EX-10.1





 Exhibit 10.1 

AMENDMENT NO 1. TO TAX RECEIVABLE AGREEMENT 

This AMENDMENT NO. 1 TO TAX RECEIVABLE AGREEMENT (this “Amendment”), dated as of April 9, 2021, is hereby entered into
by and among Open Lending Corporation (f/k/a Nebula Parent Corp.), a Delaware corporation (“Parent”), the person listed as the Blocker Holder on the signature pages hereto (the “Blocker Holder”) and the undersigned
persons listed as Beneficiaries on the signature pages hereto, with respect to the Tax Receivable Agreement, dated as of June 10, 2020 (as amended, restated, supplemented and/or otherwise modified from time to time the
“Agreement”), by and among Parent, the Blocker Holder, the Beneficiaries and certain other parties thereto. 
 RECITALS

 WHEREAS, Parent, the Blocker Holder, the Beneficiaries (including the undersigned Beneficiaries) and certain other persons are party
to the Agreement; 
 WHEREAS, pursuant to Section 7.6 of the Agreement, the Agreement may be amended if such amendment is approved in
writing by Parent and by the Beneficiaries or the Blocker Holder who would be entitled to receive at least two-thirds of the Early Termination Payments payable to all Beneficiaries and the Blocker Holder
thereunder if the Company had exercised its right of early termination under Section 4.2 thereof (such persons, the “Requisite Holders”); provided that no such amendment shall be effective if such amendment will have a
materially disproportionate effect on the payments certain Beneficiaries or the Blocker Holder may receive under this Agreement unless certain other conditions are met; 

WHEREAS, the Blocker Holder and the undersigned Beneficiaries constitute the Requisite Holders; 

WHEREAS, Parent has determined that this Amendment will not have a materially disproportionate effect on the payments any of the Beneficiaries
or the Blocker Holder may receive under the Agreement; and 
 WHEREAS, Parent and the undersigned Requisite Holders desire to amend the
Agreement as set forth herein. 
 NOW, THEREFORE, in consideration of the foregoing and the respective covenants and agreements set forth
herein, and intending to be legally bound hereby, Parent, the Blocker Holder and the undersigned Beneficiaries agree as follows: 

1.     Amendment of Agreement. This Amendment shall be deemed an amendment to the Agreement and shall become
effective and binding upon each of the parties to the Agreement in accordance with its terms when executed and delivered by Parent and the Requisite Holders. To the extent there is a conflict or inconsistency between the terms of this Amendment and
the terms of the Agreement, the terms of this Amendment will control. Unless otherwise specifically defined herein or as may otherwise be specified, each capitalized term used herein (including the preamble and recitals hereto) but not otherwise
defined herein shall have the meaning assigned to such term in the Agreement. Each reference in the Agreement to “this Agreement”, “hereunder”, “hereby”, “hereof” or words of like import shall mean and be a
reference to the Agreement as amended and supplemented by this Amendment. Except as expressly modified by this Amendment, the Agreement shall remain in full force and effect in accordance with its terms. 












 2.     Amount of Payment. Section 4.4(b) of the Agreement is
hereby amended and restated in its entirety as follows: 
 (b)     Amount of Payment. The “Early
Termination Payment” payable to a Beneficiary or the Blocker Holder pursuant to Section 4.4(a) shall equal 40% of all Tax Benefit Payments (other than any Actual Interest Amounts) that would be required to be paid by Parent to
such Beneficiary or the Blocker Holder, beginning from the Early Termination Effective Date and using the Valuation Assumptions. 

3.     Valuation Assumptions. Clause (6) in the definition of “Valuation Assumptions” in
Section 1.1. of the Agreement is hereby amended and restated in its entirety as follows: 
 (6)    any payment
obligations pursuant to this Agreement will be satisfied on January 20th of the year following the date that any Tax Return to which such payment obligation relates is required to be filed
excluding any extensions. 
 4.     Early Termination Rate. The definition of “Early Termination
Rate” in Section 1.1. of the Agreement is hereby deleted in its entirety. 
 5.     Early Termination
Notice. Section 4.3 of the Agreement is hereby amended and restated in its entirety as follows: 

4.3    Early Termination Notice. If Parent chooses to exercise its right of early termination under
Section 4.2 above, Parent shall deliver to the Beneficiaries and the Blocker Holder a notice of Parent’s decision to exercise such right (an “Early Termination Notice”) and a schedule (the “Early Termination
Schedule”) showing the amount of the Early Termination Payment. The date on which the Early Termination Notice and the Early Termination Schedule are delivered in accordance with this Section 4.3 shall be the “Early
Termination Reference Date.” 
 6.     Representation and Warranty of Parent. Parent represents and
warrants to the other parties hereto that the execution and delivery by Parent of this Amendment has been duly and validly authorized by all necessary corporate action on the part of Parent. 

