: increase to Consolidated EBITDA for such Test Period in an amount equal to such Cure Amount; provided that (i) such pro forma adjustment to Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarter, given solely for the purpose of measuring calculating the financial covenant set forth in such Section 8.10 with respect to any Test Period that includes the fiscal quarter for which such Cure Right was exercised and not for any other purpose under this Agreement (includingany Credit Document, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and (ii) ifunless actually applied to Indebtedness, there shall be no pro forma reduction in Indebtedness with the proceeds of any Cure Right for determining compliance with Section 10.9 for the fiscal quarter in respect of which such Cure Right is exercised (either directly through prepayment or indirectly as a result of the netting of Unrestricted Cash for purposes of the definitions of Consolidated Total Debt) and (iii) subject to clause (ii), no other adjustment under any other financial definition shall be made as a result of the exercise of any Cure Right. (b) If, after giving effect the exercise of the Cure Right and the recalculations pursuant to the foregoing recalculationsclause (a) above, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.1010.9 during such Test Period (including for the purposes of Section 7), the Borrower shall be deemed to have satisfied the requirements of the financial such covenant set forth in Section 8.10 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach Default or default Event of the financial covenant set forth in Default under Section 8.10 11.3 that had occurred shall be deemed cured for all purposes of this Agreement; and (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), provided that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the one Cure Right is may be exercised during the term of the Revolving Facility this Agreement and (iiiii) for purposes with respect to any exercise of this Section 9.03the Cure Right, the Cure Amount utilized shall be no greater than the amount required for purposes of complying to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.1010.9. (c) Neither the Administrative Agent nor any Lender shall exercise the right to accelerate the Revolving Credit Loans or terminate the Revolving Credit Commitments and none of the Administrative Agent, any Lender or any other Secured Bank Party shall exercise any right to foreclose on or take possession of the Collateral or exercise any other remedy prior to the expiration of the Cure Period solely on the basis of an Event of Default having occurred and being continuing with respect to a failure to comply with the requirement of the covenant set forth in Section 10.9 (it being understood that no Revolving Credit Lender shall be required to fund Revolving Credit Loans during any such Cure Period). (d) Notwithstanding anything to the contrary herein, if the Borrower fails to comply with the covenants set forth in Section 10.9 of this Agreement and Section 10.9 of the Senior Secured Credit Agreement for any Compliance Quarter, any exercise of a Cure Right (as defined in the Senior Secured Credit Agreement) pursuant to Section 11.13 thereof shall automatically be deemed to be an exercise of a Cure Right hereunder (which exercise shall be subject to this Section 11.13 in all respects).

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 8.01 or 9.028.02, in the event that the Borrower fails to comply with the requirements of the financial covenant covenants set forth in Section 8.107.11, then: then (aA) until the expiration of the fifteenth (15th) 10th Business Day subsequent to the date the relevant financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(aSections 6.01(a) or and (b), the Borrower shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary common equity for cash (the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter cash (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant covenants set forth in Section 8.10 7.11 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarterincreased, solely for the purpose of measuring the financial covenant covenants set forth in Section 8.10 7.11 and not for any other purpose under this Agreement (including, including but not limited toto determining the availability or amount of any covenant baskets or carve-outs (including the determination of Cumulative Credit) or determining the Applicable Commitment Fee or the Applicable Commitment Rate), by an amount equal to the Cure Amount; provided that (1) the receipt by the Borrower of the Cure Amount pursuant to the Cure Right shall be deemed to have no other effect whatsoever under this Agreement (including but not limited to determining the availability or amount of any covenant baskets or carve-outs or determining the Applicable Rate Commitment Fee or the Applicable Commitment Fee Rate Rate) and (2) no Cure Amount shall reduce Indebtedness on a Pro Forma Basis for the applicable period for purposes of calculating the covenants set forth in Section 7.11 or reducing calculating the Total Senior Secured Leverage Ratio, nor shall any outstanding Indebtedness (or increasing Cure Amount held by any Borrower Party qualify as “unrestricted cash or Cash Equivalents); provided that such limitation Equivalents of the Borrower Parties on hand” for the reduction purposes of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to calculating any net obligations or liabilities under the Cure Amountterms of this Agreement; and (ii) ifIf, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of the financial covenant covenants set forth in Section 8.107.11, the Borrower shall be deemed to have satisfied the requirements of the financial covenant covenants set forth in Section 8.10 7.11 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant covenants set forth in Section 8.10 Sections 7.11 that had occurred shall be deemed cured for all the purposes of this Agreement; and (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 9.01 or 9.0210.01, in the event that of any Default or Event of Default under the Borrower fails to comply with the requirements of the financial covenant set forth in Section 8.108.13, then: (a) until the expiration of the fifteenth tenth (15th10th) Business Day subsequent to day after the date on which the relevant financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (bSection 7.01(b), the as applicable, with respect to any Fiscal Quarter hereunder, Borrower shall have the right to may issue equity (provided such equity issuance constitutes common equity or Qualified Capital Stock and does not result in a Change of Control) for cash or otherwise receive cash contributions from its equityholders (a “Specified Equity Contribution”) in order to a Person other than a Subsidiary remedy any Event of Default that has occurred with respect to Section 8.13 for such Fiscal Quarter. Upon such Specified Equity Contribution in accordance with the immediately preceding sentence, the amount of the net proceeds actually received by Borrower or an Unrestricted Subsidiary shall, solely for cash the purposes (and subject to the “Cure Right”)limitations) hereinafter described in this Section 10.04, and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 increase Consolidated EBITDA with respect to such fiscal quarter applicable Fiscal Quarter (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each any subsequent period containing of four consecutive Fiscal Quarters that includes such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 Fiscal Quarter) and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and (ii) if, after giving effect to the foregoing recalculationssuch increase in Consolidated EBITDA, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.108.13, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 therein as of the relevant date of determination four Fiscal Quarter period with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 that had occurred shall be deemed cured for all purposes of this Agreement; and provided that such Net Cash Proceeds (bi) upon receipt are actually received by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to Borrower no later than 10 days after the date the relevant on which financial statements are required to be delivered pursuant with respect to such Fiscal Quarter hereunder, (ii) do not exceed the aggregate amount necessary to cure (by addition to Consolidated EBITDA) such Event of Default under Section 8.13 for such period and (iii) shall be applied to prepay the Term Loans in accordance with Section 4.02(e). The parties hereby acknowledge that this Section 10.04(a) may not be relied on for purposes of calculating any financial ratios other than as applicable to Section 7.01(a8.13 and shall not be included for purposes of determining pricing, fees or any financial ratio-based conditions (including, without limitation, compliance with any covenant or condition other than Section 8.13 itself which requires a determination of whether the financial covenant in Section 8.13 is satisfied, whether or not same would otherwise be applicable) or any baskets with respect to the covenants or conditions contained in this Agreement. (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect In each period of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter periodconsecutive Fiscal Quarters, there shall be at least two Fiscal Quarters in which no cure set forth in Section 10.04(a) is made. In addition, any reduction in Indebtedness (2or increase in cash for netting purposes) fiscal quarters with the proceeds of any Specified Equity Contribution made pursuant to this Section 10.04 shall be ignored for purposes of determining compliance with the covenant set forth in respect Section 8.13 solely for the Fiscal Quarter in which such Specified Equity Contribution is made, except for determinations, including increases in cash for netting purposes, made pursuant to Section 8.13 for Fiscal Quarters after the respective Fiscal Quarter for which such Event of which the Cure Right Default is not exercised, remediated by such Specified Equity Contribution. (iic) there can There shall be no more than five cures under Section 10.04(a) from the Closing Date through the Latest Maturity Date. (5d) fiscal quarters in respect The aggregate amount of proceeds arising from the issuance of Specified Equity Contribution during any four consecutive Fiscal Quarter period shall not exceed 7.5% of the Consolidated EBITDA (prior to giving effect to the making of applicable Specified Equity Contribution) of Holdings and its Restricted Subsidiaries for the four Fiscal Quarter period most recently ended for which financial statements have been delivered pursuant to the Administrative Agent. (e) If notice has been delivered to the Administrative Agent of a Specified Equity Contribution (such notice to be delivered on or prior to the date on which the Cure Right is exercised during applicable financial statements are required to be delivered and containing reasonable detail on the term terms and conditions of the Revolving Facility and (iii) Specified Equity Contribution), then from the last day of the Fiscal Quarter related to such cure notice until the required date for purposes receipt of this the Specified Equity Contribution, no Default or Event of Default shall have occurred under the Loan Documents with respect to any default under Section 9.03, 8.13 for which such cure notice was delivered unless the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant 10-day period set forth in Section 8.10clause (a) above has expired without the Specified Equity Contribution having been received.