| Assignment Restriction · Transfer Restriction | Agreement may not be assigned without prior written consent of the other party; any assignment without consent is null and void | | source ↗ |
| Continuing Agreements in Full Force · Structural | Upon consummation, the LLC Agreement, Senior Credit Agreement, and related agreements remain in full force and effect | | source ↗ |
| No Significant Breach or Violation · Structural / Negative Covenant | Entering into this Agreement and the transaction shall not be or result in a Significant Breach or Significant Violation | | source ↗ |
| Put Right - Second Put Window Accrual Rate (exercise to payment) · Equity / Structural | Weighted average per annum return on NSM Capital as calculated as of the date the Put Right is exercised, compounded annually | | source ↗ |
| Put Right - Second Put Window Accrual Rate (post-First Put Window to exercise) · Equity / Structural | [***] per annum, compounded annually | | source ↗ |
| Put Right - First Put Window Waiver · Equity / Structural | Seller waives right to exercise Put Right in the First Put Window upon receipt of Purchase Price | | source ↗ |