7.     Representation and Warranty of the Blocker Holder. The Blocker Holder represents and warrants to the other
parties hereto that the execution and delivery by the Blocker Holder of this Amendment has been duly and validly authorized by all necessary limited partnership action on the part of the Blocker Holder. 

8.     Representation and Warranty of the Beneficiaries. Each undersigned Beneficiary that is an entity and not an
individual represents and warrants, solely on behalf of itself, to the other parties hereto that the execution and delivery by such Beneficiary of this Amendment has been duly and validly authorized by all necessary corporate or other applicable
company action on the part of such Beneficiary. 

  
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 9.     Counterparts. This Amendment may be executed in one or
more counterparts, all of which shall be considered one and the same agreement and shall become effective when one or more counterparts have been signed by each of the parties hereto and delivered to the other parties hereto, it being understood
that all parties hereto need not sign the same counterpart. Delivery of an executed signature page to this Amendment by facsimile transmission or electronic mail shall be as effective as delivery of a manually signed counterpart of this Amendment.

 10.     Entire Agreement; No Third Party Beneficiaries. This Amendment and the Agreement constitute the entire
agreement and supersede all prior agreements and understandings, both written and oral, among the parties to the Agreement with respect to the subject matter hereof. This Amendment shall be binding upon and inure solely to the benefit of the parties
to the Agreement and their respective successors and permitted assigns, and nothing in this Amendment, express or implied, is intended to or shall confer upon any other Person any right, benefit or remedy of any nature whatsoever under or by reason
of this Amendment; provided, that the Beneficiary Representative shall be a third party beneficiary entitled to enforce this Amendment. 

11.     Governing Law. This Amendment shall be governed by, and construed in accordance with, the law of the State
of Delaware, without regard to the conflicts of laws principles thereof that would mandate the application of the laws of another jurisdiction. 

12.     Severability. If any term or other provision of this Amendment is invalid, illegal or incapable of being
enforced by any law or public policy, all other terms and provisions of this Amendment shall nevertheless remain in full force and effect so long as the economic or legal substance of the transactions contemplated hereby is not affected in any
manner materially adverse to any party. Upon such determination that any term or other provision is invalid, illegal or incapable of being enforced, the Parties hereto shall negotiate in good faith to modify this Amendment so as to effect the
original intent of the Parties as closely as possible in an acceptable manner in order that the transactions contemplated hereby are consummated as originally contemplated to the greatest extent possible. 

13.     Successors; Waiver. 

(a)     Successors. All of the terms and provisions of this Amendment shall be binding upon, and shall inure to the
benefit of and be enforceable by, the parties to the Agreement and their respective successors, assigns, heirs, executors, administrators and legal representatives. Parent shall require and cause any direct or indirect successor (whether by
purchase, merger, consolidation or otherwise) to all or substantially all of the business or assets of Parent, by written agreement, expressly to assume and agree to perform this Amendment in the same manner and to the same extent that Parent would
be required to perform if no such succession had taken place. 
 (b)     Waiver. No failure by any Party to
insist upon the strict performance of any covenant, duty, agreement, or condition of this Amendment, or to exercise any right or remedy consequent upon a breach thereof, shall constitute a waiver of any such breach or any other covenant, duty,
agreement, or condition. 

  
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 14.     Titles and Subtitles. The headings and titles of the
sections and subsections of this Amendment are for convenience of reference only and are not to be considered in construing this Amendment. 

[Signature Page Follows] 

  
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 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	PARENT:
	
	OPEN LENDING CORPORATION
		
	By:	 	 /s/ Charles Jehl

		 	Name: Charles Jehl
		 	Title:   Chief Financial Officer



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BLOCKER HOLDER:
	
	BREGAL SAGEMOUNT I, L.P.
	
