Extract to table

Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Payoff Letter or, if not defined therein, in the Existing Credit Agreement

Upon repayment in full of the First Lien Term Loan and satisfaction of all other obligations under the Existing Credit Agreement as contemplated herein and in the Payoff Letter, the commitment under the Revolving Credit Facility shall be permanently terminated in its entirety

05(a) of the Existing Credit Agreement was irrevocably waived by the requisite Lenders, and accordingly, no prepayment premium, make-whole amount, or similar charge shall be payable in connection with the repayment contemplated herein

To the extent any residual fee amounts remain outstanding following the closing, Atlas Meridian reserves the right to separately invoice Nexford for such amounts, which shall remain payable obligations of Nexford notwithstanding the repayment of the First Lien Term Loan

In the event that the actual closing date differs from the Anticipated Closing Date, the Payoff Amount shall be adjusted on a dollar-for-dollar basis using the per diem interest accrual set forth below

4 Satisfaction and Discharge Atlas Meridian hereby confirms that, upon receipt of the full Payoff Amount (as finally determined) in immediately available funds in accordance with the wire transfer instructions set forth in Section 3 below, all Obligations (as defined in the Existing Credit Agreement) of Nexford and the Guarantors arising under or in connection with the Existing Credit Agreement, the Security Agreement, the Pledge Agreement, and each other Loan Document (as defined therein) shall be deemed irrevocably satisfied, paid, and discharged in full, and all commitments of the Lenders under the Existing Credit Agreement shall be permanently terminated