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.027.01, in the event that the Borrower fails Parties fail (or, but for the operation of this Section 7.03, would fail) to comply with the requirements of the financial covenant set forth in Section 8.10Financial Performance Covenant, then: (a) until the expiration of the fifteenth (15th) Business Day tenth day subsequent to the date the relevant financial statements Required Financial Statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a5.04 (a) or (b), the Borrower Parent shall have the right to issue Qualified Capital Stock Permitted Cure Securities for cash or otherwise receive cash contributions to a Person other than a Subsidiary the capital of Parent, and, in each case, to contribute any such cash to the capital of the Borrower or an Unrestricted Subsidiary for cash (collectively, the “Cure Right”)) and, and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter cash (the “Cure Amount”) pursuant to the exercise by the Borrower Parent of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 Financial Performance Covenant shall be recalculated giving effect to the following a pro forma adjustments: (i) adjustment by which Consolidated EBITDA of the Borrower shall be increased for with respect to such applicable fiscal quarter and each subsequent any four-quarter period containing that contains such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 Financial Performance Covenant and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters)Agreement, by an amount equal to the Cure Amount; . The resulting increase to Consolidated EBITDA from the application of a Cure Amount shall not result in any adjustment to Consolidated EBITDA or any other financial definition for any purpose under this Agreement other than for purposes of calculating the Financial Performance Covenant. In each four fiscal quarter period there shall be at least two fiscal quarters in which the Cure Right is not exercised and the Cure Right may not be exercised more than five times during the term of this Agreement and (ii) if, for purposes of this Section 7.03, the Cure Amount shall be no greater than the amount required for purposes of complying with the Financial Performance Covenant. If, after giving effect to the foregoing recalculationsadjustments in this Section 7.03, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10Financial Performance Covenant, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 Financial Performance Covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 Financial Performance Covenant and any related default that had occurred shall be deemed cured for all the purposes of this Agreement; and (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 8.01 or 9.028.02, in the event that the Borrower fails to comply with the requirements of the financial covenant set forth in Section 8.107.11, then: then (aA) until the expiration of the fifteenth (15th) 10th Business Day subsequent to the date the relevant financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(aSections 6.01(a) or and (b), the Borrower shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary common equity for cash (the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter cash (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 7.11 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarterincreased, solely for the purpose of measuring the financial covenant covenants set forth in Section 8.10 7.11 and not for any other purpose under this Agreement (including, including but not limited to, to determining the availability or amount of any covenant baskets or carve-outs or determining the Applicable Rate Commitment Fee or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quartersApplicable Rate), by an amount equal to the Cure Amount; provided that (1) the receipt by the Borrower of the Cure Amount pursuant to the Cure Right shall be deemed to have no other effect whatsoever under this Agreement (including but not limited to determining the availability or amount of any covenant baskets or carve-outs or determining the Applicable Commitment Fee or the Applicable Rate) and (2) no Cure Amount shall reduce Indebtedness on a Pro Forma Basis for the applicable period for purposes of calculating the covenant set forth in Section 7.11 or calculating the Fixed Charge Coverage Ratio, nor shall any Cure Amount held by any Borrower Party qualify as “unrestricted cash or Cash Equivalents of the Borrower Parties on hand” for the purposes of calculating any net obligations or liabilities under the terms of this Agreement; and (ii) ifIf, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.107.11, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 7.11 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 7.11 that had occurred shall be deemed cured for all the purposes of this Agreement; and (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no 191 Syniverse Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10.Agreement

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 9.01 or 9.027.01, commencing with the fiscal quarter of Holdings ending on March 31, 2024, in the event that the Borrower fails (or, but for the operation of this Section 7.02, would fail) to comply with the requirements of the financial covenant set forth in Section 8.10Financial Covenants, then: (a) until the expiration of the fifteenth tenth (15th10th) Business Day subsequent to the date the relevant financial statements are certificate calculating the Financial Covenants is required to be delivered pursuant to Section 5.04(c) with respect to such the applicable fiscal quarter pursuant to Section 7.01(a) or fiscal year (bthe “Cure Expiration Date”), the Borrower Holdings shall have the right right, for the benefit of the Borrower, so long as the proceeds of such Specified Cure Contribution (as defined below) are contributed to the Borrower, to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary Eligible Equity Interests for cash or to receive a cash contribution in respect of its equity constituting Eligible Equity Interests (the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter cash (the “Specified Cure AmountContribution”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 Financial Covenants shall be recalculated giving effect to the following pro forma adjustmentsadjustments in a manner acceptable to the Administrative Agent: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarterincreased, solely for the purpose of measuring determining compliance with the financial covenant set forth in Section 8.10 Financial Covenants and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters)Agreement, by an amount equal to the Specified Cure AmountContribution; and (ii) if, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10Financial Covenants, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 that had occurred shall be deemed cured for all purposes of this Agreement; and (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10.IF " DOCVARIABLE "SWDocIDLocation" 1" = "1" "" "" IF " DOCVARIABLE "SWDocIDLocation" 1" = "1" "" ""

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 9.01 or 9.028.1, in the event that the Borrower fails to comply with the requirements of the financial covenant set forth in Section 8.106.8, then: (a) until the expiration of the fifteenth (15th) 10th Business Day subsequent to the due date for delivery of the relevant financial statements are required to be delivered with respect to such fiscal quarter Compliance Certificate for the applicable Fiscal Quarter pursuant to Section 7.01(a) or (b5.1(d), the Borrower shall have the right to issue Qualified Capital Stock Permitted Cure Securities for cash or otherwise receive cash contributions to a Person other than a Subsidiary the capital of the Borrower or an Unrestricted Subsidiary Borrower. Such amounts shall be added to Consolidated Adjusted EBITDA (such amount a “Specified Equity Contribution”) solely for purposes of determining compliance with Section 6.8 for the Fiscal Quarter immediately preceding the Fiscal Quarter in which such cash (the “Cure Right”), and upon the receipt proceeds are so received by the Borrower of and applicable subsequent periods which include such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 Fiscal Quarter and not for any other purpose under this Agreement (including, but including not limited to, determining for the availability purpose of calculating the Net Equity Proceeds Amount or amount of any calculations testing pro forma compliance with the financial covenant baskets or carve-outs set forth in Section 6.8 or the Applicable Rate Total Leverage Ratio or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash EquivalentsSecured Leverage Ratio); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and (ii) if, . If after giving effect to the foregoing recalculationsrecalculation, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.106.8, then the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 6.8 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 that 6.8 which had occurred shall be deemed cured for all purposes of this Agreement; andthe Credit Documents. (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each no event shall the Borrower be entitled to exercise the right described in clause (a) above in more than two Fiscal Quarters during any period of four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercisedconsecutive Fiscal Quarters, (ii) there can in no event may the right described in clause (a) above be no exercised more than five (5) fiscal quarters in respect of which four times prior to the Cure Right is exercised during the term of the Revolving Facility and Term Loan Maturity Date, (iii) the amount of any Specified Equity Contribution received during a Fiscal Quarter and added to Consolidated Adjusted EBITDA for purposes of this Section 9.03, the Cure Amount utilized immediately preceding Fiscal Quarter shall be no greater than the amount required to cause the Borrower to be in compliance with Section 6.8 in such immediately preceding Fiscal Quarter, (iv) there shall be no pro forma reduction in indebtedness (whether directly or indirectly by way of netting) with the proceeds of any Specified Equity Contribution for purposes of complying determining compliance with Section 6.8 during any period in which such Specified Equity Contribution is included in the financial covenant set forth in calculation of Consolidated Adjusted EBITDA, (v) to the extent that any Specified Equity Contribution is used to repay Indebtedness, such Indebtedness shall not be deemed to have been repaid for purposes of calculating the Total Leverage Ratio or the Secured Leverage Ratio for the period with respect to which such Compliance Certificate applies or any other Compliance Certificate including such period, and (vi) no Lender shall be required to make any Credit Extension hereunder if an Event of Default under Section 8.106.8 has occurred and is continuing during the 10 Business Day period during which the Borrower may exercise its right under Section 8.2(a) unless and until the Specified Equity Contribution is actually received by the Borrower.