	For and on behalf of Bregal Sagemount I, L.P., acting by its general partner Bregal North America General Partner Jersey Limited
		
	By:	 	 /s/ Colin James Dow

	Name:	 	Colin James Dow
	Title:	 	Director
		
	By:	 	 /s/ Paul Andrew Bradshaw

	Name:	 	Paul Andrew Bradshaw
	Title:	 	Director



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY (if such Person is an entity):
		
	By:	 	  

	Name:	 	
	Title:	 	
	
	BENEFICIARY (if such Person is an individual):
	
	 /s/ John J. Flynn

	Name:	 	John J. Flynn



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY (if such Person is an entity):
		
	By:	 	
                     
                                        


	Name:	 	
	Title:	 	
	
	BENEFICIARY (if such Person is an individual):
	
	 /s/ Ross M. Jessup

	Name: Ross M. Jessup



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY (if such Person is an entity):
	  Bregal Investments, Inc.
		
	By:	 	 /s/ Michelle S. Riley

	Name:	 	Michelle S. Riley
	Title:	 	Secretary
	
	BENEFICIARY (if such Person is an individual):
	  

	Name:



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Aidan David Lawson 2018 Trust
		
	By:	 	 /s/ Brett Lawson

	Name:	 	Brett Lawson
	Title (if applicable): Trustee



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Ameriprise Trust FBO Craig A Meier Roth Contr. IRA
		
	By:	 	 /s/ Craig A Meier

	Name:	 	Craig A Meier
	Title (if applicable): Beneficiary



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Anthony Ciaccio
		
	By:	 	 /s/ Anthony Ciaccio

	Name:	 	Anthony Ciaccio
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Aristes Wilson
		
	By:	 	 /s/ Aristes Wilson

	Name:	 	Aristes Wilson
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Bee Cave Capital, LLC
		
	By:	 	 /s/ Kurt R. Wilkin

	Name:	 	Kurt R. Wilkin
	Title (if applicable): Member



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Bobby Johnson
		
	By:	 	 /s/ Bobby Johnson

	Name:	 	Bobby Johnson
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Charles B Garren Jr & Michele T Garren
		
	By:	 	 /s/ Charles B Garren Jr & Michele T Garren

	Name:	 	Charles B Garren Jr & Michele T Garren
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Charles R Peissel
		
	By:	 	 /s/ Charles R Peissel

	Name:	 	Charles R Peissel
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Christy May
		
	By:	 	 /s/ Christy May

	Name:	 	Christy May
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Craig A Meier
		
	By:	 	 /s/ Craig A Meier

	Name:	 	Craig A Meier
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Daniel E Lopez
		
	By:	 	 /s/ Daniel E Lopez

	Name:	 	Daniel E Lopez
	Title (if applicable): Self



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	David Carman
		
	By:	 	 /s/ David Carman

	Name:	 	David Carman
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	David May
		
	By:	 	 /s/ David May

	Name:	 	David May
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	David Rodriguez
		
	By:	 	 /s/ David Rodriguez

	Name:	 	David Rodriguez
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Dorothy B Miller Estate
		
	By:	 	 /s/ Martin Miller

	Name:	 	Martin Miller
	Title (if applicable): Executor



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Drue Goodale
		
	By:	 	 /s/ Drue Goodale

	Name:	 	Drue Goodale
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Echo Bay, Ltd.
		
	By:	 	 /s/ REx Bohls

	Name:	 	REx Bohls
	Title (if applicable): Pres. of Gen. Ptr.



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Elizabeth Schmidt
		
	By:	 	 /s/ Elizabeth Schmidt

	Name:	 	Elizabeth Schmidt
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	EWMW Limited Partnership
		
	By:	 	 /s/ Richard F. Watkins

	Name:	 	Richard F. Watkins
	Title (if applicable): General Partner



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	FAI-OL Investors, LLC
		
	By:	 	 /s/ Gary J. Davis

	Name:	 	Gary J. Davis
	Title (if applicable): Manager



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Finn Kennedy
		
	By:	 	 /s/ Finn Kennedy

	Name:	 	Finn Kennedy
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	George Belokas
		
	By:	 	 /s/ George Belokas

	Name:	 	George Belokas
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	George S.Bayoud Jr.
		
