Contract analysis

Section 1: Representations and Warranties — Amended Credit Agreement The undersigned has reviewed the representations and warranties of the Borrower and the Guarantors set forth in Article V of the Amended Credit Agreement, dated as of December 1, 2023, among the Company, the Guarantors party thereto, Pinnacle National Bank, N.A., as Administrative Agent and Collateral Agent, and the Lenders party thereto. For purpos

Section 2: Representations and Warranties — Super-Priority Credit Agreement The undersigned has reviewed the representations and warranties of the Borrower and the Guarantors set forth in Article V of the Super-Priority Credit Agreement, dated as of November 17, 2023, among the Company, the Guarantors party thereto, and Belvedere Credit Opportunities Fund LP, as Administrative Agent, Collateral Agent, and Initial Len

Section 3: No Default or Event of Default The undersigned hereby certifies that, after giving pro forma effect to each of the following transactions contemplated to occur on or prior to December 19, 2023, including: (a) the amendment and restatement of the First Lien Credit Agreement (originally dated as of December 15, 2017) pursuant to the Amended Credit Agreement and that certain Amendment No. 1 Cover Agreement, e

Section 4: Satisfaction of Closing Conditions The undersigned hereby certifies that all conditions precedent to (i) the effectiveness of the Amended Credit Agreement and the Amendment No. 1 Cover Agreement, and (ii) the initial funding under the Super-Priority Credit Agreement, have been satisfied or, where expressly permitted by the terms of the applicable Credit Agreement, waived in writing by the applicable partie

Section 5: Pro Forma Capitalization Summary The undersigned certifies that the following table accurately reflects the post-restructuring capital structure of the Company and its Subsidiaries as of the Closing Date, after giving pro forma effect to all of the transactions described herein: The total post-restructuring funded debt of $375.0 million represents a reduction of approximately $100.1 million from the pre-re

Section 6: Post-Closing Equity Ownership The undersigned confirms that, after giving pro forma effect to the transactions occurring on the Closing Date, including the equitization of the mezzanine notes and the receipt of the new cash equity contribution from Ridgeline Capital Partners Fund III, L.P., the common equity ownership of the Company is as follows: The Board of Directors of the Company, effective as of the

Section 7: Governing Law This Certificate shall be governed by, and construed and interpreted in accordance with, the laws of the State of New York, without giving effect to any choice-of-law or conflict-of-law rules or provisions (whether of the State of New York or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than the State of New York. [Remainder of page intentiona