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 8.11(a), (b) or 9.02(c), in the event that the Borrower fails to comply with the requirements an Event of Default exists in respect of the financial covenant covenants set forth in Section 8.10Sections 8.11(a), then: (ab) until or (c) for any period, on or before the expiration of the fifteenth tenth (15th10th) Business Day (the “Cure Expiration Date”) subsequent to the due date for delivery of the relevant financial statements are required for such period pursuant to be delivered Section 7.01(b) or, with respect to such the fourth fiscal quarter pursuant to of a fiscal year of the Company, Section 7.01(a) or (b7.01(a)(i), the Borrower Company shall have the right to issue Qualified Capital Stock common Equity Interests of the Company or, solely with respect to a Person other than a Subsidiary default of the Borrower financial covenants set forth in Sections 8.11(b) or an Unrestricted Subsidiary (c), Qualified Subordinated Cure Debt, in each case, for cash to MTD Holdings, Inc., the MTD Pension Master Trust and/or any Controlled Affiliate of MTD Holdings, Inc. or the MTD Pension Master Trust, in an aggregate amount not to exceed the amount necessary to cure the relevant failure to comply with all the applicable financial covenants contained in Sections 8.11(a), (b) or (c) (collectively, the “Cure Right”), and upon the receipt by the Borrower Company of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter cash (the “Cure Amount”) pursuant to the exercise by the Borrower of ), such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 covenants shall be recalculated giving effect to the following pro forma adjustments: following: (i) Consolidated EBITDA for the fiscal quarter ending at the end of the Borrower such period shall be increased by the Cure Amount, and such increase shall be effective for all periods that include such fiscal quarter and each subsequent period containing such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and (ii) if, after giving effect to the foregoing recalculations, the Borrower Loan Parties shall then be in compliance with the requirements of the financial covenant covenants set forth in Section 8.10Sections 8.11(a), (b) and (c), the Borrower Loan Parties shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 thereof as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 that thereof which had occurred shall be deemed cured as of such date for all purposes of this Agreement; provided, that: (i) to the extent that the Cure Amount proceeds are used to repay Indebtedness, such Indebtedness shall not be deemed to have been repaid for purposes of calculating the Consolidated Leverage Ratio for the period with respect to which such Compliance Certificate applies or any other Compliance Certificate including such period; (ii) the Cure Amount shall be disregarded for all calculations under this Agreement (including for purposes of determining the Applicable Rate) other than compliance with Sections 8.11(a), (b) or (c), as applicable, and, for the avoidance of doubt, shall be disregarded for purposes of all calculations under the definition of “Incremental Amount”, the definition of “Permitted Acquisitions” and Section 8.02(g); (iii) (A) in each four fiscal quarter period, there shall be a period of at least two (2) fiscal quarters in respect of which no Cure Right is exercised, (B) during the term of this Agreement, the Cure Right shall be exercised no more than three (3) times in total, (C) the Cure Right shall be exercised no more than two (2) times during the fiscal year of the Company ending October 31, 2016, (D) the Cure Right shall be exercised no more than one (1) time in any fiscal year of the Company ending after October 31, 2016 and (E) the Cure Amount for any applicable period shall be no greater than the aggregate amount necessary to cure all Events of Default arising in respect of Section 8.11(a), (b) or (c) for such applicable period; and (biv) upon receipt by as an additional condition to exercising a Cure Right, the Administrative Agent of written notice, prior Company shall be required to the expiration issue additional common Equity Interests of the fifteenth Company or Qualified Subordinated Cure Debt, as applicable, for cash to MTD Holdings, Inc., the MTD Pension Master Trust and/or any Controlled Affiliate of MTD Holdings, Inc. or the MTD Pension Master Trust in an aggregate amount equal to 100% of the applicable Cure Amount (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) each a “Supplemental Equity Contribution”). Upon receipt of such cash (the “Anticipated Cure DeadlineSupplemental Equity Contribution Amount”), that the Borrower intends to exercise Company shall make the mandatory prepayment required by Section 2.05(b)(i)(D) with respect thereto. Until the Cure Right in respect of a fiscal quarterExpiration Date, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or (x) terminate the Commitments held by them Aggregate Revolving Commitments, (y) accelerate the Obligations or to (z) exercise remedies under the Loan Documents (including against the Collateral or exercise any other remedies on Collateral), in each case, solely as a result of such Event(s) of Default under Section 8.11; provided, that pending the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise consummation of the Cure Right on or prior and receipt of Supplemental Equity Contribution as contemplated hereby, a Default shall continue to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, exist (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) including for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.105.02(b)).

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 9.01 or 9.027.01, in the event that the Borrower fails Borrowers fail to comply with the requirements of the financial covenant ABL Fixed Charge Coverage Ratio set forth in Section 8.106.11 hereof, then: (a) until the expiration of the fifteenth (15th) Business Day 10th day subsequent to the date that the relevant financial statements are certificate calculating such ABL Fixed Charge Coverage Ratio is required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (b5.04(c), the U.S. Borrower shall have the right to issue Qualified Capital Stock Permitted Cure Securities for cash or otherwise receive cash contributions to a Person other than a Subsidiary the capital of the U.S. Borrower or an Unrestricted Subsidiary for cash (collectively, the “Cure Right”), and upon the receipt by the Borrower Company of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter cash (the “Cure Amount”) pursuant to the exercise by the U.S. Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 such ABL Fixed Charge Coverage Ratio shall be recalculated giving effect to the following pro forma adjustmentsadjustment: (i) Consolidated EBITDA of the Borrower shall be increased for with respect to such fiscal applicable quarter and each subsequent any four-quarter period containing that contains such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 ABL Fixed Charge Coverage Ratio and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters)Agreement, by an amount equal to the Cure Amount; and (ii) ifIf, after giving effect to the foregoing recalculationspro forma adjustment, the Borrower Borrowers shall then be in compliance with the requirements of the financial covenant ABL Fixed Charge Coverage Ratio set forth in Section 8.106.11 hereof, the Borrower Borrowers shall be deemed to have satisfied the requirements of the financial covenant set forth in such Section 8.10 6.11 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in such Section 8.10 6.11 that had occurred shall be deemed cured for all this purposes of this the Agreement; and. (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, period there shall be at least two (2) one fiscal quarters quarter in respect of which the Cure Right is not exercised, (ii) in each eight fiscal quarter period, there can shall be no more than five (5) a period of at least four consecutive fiscal quarters in respect of during which the Cure Right is exercised during the term of the Revolving Facility and not exercised, (iii) for purposes of this Section 9.037.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with Section 6.11 and (iv) the financial covenant set forth Borrowers shall not be permitted to borrow hereunder or request the issuance of Letters of Credit during the 10-day period specified in Section 8.10clause (a) above until the relevant Cure Amount has been received by the Company.