	By:	 	 /s/ George S. Bayoud Jr.

	Name:	 	George S. Bayoud Jr.
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Greg Block
		
	By:	 	 /s/ Greg Block

	Name:	 	Greg Block
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Gregory A. Peters
		
	By:	 	 /s/ Gregory A. Peters

	Name:	 	Gregory A. Peters
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Harry B. Friedman, II
		
	By:	 	 /s/ Harry B. Friedman, II

	Name:	 	Harry B. Friedman, II
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Highgate Power
		
	By:	 	 /s/ Ralph Abendshein

	Name:	 	Ralph Abendshein
	Title (if applicable): Manager



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	James C. Bohls
		
	By:	 	 /s/ James C. Bohls

	Name:	 	James C. Bohls
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Jane Bohls Trust
		
	By:	 	 /s/ Rex Bohls

	Name:	 	Rex Bohls


 
			
	Title (if applicable): Trustee



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Janes W. Shaddix
		
	By:	 	 /s/ James W. Shaddix

	Name:	 	James W. Shaddix


 
			
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	JMNSM Living Trust dated March 1, 2013
		
	By:	 	 /s/ Joshua Becker

	Name:	 	Joshua Becker


 
			
	Title (if applicable): Trustee



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Joanne Grigsby
		
	By:	 	 /s/ Joanne Grigsby

	Name:	 	Joanne Grigsby
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	John Bricker
		
	By:	 	 /s/ John Bricker

	Name:	 	John Bricker
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	John Clinton Jones
		
	By:	 	 /s/ John Clinton Jones

	Name:	 	John Clinton Jones
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	John R Hook Jr
		
	By:	 	 /s/ John R Hook Jr

	Name:	 	John R Hook Jr
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	MERLE HOOK
		
	By:	 	 /s/ JOHN HOOK, SR

	Name:	 	JOHN HOOK, SR
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	John N. Crew
		
	By:	 	 /s/ John N. Crew

	Name:	 	John N. Crew
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Julie Nielsen
		
	By:	 	 /s/ Julie Nielsen

	Name:	 	Julie Nielsen
	Title (if applicable): VP Channel Partnerships



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Keith Jezek
		
	By:	 	 /s/ Keith Jezek

	Name:	 	Keith Jezek
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Kelly Haas
		
	By:	 	 /s/ Kelly Haas

	Name:	 	Kelly Haas
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Kruse Farms, LP
		
	By:	 	 /s/ William Kruse

	Name:	 	William Kruse
	Title (if applicable): Manager



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Kurt Wilkin
		
	By:	 	 /s/ Kurt Wilkin

	Name:	 	Kurt Wilkin
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Kyle D. Cottington
		
	By:	 	 /s/ Kyle D. Cottington

	Name:	 	Kyle D. Cottington
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Laurie Black
		
	By:	 	 /s/ Laurie Black

	Name:	 	Laurie Black
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Leslie Haydon
		
	By:	 	 /s/ Leslie Haydon

	Name:	 	Leslie Haydon
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Linda Claborn
		
	By:	 	 /s/ Linda Claborn

	Name:	 	Linda Claborn
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Linda Roberts
		
	By:	 	 /s/ Linda Roberts

	Name:	 	Linda Roberts
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Lindsey Investments LLC
		
	By:	 	 /s/ C.M. Lindsey

	Name:	 	C.M. Lindsey
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Lloyd H Griffin, III
		
	By:	 	 /s/ Lloyd H Griffin, III

	Name:	 	Lloyd H Griffin, III
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	LLOYD H GRIFFIN JR
		
	By:	 	 /s/ LLOYD GRIFFIN JR

	Name:	 	LLOYD GRIFFIN JR
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Marc Jessup
		
	By:	 	 /s/ Marc Jessup

	Name:	 	Marc Jessup
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Maria Suzanne Roberts 2018 Trust
		
	By:	 	 /s/ Brett Lawson

	Name:	 	Brett Lawson
	Title (if applicable): Trustee



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Mark Carter
		
	By:	 	 /s/ Mark Carter

	Name:	 	Mark Carter
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Mark Hamilton (nee Cartwright)
		
	By:	 	 /s/ Mark Hamilton

	Name:	 	Mark Hamilton
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Mark Solomon
		