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.02, in In the event that the Borrower fails to comply with the requirements of Section 7.11(a), 7.11(b) or 7.11(c), then (i) with respect to any failure to comply with Section 7.11(a), the financial covenant set forth Borrower shall, within ten Business Days of the date the Compliance Certificate for the applicable fiscal quarter is required to be delivered pursuant to Section 6.02(a), provide written notice to the Administrative Agent stating the action or combination of actions specified below which the Borrower proposes to take to remedy such failure to comply, and the Borrower shall thereafter take one or more of the following actions (as specified to the Administrative Agent): (x) so long as such reduction would not result in the Total Outstandings exceeding the Facility Limit, cure such failure by permanently reducing the Aggregate Commitments in accordance with Section 8.102.07 hereof or (y) within thirty days after the date the applicable Compliance Certificate for calculating the PDP Asset Coverage Ratio pursuant to Section 7.11(a) is required to be delivered pursuant to Section 6.02(a), then: submit additional Oil and Gas Properties owned by the Loan Parties for consideration in connection with the calculation of the PDP Asset Coverage Ratio which, after giving effect to any other actions taken by the Borrower provided above, the Administrative Agent deems sufficient, in is sole discretion to cure such failure or (aii) with respect to any failure to comply with Section 7.11(b) or 7.11(c), until the expiration of the fifteenth (15th) tenth Business Day subsequent to the date the relevant financial statements are Compliance Certificate for the applicable fiscal quarter is required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (b6.02(a), the Borrower shall have be permitted to cure any such failure to comply by requesting that such Consolidated Total Net Leverage Ratio and/or Consolidated Interest Coverage Ratio, as applicable, be recalculated by increasing Consolidated EBITDA for the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary for cash (the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), most recently ended by an amount equal to the proceeds of common equity issued by the Borrower or by contributions to the common equity of the Borrower received by the Borrower on or after the last day of such fiscal quarter and prior to the expiration of such ten Business Day Period (and such proceeds, “Cure AmountProceeds”); and (iiprovided that the Borrower may not exercise its right to cure under this Section 7.11(d) ifmore than twice, in the aggregate, in any four consecutive fiscal quarter period and more than five times, in the aggregate, prior to the Maturity Date. Any increase in Consolidated EBITDA pursuant to this Section 7.11(d) shall be taken into account in calculating the Financial Covenants under Sections 7.11(b) and 7.11(c) for any four-quarter period that includes the last fiscal quarter of the four-quarter period with respect to which such cure right was exercise. If after giving effect to the foregoing recalculations, the Borrower shall would then be in compliance with the requirements of the financial covenant set forth in Section 8.10applicable Financial Covenant or Financial Covenants, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 such Financial Covenant or Financial Covenants as of the relevant earlier required date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach breach, Default or default Event of the financial covenant set forth in Section 8.10 Default that had occurred shall be deemed cured for all purposes the purpose of this Agreement; and (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent Agreement and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10.Loan Documents

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 9.01 or 9.027.01, in the event that the Borrower fails (or, but for the operation of this Section 8.03, would fail) to comply with the requirements of the financial covenant set forth in Section 8.10Financial Performance Covenant, then: (a) until the expiration of the fifteenth (15th) Business Day 10th day subsequent to the later of (x) the date the relevant financial statements are certificate calculating such Financial Performance Covenant is required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a5.04(c), and (y) or the date an Covenant Triggering Event occurs during any applicable quarter that causes the Borrower to fail to comply with the requirements of the Financial Performance Covenant: and (b), ) Holdings and the Borrower shall have the right to issue Qualified Capital Stock Permitted Cure Securities for cash or otherwise receive cash contributions and, in the case of Holdings, to a Person other than a Subsidiary contribute any such cash to the capital of the Borrower or an Unrestricted Subsidiary for cash (collectively, the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter cash (the “Cure Amount”) pursuant to the exercise by Holdings or the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 Right such Financial Performance Covenant shall be recalculated giving effect to the following a pro forma adjustments: (i) Consolidated adjustment by which EBITDA of the Borrower shall be increased for with respect to such fiscal applicable quarter and each subsequent any four-quarter period containing that contains such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 Financial Performance Covenant and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters)Agreement, by an amount equal to the Cure Amount; and provided that (i) in each four consecutive fiscal quarter period there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) ifthe Cure Right shall not be exercised more than five times, and (iii) for purposes of this Section 8.03, the Cure Amount shall be no greater than the amount required for purposes of complying with the Financial Performance Covenant. If, after giving effect to the foregoing recalculationsadjustments in this Section 8.03, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10Financial Performance Covenant, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 Financial Performance Covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 Financial Performance Covenant that had occurred shall be deemed cured for all the purposes of this Agreement; and (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.028.01 but only until the SpinOff Effective Date, in the event of any Event of Default under Section 7.01 or Section 7.02 (the “Specified Covenants”) for any fiscal quarter end of the Company (the “Specified Quarter End”), then during the period commencing from the date that the Borrower fails Compliance Certificate for calculating compliance with Article VII is required to be delivered pursuant to Section 5.01(c) for such Specified Quarter End until and ending on the expiration of the tenth (10th) day thereafter (the “Cure Period”), and only so long as the SpinOff Effective Date has not occurred and there exists no other Default or Event of Default, the Borrowers shall be permitted to cure such failure to comply with (each such action taken below, a “Cure”) by increasing EBITDA for the requirements fiscal quarter of Borrower ending on the financial covenant set forth Specified Quarter End (the “Specified Fiscal Quarter”) by an amount equal to the Net Proceeds of any Specified Equity Contribution received by the Borrowers in Section 8.10cash from the Sponsor or any Affiliate or equity owner thereof during the Cure Period and Not Otherwise Applied, then:in which case the Specified Covenants, as applicable, may be retroactively calculated to increase EBITDA for the Specified Fiscal Quarter by such amount; provided that, notwithstanding the foregoing, (a) until the expiration there shall be no more than two Cures in any consecutive four fiscal quarter period of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or Company; (b), ) the Borrower Borrowers shall have be permitted only four Cures during the right to issue Qualified Capital Stock to a Person other than a Subsidiary term of the Borrower or an Unrestricted Subsidiary for cash this Agreement; (the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount c) no Specified Equity Contribution shall be greater than the amount required to cause for the Borrower Borrowers to be in compliance with the financial covenant set forth in Section 8.10 with respect Specified Covenants for such Specified Quarter End, as applicable; (d) all Specified Equity Contributions used to such fiscal quarter (the “effectuate a Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 shall be recalculated giving effect to the following pro forma adjustments:disregarded for purposes of (i) Consolidated EBITDA determining any financial ratio-based conditions (other than the specific Specified Covenants, but only for the purposes of Section 7.01 and/or Section 7.02, as applicable), or any baskets, (ii) determining the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarter, solely Total Leverage Ratio for the purpose of measuring determining pricing in accordance with the financial covenant set forth terms of the definition of “Applicable Rate”, and (iii) determining cash that may be netted in Section 8.10 and not any ratio-based test or any “cash on hand” or “cash on the balance sheet” test; (e) no cash received pursuant to a Cure may be used for Cash Collateral or any other purpose under this Agreement and the other Loan Documents except to repay Indebtedness in accordance with the terms of this Agreement; (includingf) regardless of whether the proceeds of the Specified Equity Contribution were actually used to reduce Indebtedness, but not limited to, determining in no event shall any single Cure be used in any calculation under Article VII or otherwise in this Agreement to both increase EBITDA and reduce Indebtedness of the availability Borrowers (in whole or amount in part) in any fiscal quarter or fiscal year of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure AmountCompany; and (iig) ifno Cure will be available under this Agreement if the Compliance Certificate for the Specified Fiscal Quarter is not timely delivered to the Lender in accordance with the terms of Section 5.01(c). The Company will give written notice to the Administrative Agent of its intent to effectuate a Cure prior to its delivery to the Administrative Agent of the Compliance Certificate as required by Section 5.01(c) for the Specified Fiscal Quarter End. Such notice shall be irrevocable and will identify the Specified Covenant or Specified Covenants requiring Cure, and the Specified Fiscal Quarter End, in detail reasonably acceptable to the Administrative Agent. Any and each increase to EBITDA as a result of the provisions of this Section 8.02 for any Specified Fiscal Quarter will remain included in EBITDA for each determination of EBITDA under this Agreement that includes such Specified Fiscal Quarter. If, after giving effect to the foregoing recalculations, the Borrower Borrowers shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10Specified Covenants, as applicable, the Borrower Company shall, prior to the end of the Cure Period, deliver to the Lender a recalculated Compliance Certificate for the periods ending on the Specified Fiscal Quarter End demonstrating compliance with the Specified Covenants and certifying that there exists no other Default. Upon such delivery, the Borrowers shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 7.01 and/or Section 7.02, as applicable, as of the relevant date of determination Specified Fiscal Quarter End with the same effect as though there had been no failure to comply therewith at on such date, and the applicable breach or default of the financial any such covenant set forth in Section 8.10 that had occurred shall be deemed cured for all purposes of this Agreement; and (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent Agreement and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10Loan Documents.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 9.01 or 9.0210.01, in the event that of any Default or Event of Default under the Borrower fails to comply with the requirements of the financial covenant set forth in Section 8.108.13, then: (a) until the expiration of the fifteenth (15th) Business Day subsequent to day after the date on which the relevant financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (b), the Borrower shall have the right as applicable, with respect to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary for cash any Fiscal Quarter hereunder (the “Cure RightPeriod”), Holdings may issue equity (provided such equity issuance does not result in a Change of Control and upon constitutes common equity or Qualified Capital Stock) and contribute the receipt by Net Cash Proceeds received therefrom to the capital of the Borrower as cash common equity (a “Specified Equity Contribution”)) in order to remedy any Event of Default that has occurred with respect to Section 8.13 for such cashFiscal Quarter. Upon such Specified Equity Contribution in accordance with the immediately preceding sentence, in an amount no greater than the amount required of the proceeds thereof shall, solely for the purposes (and subject to cause the Borrower to be limitations) hereinafter described in compliance with the financial covenant set forth in this Section 8.10 10.04, increase Consolidated EBITDA with respect to such fiscal quarter applicable Fiscal Quarter (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each any subsequent period containing of four consecutive Fiscal Quarters that includes such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 Fiscal Quarter) and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and (ii) if, after giving effect to the foregoing recalculationssuch increase in Consolidated EBITDA, the Borrower Holdings shall then be in compliance with the requirements of the financial covenant set forth in Section 8.108.13, the Borrower Holdings shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 therein as of the relevant date of determination four Fiscal Quarter period with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 that had occurred shall be deemed cured for all purposes of this Agreement; and provided that such Net Cash Proceeds (bi) upon receipt are actually received by the Administrative Agent Borrower (through a capital contribution of written notice, prior such proceeds by Holdings to the expiration of the fifteenth (15thBorrower) Business Day subsequent to no later than 15 days after the date the relevant on which financial statements are required to be delivered pursuant with respect to such Fiscal Quarter hereunder and (ii) do not exceed the aggregate amount necessary to cure (by addition to Consolidated EBITDA) such Event of Default under Section 8.13 for such period. The parties hereto acknowledge that a given Specified Equity Contribution may not be counted as having been made in more than one Fiscal Quarter. The parties hereby acknowledge that this Section 10.04(a) may not be relied on for purposes of calculating any financial ratios other than as applicable to Section 7.01(a8.13 and shall not be included for purposes of determining pricing, fees or any financial ratio-based conditions (including, without limitation, compliance with any covenant or condition other than Section 8.13 itself which requires a determination of whether the financial covenant in Section 8.13 is satisfied, whether or not same would otherwise be applicable) or any baskets with respect to the covenants or conditions contained in this Agreement. There shall be no pro forma or other reduction in Indebtedness with the proceeds of any Specified Equity Contribution (including by way of netting) for purposes of determining compliance with Section 8.13 in the Fiscal Quarter for which a Specified Equity Contribution is made; provided that such Specified Equity Contribution may reduce Indebtedness in a subsequent Fiscal Quarter. (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect In each period of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter periodconsecutive Fiscal Quarters, there shall be at least two Fiscal Quarters in which no cure set forth in Section 10.04(a) is made. In addition, any reduction in Indebtedness (2or increase in cash for netting purposes) fiscal quarters with the proceeds of any Specified Equity Contribution made pursuant to this Section 10.04 shall be ignored for purposes of determining compliance with the covenant set forth in Section 8.13, except for determinations, including increases in cash for netting purposes, made pursuant to Section 8.13 for Fiscal Quarters after the respective Fiscal Quarter for which such Event of Default is remediated by such Specified Equity Contribution. Holdings and any of its Restricted Subsidiaries shall not exercise any cure pursuant to Section 10.04(a) with respect of which to any Fiscal Quarter in the Cure Right is not exercisedFiscal Year ending December 31, 2019. (iic) there can There shall be no more than five cures under Section 10.04(a) from the Original Closing Date through the Latest Maturity Date. (5d) fiscal quarters in respect If notice has been delivered to the Administrative Agent of a Specified Equity Contribution (such notice to be delivered on or prior to the date on which the Cure Right is exercised during applicable financial statements are required to be delivered and containing reasonable detail on the term terms and conditions of the Revolving Facility and (iii) Specified Equity Contribution), then from the last day of the Fiscal Quarter related to such cure notice until the required date for purposes receipt of this the Specified Equity Contribution, no Default or Event of Default shall have occurred under the Loan Documents with respect to any default under Section 9.03, 8.13 for which such cure notice was delivered unless the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant 15 day period set forth in clause (a) above has expired without the Specified Equity Contribution having been received. None of the Administrative Agent, the Collateral Agent or any Lender shall exercise any of the remedial rights otherwise available to it upon an Event of Default, including the right to accelerate the Loans or to foreclose on the Collateral solely on the basis of an Event of Default having occurred as a result of a violation of Section 8.108.13, unless the Specified Equity Contribution is not made on or before the expiration of the Cure Period.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 9.01 8.01 or 9.028.02, in for the event that the Borrower fails to comply purpose of determining compliance with the requirements of the financial covenant Financial Covenant set forth in Section 8.107.08, then: Holdings shall have the right (athe “Cure Right”) until to make any cash equity contribution (which equity shall be common Capital Stock or other equity other than Disqualified Stock (such other equity to be on terms reasonably acceptable to the expiration Administrative Agent)) (“Cure Equity”) to Vertex, directly or indirectly, by one or more of its equity holders after the end of the fifteenth relevant fiscal quarter and on or prior to (15thi) with respect to a Default by the Borrowers under Section 7.08 that occurs on the date that the Borrowers and their Restricted Subsidiaries become subject to testing the Financial Covenant under Section 7.08, the date that is ten (10) Business Day subsequent to Days thereafter, and (ii) otherwise, the date that is (ten) 10 Business Days after the relevant date on which financial statements are required to be delivered with respect to for such fiscal quarter pursuant to Section 7.01(a6.01(a) or (b), the Borrower shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary for cash as applicable (in each case, the “Anticipated Cure RightDeadline”), and upon such Cure Equity will, at the receipt by written direction of Vertex, be included in the Borrower calculation of Consolidated EBITDA solely for the purposes of determining compliance with the Financial Covenant at the end of such cashfiscal quarter and applicable subsequent periods which include such fiscal quarter (a “Specified Equity Contribution”); provided, that, (A) in an amount each trailing four fiscal quarter period, there shall be at least two fiscal quarters in respect of which no Specified Equity Contribution is made, (B) no more than five (5) Specified Equity Contributions shall be made during the term of the Revolving Credit Facility, (C) for purposes of Section 7.08, the Specified Equity Contribution utilized shall be no greater than the amount required to cause remedy the Borrower applicable failure to comply with the Financial Covenant, (D) during any fiscal quarter in which a Specified Equity Contribution has been made, other than as set forth above in this paragraph, such Specified Equity Contributions shall be disregarded for all other purposes, including for purposes of determining any financial ratio-based conditions, pricing or any baskets with respect to any other covenants contained in this Agreement, (E) there shall be no Pro Forma Effect or other reduction in Indebtedness (including by way of netting cash) with the proceeds of any Specified Equity Contribution for determining compliance with the financial covenant set forth in Section 8.10 with respect to such Financial Covenant for the fiscal quarter in which such Specified Equity Contribution is made and (the “Cure Amount”F) pursuant to the exercise by the Borrower of such Cure Rightno Revolving Credit Lender, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 Swingline Lender or L/C Issuer shall be recalculated giving effect required to make any Revolving Credit Loan or to issue any Letter of Credit from and after such time as the following pro forma adjustments:Administrative Agent has received such notice from Vertex unless and until the Cure Equity is actually received by Vertex. (ib) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and (ii) ifIf, after giving effect to the foregoing recalculations, the Borrower Borrowers shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10Financial Covenant, the Borrower Borrowers shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 Financial Covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 Financial Covenant that had occurred (and any other Default as a result thereof, including the failure to meet any condition requiring no Default or Event of Default based solely on the basis of any actual our purported Event of Default under the Financial Covenant) shall be deemed cured for all the purposes of this Agreement; and. (bc) upon Upon receipt by the Administrative Agent of written notice, on or prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower Vertex intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate the Loans or terminate held by them, to terminating the Revolving Credit Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until Financial Covenant, unless such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.026.1, in the event that the Borrower fails to comply with the requirements any Loan Party would otherwise be in default of the financial covenant set forth in Section 8.106.1 for any period, then: (a) until on or before the expiration of the fifteenth (15th) tenth Business Day subsequent to the due date for delivery of the relevant financial statements are required for such period pursuant to be delivered Section 5.1(b) or, with respect to such fiscal quarter pursuant to the fourth Fiscal Quarter of a Fiscal Year of the Borrower, Section 7.01(a5.1(a) or (bthe “Cure Deadline”), the Borrower shall have the right to issue Qualified common or, on terms reasonably satisfactory to the Administrative Agent, preferred Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary Stock, for cash in an aggregate amount equal to the amount necessary to cure the relevant failure to comply with all the applicable financial covenant contained in Section 6.1 (collectively, the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than cash on or before the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter Cure Deadline (the “Cure Amount”) pursuant to the exercise by the Borrower of ), such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 covenants shall be recalculated giving effect to the following pro forma adjustments: following: (i) Consolidated EBITDA for the Fiscal Quarter ending at the end of the Borrower such period shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and , and such increase shall be effective for all periods that include such Fiscal Quarter and (ii) if, after giving effect to the foregoing recalculations, the Borrower Loan Parties shall then be in compliance with the requirements of the financial covenant set forth in Section 8.106.1, the Borrower Loan Parties shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 thereof as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 that thereof which had occurred shall be deemed cured as of such date for all purposes of this Agreement; andprovided, that: (bi) upon receipt by the Administrative Agent of written notice, prior Cure Amount proceeds shall be used to repay the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered Obligations pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”2.12(b); provided, that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders however such Obligations shall not be permitted deemed to accelerate Loans or terminate have been repaid for purposes of calculating the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, Consolidated Leverage Ratio for the avoidance of doubt, no Credit Extension period with respect to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and which such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, Compliance Certificate applies or any future Compliance Certificate including such period applies; (iii) (A) in each four (4) fiscal quarter period, there shall be a period of at least two (2) fiscal quarters in respect of which the no Cure Right is not exercised, (iiB) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized for any applicable period shall be no greater than the aggregate amount required necessary to cure all Events of Default arising in respect of Section 6.1 for such applicable period, (C) there shall be no more than two (2) Cure Rights exercised during any period of four (4) consecutive Fiscal Quarters and (D) there shall be no more than four (4) Cure Rights exercised during the term of this Agreement; (iii) the Cure Amount shall be disregarded for all calculations under this Agreement other than compliance with Section 6.1, as applicable, and shall be disregarded for purposes of complying determining compliance with Section 6.1 on a Pro Forma Basis for purposes of Article VII; and (iv) upon receipt by the Administrative Agent of written notice from the Borrower prior to the Cure Deadline with respect to any fiscal period, that the Borrower intends to exercise its Cure Right pursuant to this Section 6.5 for such fiscal period, the Lenders shall not be permitted to accelerate the Loans held by them and the Administrative Agent and/or the Lenders shall not be permitted to exercise remedies against the Collateral, in each case to the extent such acceleration or such exercise of remedies is based solely on a failure to comply with the financial covenant set forth requirements of Section 6.1 for such fiscal period, unless and until such Cure Deadline shall have passed without the Borrower exercising its Cure Right for such fiscal period prior to such Cure Deadline and otherwise in accordance with this Section 8.106.5; provided, that, for the avoidance of doubt, this Section 6.5(iv) shall not apply at such time as the Borrower has used all of its Cure Rights (x) for the applicable four Fiscal Quarter period and/or (y) for the term of this Agreement.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.029.01, in if the event that the Borrower fails Loan Parties fail to comply with the requirements of the financial covenant set forth in Section 8.10, then: (a) until the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (b), the Borrower shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary for cash (the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter 7.03(a) for any period (the “"Financial Performance Covenant"), until the tenth Business Day following the date Section 7.01(a)(v) requires delivery of a certificate of an Authorized Officer of the Parent showing calculation of the Financial Performance Covenant for such period (the "Cure Deadline"), the Parent shall have the right to issue Qualified Equity Interests for cash or otherwise receive cash contributions to the capital of the Parent, and the Parent shall immediately contribute any and all such cash as additional capital to Peekay Acquisition (collectively, the "Cure Right"). Upon the receipt by Peekay Acquisition of such cash (the "Cure Amount”") pursuant to the exercise by the Borrower Parent of such Cure RightRight with a written notice of its request to the Origination Agent to effect such recalculation, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 Financial Performance Covenant shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarterincreased, solely for the purpose of measuring the financial covenant set forth in Section 8.10 Financial Performance Covenant at the end of such fiscal quarter and any subsequent period that includes such fiscal quarter and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters)other Loan Document, by an amount equal to the Cure Amount; andAmount paid over to the Administrative Agent for application to the Loans in accordance with Section 2.05(c) (iv); (ii) the mandatory prepayment of the Loans made with respect to such Cure Amount shall not serve as a reduction to Indebtedness, and clause (a) of the definition of Leverage Ratio shall be calculated disregarding such prepayment for purposes of calculating the Leverage Ratio for the applicable fiscal quarter; (iii) if, after giving effect to the foregoing recalculations, the Borrower Loan Parties shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10Financial Performance Covenant, the Borrower Loan Parties shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 Financial Performance Covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 Financial Performance Covenant that had occurred shall be deemed cured for all the purposes of this Agreement; and (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 9.01 or 9.028.01, in the event that the Borrower fails to comply with the requirements of the any financial covenant covenants set forth in Section 8.106.10, then: (a) until the expiration of the fifteenth (15th) 15th Business Day subsequent to the date the relevant certificate calculating compliance with such financial statements are covenant is required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a) or (b5.01(d), the Borrower Holdings shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter cash (the “Cure Amount”) pursuant to the exercise ex- ercise by the Borrower Holdings of such Cure RightRight and written notice to the Administrative Agent, the calculation of Consolidated EBITDA of the Borrower as used in the all financial covenant set forth in Section 8.10 covenants shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarterincreased, solely for the purpose of measuring the financial covenant set forth in Section 8.10 covenants and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters)Agreement, by an amount equal to the Cure Amount; and (ii) ifIf, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of the all financial covenant covenants set forth in Section 8.106.10, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 6.10 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default Default of the such financial covenant set forth in Section 8.10 that had occurred shall be deemed cured for all purposes of this Agreement; and (biii) upon receipt by The Cure Amount shall be included additionally in the Administrative Agent amount of written notice, prior to Consolidated EBITDA for the expiration period of four consecutive fiscal quarters that includes the fifteenth (15th) Business Day subsequent to fiscal quarter for which the date Cure Right was exercised for purposes of calculating the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or covenants and not for any other purpose under this Agreement. (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) four-fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there can shall be no more than five (5) fiscal a period of at least four consecutive quarters in respect of during which the Cure Right is not exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.038.04, the Cure Amount utilized shall be no greater than the amount required for purposes of complying curing the non-compliance with the financial covenant covenants set forth in Section 8.106.10.

Right to Cure. Notwithstanding anything to the contrary contained in Section 9.01 or 9.02this Article 6, in the event that the Borrower fails to comply with the requirements any Loan Party would otherwise be in default of the any financial covenant set forth in this Section 8.106, then: until ten (a10) until the expiration days following delivery of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered Administrative Agent in accordance with Section 5.04(a) or Section 5.04(b) with respect to such any fiscal quarter pursuant period ending on or prior to Section 7.01(a) or (b)Mar▇▇ ▇▇, the Borrower shall ▇▇▇▇, ▇▇▇▇▇ ▇▇all have the right to issue Qualified Capital Stock borrow money from Holdings (which shall be evidenced by the Subordinated Intercompany Note) so long as no mandatory payments thereon are required prior to a Person other 180 days after the Maturity Date, in an aggregate amount no greater than a Subsidiary of the Borrower or an Unrestricted Subsidiary for cash what is necessary to cure such default (collectively, the “Cure Right”), and upon the receipt by the Borrower Palco of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter cash (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the Right such financial covenant set forth in Section 8.10 covenants shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated Combined EBITDA of the Borrower shall be increased for such the most recently ended fiscal quarter and each subsequent period containing for which such fiscal quarterfinancial covenant is tested (but in no event shall such increased amount be multiplied for purposes of annualizing Combined EBITDA), solely for the purpose of measuring the financial covenant set forth in Section 8.10 covenants and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters)Agreement, by an amount equal to the Cure Amount; and (ii) if, after giving effect to the foregoing recalculationsrecalculation, the Borrower Loan Parties shall then be in compliance with the requirements of the all financial covenant covenants set forth in Section 8.10this Article 6 hereof, the Borrower Loan Parties shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 thereof as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 that thereof which had occurred shall be deemed cured for all purposes of this the Agreement; and (biii) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), extent that the Borrower intends Cure Amount is used to exercise the Cure Right in respect of a fiscal quarterrepay Indebtedness, the Administrative Agent and the Lenders such Indebtedness shall not be permitted deemed to accelerate Loans or terminate have been repaid for purposes of calculating Combined Total Leverage Ratio for the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply period with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant respect to the exercise applicable measuring period. Notwithstanding anything to the contrary contained herein, the aggregate amount of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, Amount for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility any fiscal period shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility and (iii) for purposes of this Section 9.03, the Cure Amount utilized shall be no greater than the amount required for purposes of complying with the financial covenant set forth in Section 8.10exceed $1,000,000.

Right to Cure. Notwithstanding anything to (i) Except for any breach that occurs during the contrary contained in Section 9.01 or 9.02Extended Accommodation Period (which, in for the event that avoidance of doubt, shall be governed by the Borrower fails terms of clause (b) below), for purposes of curing an Event of Default arising from the Loan Parties’ failure to comply with the requirements of the financial covenant Financial Covenant set forth in Section 8.107.18(a) upon and during the continuation of a Covenant Compliance Event, then: (a) until the expiration of the fifteenth (15th) Business Day subsequent any cash equity contribution to the date the relevant financial statements are required Parent or Holdings (funded with proceeds of common equity or other preferred equity (other than Disqualified Stock)) or to any Loan Party as Subordinated Indebtedness incurred on terms (including subordination terms) to be delivered with respect acceptable to such fiscal quarter pursuant Agent, in each case the proceeds of which shall be substantially concurrently contributed to Section 7.01(a) or (b), the Borrower shall have the right to issue Qualified Capital Stock to a Person other than a Subsidiary capital of the Borrower or an Unrestricted Subsidiary for cash (if such contribution is not in the “Cure Right”form of Subordinated Indebtedness of the Borrower), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarter, solely for the purpose of measuring the financial covenant set forth in Section 8.10 and not for any other purpose under this Agreement (including, but not limited to, determining the availability on or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and (ii) if, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 that had occurred shall be deemed cured for all purposes of this Agreement; and (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth day that is ten (15th10) Business Day subsequent to Days after the date the relevant financial statements are day on which a Compliance Certificate is required to be delivered pursuant to Section 7.01(a) or (b6.02(b) (the “Anticipated Cure DeadlineDate”) will, at the irrevocable election of the Borrower, be included in the calculation of Excess Availability in an amount that is sufficient to cause Excess Availability to be in excess of 10% of the Loan Cap (without DB1/ 120677560.3 giving effect to the Term Loan Reserve) (a “Specified Contribution”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, that (a) (i) in each four (4) fiscal quarter period, twelve-Fiscal Month period there shall be at least two no more than three (23) fiscal quarters in respect of which the Cure Right is not exercised, Specified Contributions made and (ii) there can shall be no more than five (5) fiscal quarters Specified Contributions made in respect the aggregate after the Closing Date, (b) such Specified Contribution shall be in a minimum amount that is sufficient to cause Excess Availability to be in excess of 10% of the Loan Cap (without giving effect to the Term Loan Reserve), (c) all Specified Contributions (i) will be disregarded for the purposes of calculation of Consolidated EBITDA for the purpose of calculating the Financial Covenant, basket levels, pricing, and other items governed by reference to Consolidated EBITDA and (ii) shall be in readily available funds, (d) the proceeds of each Specified Contribution shall be contributed to the Borrower as (i) an equity contribution in the form of common Equity Interests or preferred Equity Interests (other than Disqualified Stock) or (ii) Subordinated Indebtedness and (e) the proceeds received by the Parent or Holdings from all Specified Contributions shall be promptly contributed to the Borrower and promptly used by the Borrower to prepay the Loans and Cash Collateralize the L/C Obligations in accordance with Section 2.05(e); provided that prior to receipt by the Borrower of the Specified Contribution and the application of such amounts as provided in this Section 8.04, any Event of Default that has occurred as a result of a breach of the Financial Covenant shall be deemed to be continuing and, as a result, the Lenders (including the Swing Line Lender and the L/C Issuer) shall have no obligation to make additional loans or otherwise extend additional credit hereunder. Upon the Borrower’s receipt of such Specified Contribution and the application of the amounts as provided above, the Covenant Compliance Event that has occurred shall be deemed to no longer be continuing (and shall cease) (with the same effect as though no Covenant Compliance Event shall have occurred for the Fiscal Month for which the applicable Compliance Certificate was delivered) and any Default or Event of Default arising from the Loan Parties’ failure to comply with the Financial Covenant for such Fiscal Month during the continuance of such Covenant Compliance Event shall be deemed not to have occurred for purposes of the Loan Documents. The termination of a Covenant Compliance Event as provided in this Section 8.04 shall in no way limit, waive or delay the occurrence of a subsequent Covenant Compliance Event in the event that the conditions for a Covenant Compliance Event again arise. (ii) For any breach that occurs during the Extended Accommodation Period, for purposes of curing an Event of Default arising from the Loan Parties’ failure to comply with the Financial Covenant contained in Section 7.18(b) upon and during the continuation of an Extended Accommodation Period Compliance Event, upon prior written notice to the Agent, any cash equity contribution to the Parent or Holdings (funded with proceeds of common equity or other preferred equity (other than Disqualified Stock)) or to any Loan Party as Subordinated Indebtedness incurred on terms (including subordination terms) to be acceptable to Agent, in each case the proceeds of which shall be substantially concurrently contributed to the capital of the Borrower (if such contribution is not in the form of Subordinated Indebtedness of the Borrower), on or prior to the day that is ten (10) Business Days after the day on which a Compliance Certificate is required to be delivered pursuant to Section 6.02(b) (the “Extended Accommodation Period Cure Right Date”) will, at the irrevocable election of the Borrower, be included in the calculation of Excess Availability in an amount that is exercised sufficient to cause Excess Availability to be equal to or in excess of (i) at any time during the term of period beginning September 6, 2020 through the Revolving Facility day immediately prior to the Fifth Amendment Date, $10,000,000, (ii) at any time during the period beginning on the Fifth Amendment Date through July 31, 2021, $7,500,000, and (iii) at any time during the period beginning on August 1, 2021 through the end of the Extended Accommodation Period, $10,000,000 (an “Extended Accommodation Period Specified Contribution”); provided that (a) during each fiscal quarter, no more than one (1) Extended Accommodation Period Specified Contribution shall be permitted to be made, (b) such Extended Accommodation Period Specified Contribution shall be in an amount of not less than $1,000,000 and in a minimum amount that is sufficient to cause Excess Availability to be equal to or in excess of (i) at any time during the period beginning September 6, 2020 through the day immediately prior to the Fifth Amendment Date, $10,000,000, (ii) at any time during the period beginning on the Fifth Amendment Date through July 31, 2021, $7,500,000 and (iii) at any time during the period beginning on August 1, 2021 through the end of the Extended Accommodation Period, $10,000,000, (c) the Extended Accommodation DB1/ 120677560.3 Period Specified Contribution (i) will be disregarded for the purposes of calculation of Consolidated EBITDA for the purpose of calculating the Financial Covenant, basket levels, pricing, and other items governed by reference to Consolidated EBITDA and (ii) shall be in readily available funds, (d) the proceeds of the Extended Accommodation Period Specified Contribution shall be contributed to the Borrower as (i) an equity contribution in the form of common Equity Interests or preferred Equity Interests (other than Disqualified Stock) or (ii) Subordinated Indebtedness and (e) the proceeds received by the Parent or Holdings from the Extended Accommodation Period Specified Contribution shall be promptly contributed to the Borrower and promptly used by the Borrower to prepay the Loans and Cash Collateralize the L/C Obligations in accordance with Section 2.05(e); provided that prior to receipt by the Borrower of the Extended Accommodation Period Specified Contribution and the application of such amounts as provided in this Section 8.04(b), any Event of Default that has occurred as a result of a breach of the Financial Covenant in Section 7.18(b) shall be deemed to be continuing. Upon the Borrower’s receipt of such Extended Accommodation Period Specified Contribution and the application of the amounts as provided above, the Extended Accommodation Period Compliance Event that has occurred shall be deemed to no longer be continuing (and shall cease) (with the same effect as though no Extended Accommodation Period Compliance Event shall have occurred for the Fiscal Month for which the applicable Compliance Certificate was delivered) and any Default or Event of Default arising from the Loan Parties’ failure to comply with the Financial Covenant contained in Section 7.18(b) for such Fiscal Month during the continuance of such Extended Accommodation Period Compliance Event shall be deemed not to have occurred for purposes of the Loan Documents. The termination of an Extended Accommodation Period Compliance Event as provided in this Section 9.038.04(b) shall in no way limit, waive or delay the Cure Amount utilized occurrence of a subsequent Extended Accommodation Period Compliance Event in the event that the conditions for an Extended Accommodation Period Compliance Event again arise. For the avoidance of doubt, in no event shall any Subordinated Indebtedness incurred under the Third Lien Credit Agreement be no greater than deemed to be a Specified Contribution or Extended Accommodation Period Specified Contribution and the amount required proceeds thereof shall not be included in the calculation of Consolidated EBITDA for any purpose under this Agreement. (iii) Notwithstanding anything to the contrary contained herein, all “Specified Contributions” under Section 8.04 of the Term Loan Agreement will be disregarded for all purposes of complying with the financial covenant set forth in Section 8.10calculation of Consolidated EBITDA for all purposes (including calculating the Financial Covenant, basket levels, pricing and other items governed by reference to Consolidated EBITDA).

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 9.01 or 9.028.1, in the event that the Borrower fails to comply with the requirements of the financial covenant set forth in Section 8.107.1 at any time when the Borrower is required to comply with such financial covenant pursuant to the terms thereof, then: (aA) after the end of the most recently ended fiscal quarter of the Borrower until the expiration of the fifteenth (15th) tenth Business Day subsequent to the date the relevant financial statements are required to be delivered with respect to such fiscal quarter pursuant to Section 7.01(a6.1(a) or (b) (the last day of such period being the “Anticipated Cure Deadline”), Holdings or the Borrower shall have the right to issue Qualified Capital Stock for cash or otherwise receive cash capital contributions and, in each case for Holdings, contribute the proceeds therefrom in the form of Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary for cash obtain a contribution to its equity (the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter cash (the “Cure Amount”) ), pursuant to the exercise by Holdings or the Borrower of such Cure Right, |US-DOCS\115543490.9|| the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 7.1 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter (and each for any subsequent period containing that includes such fiscal quarter) shall be increased, solely for the purpose of measuring the financial covenant set forth in Section 8.10 7.1 and not for any other purpose under this Agreement (including, including but not limited to, to determining the availability or amount of any covenant baskets or carve-outs or determining the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quartersMargin), by an amount equal to the Cure Amount; provided that no Cure Amount shall reduce Indebtedness on an actual or a pro forma basis for any Test Period including the applicable period for purposes of calculating the financial covenant set forth in Section 7.1, nor shall any Cure Amount held by the Borrower qualify as cash or Cash Equivalents for the purposes of calculating any net obligations or liabilities under the terms of this Agreement; and (ii) ifIf, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.107.1, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 7.1 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 7.1 that had occurred shall be deemed cured for all purposes of this Agreement; and (bB) upon receipt by the Administrative Agent of written notice, on or prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower or Holdings intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or held by them, to terminate the Revolving Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until 7.1, unless such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubtprovided, no Credit Extension to the Borrower under the Revolving Facility Lender or Swingline Lender shall be required to make a Loan; no Local Fronting Lender shall be made for so long as required to make a Local Loan; no Issuing Lender shall be required to issue, extend, amend, renew or otherwise modify a Letter of Credit and no Local Fronting Lender shall be required to create, extend, amend, renew or otherwise modify an Acceptance, in each case, during such standstill period until the Borrower is not in compliance with has exercised its Cure Right and contributed the financial covenant set forth in Section 8.10 and such non-compliance has not been cured Cure Amount in accordance with the provisions of this Section 9.03. 8.02(a). (b) Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal consecutive fiscal-quarter period, period there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of the Revolving Facility Facilities and (iii) for purposes of this Section 9.038.2, the Cure Amount utilized shall be no greater than the minimum amount required for purposes of complying to remedy the applicable failure to comply with the financial covenant set forth in Section 8.10.7.1. |US-DOCS\115543490.9||

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 9.01 or 9.027.01, in the event that the Borrower fails to comply with the requirements of any of the financial covenant set forth in Section 8.10Financial Covenants with respect to any Calculation Period, then: (a) at any time after the last day of the relevant Calculation Period until the expiration of the fifteenth (15th) tenth Business Day subsequent to the date the relevant financial statements are on which a Compliance Certificate with respect to such Calculation Period is required to be delivered in accordance with respect Section 5.04(c) (such period commencing after the Calculation Period and ending prior to the expiration of such fiscal quarter pursuant to Section 7.01(a) or (btenth Business Day, the “Cure Period”), the Borrower Holdings shall have the right to receive cash capital contributions or issue Qualified Capital Stock to a Person other than a Subsidiary in the form of the Borrower or an Unrestricted Subsidiary common stock for cash (which cash Holdings shall promptly contribute to the Borrower as cash common equity) (collectively, the “Cure Right”), and upon the receipt by the Borrower of such cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter cash (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right, the calculation of Consolidated EBITDA of the Borrower as used in the financial covenant set forth in Section 8.10 Financial Covenants shall be recalculated giving effect to the following pro forma adjustmentsadjustment: (i) Consolidated EBITDA of the Borrower shall be increased for such fiscal quarter and each subsequent period containing such fiscal quarterincreased, solely for the purpose of measuring the financial covenant set forth in Section 8.10 Financial Covenants with respect to such Calculation Period (the “Initial Calculation Period”) and any subsequent Calculation Period that contains the last Fiscal Quarter of the Initial Calculation Period, and not for any other purpose under this Agreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters)Agreement, by an amount equal to the Cure Amount; and (ii) if, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 8.10Financial Covenants, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 8.10 Financial Covenants as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the financial covenant set forth in Section 8.10 Financial Covenants that had occurred shall be deemed cured for all the purposes of this Agreement; and; (b) upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Deadline”), that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not been cured in accordance with the provisions of this Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four (4) fiscal quarter period, consecutive Fiscal Quarter period of Holdings there shall be at least two (2) fiscal quarters Fiscal Quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in respect of which the Cure Right is exercised during the term of this Agreement, the Revolving Facility and Cure Right shall not be exercised more than four times, (iii) for purposes of this Section 9.037.02, the Cure Amount utilized shall be no greater than the minimum amount required for purposes of complying with the Financial Covenants for the relevant period, and any amounts in excess thereof shall not be deemed to be a Cure Amount, (iv) the Cure Amount received pursuant to any exercise of the Cure Right shall be disregarded for purposes of determining any financial covenant set forth ratio-based terms, the Available Amount and any available basket hereunder, and (v) the Cure Amount shall not result in Section 8.10any (x) reduction in Indebtedness for purposes of calculating compliance with any of the financial covenants hereunder or (y) increase in the amount of cash and Cash Equivalents that would otherwise be included in the calculation of Total Net Debt.