	By:	 	 /s/ Mark Solomon

	Name:	 	Mark Solomon
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Mary Watkins
		
	By:	 	 /s/ Mary Watkins

	Name:	 	Mary Watkins
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Matt Coscia
		
	By:	 	 /s/ Matt Coscia

	Name:	 	Matt Coscia
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Matthew Roe
		
	By:	 	 /s/ Matthew Roe

	Name:	 	Matthew Roe
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Max M Miller Residuary Testamentary Trust
		
	By:	 	 /s/ Martin M Miller

	Name:	 	Martin M Miller
	Title (if applicable): Trustee



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Karen Michelle McLeod
		
	By:	 	 /s/ Karen Michelle McLeod

	Name:	 	Karen Michelle McLeod
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Bobby Johnson
		
	By:	 	 /s/ Robert E Johnson

	Name:	 	Robert E Johnson
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Nori Vaccari Starck
		
	By:	 	 /s/ Nori Vaccari Starck

	Name:	 	Nori Vaccari Starck
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Open Lending Opportunity Partners, LP
		
	By:	 	 /s/ Richard F. Watkins

	Name:	 	Richard F. Watkins
	Title (if applicable): Manager



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Open Mortgage, LLC
		
	By:	 	 /s/ Scott Gordon

	Name:	 	Scott Gordon
	Title (if applicable): CEO



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Peter Kallodaychsak
		
	By:	 	 /s/ Peter Kallodaychsak

	Name:	 	Peter Kallodaychsak
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Plan B Options, LP, by Pirity Partners,LLC
		
	By:	 	 /s/ Joseph A. Hoffman

	Name:	 	Joseph A. Hoffman
	Title (if applicable): Vice President



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	R. Steve Letbetter
		
	By:	 	 /s/ R. Steve Letbetter

	Name:	 	R. Steve Letbetter
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Remick Interests
		
	By:	 	 /s/ Dan M Remick

	Name:	 	Dan M Remick
	Title (if applicable): General Partner



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Rex Bohls
		
	By:	 	 /s/ REx Bohls

	Name:	 	REx Bohls
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Richard F. Watkins
		
	By:	 	 /s/ Richard F. Watkins

	Name:	 	Richard F. Watkins
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Robbin Gordon
		
	By:	 	 /s/ Robbin Gordon

	Name:	 	Robbin Gordon
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	N/a
		
	By:	 	 /s/ Robert L Kay

	Name:	 	Robert L Kay
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Robert Rader
		
	By:	 	 /s/ Robert K. Rader

	Name:	 	Robert K. Rader
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Robert Wilson
		
	By:	 	 /s/ Robert Wilson

	Name:	 	Robert Wilson
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Suzanne Liles, Christine McMorris, Kimberly Warren
		
	By:	 	 /s/ Robertta J. Ligon

	Name:	 	Robertta J. Ligon
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Toss JESSUP
		
	By:	 	 /s/ Ross JESSUP

	Name:	 	Ross JESSUP
	Title (if applicable): Ross JESSUP



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Ryan and Rachel Collins
		
	By:	 	 /s/ Ryan and Rachel Collins

	Name:	 	Ryan and Rachel Collins
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Sarah Lackey
		
	By:	 	 /s/ Sarah Lackey

	Name:	 	Sarah Lackey
	Title (if applicable): CTO



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Scott Gordon
		
	By:	 	 /s/ Scott Gordon

	Name:	 	Scott Gordon
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Stephanie Dawson
		
	By:	 	 /s/ Stephanie Dawson

	Name:	 	Stephanie Dawson
	Title (if applicable): SVP



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Steve harren
		
	By:	 	 /s/ Steve Harren

	Name:	 	Steve Harren
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Steven Martin
		
	By:	 	 /s/ Steven Martin

	Name:	 	Steven Martin
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Stewart Devers Jarmon
		
	By:	 	 /s/ Stewart Devers Jarmon

	Name:	 	Stewart Devers Jarmon
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	T. Hartley Hall, V
		
	By:	 	 /s/ T. Hartley Hall, V

	Name:	 	T. Hartley Hall, V
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	The Kirsits Living Trust
		
	By:	 	 /s/ Joseph E. Kirsits

	Name:	 	Joseph E. Kirsits
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Tom Rice
		
	By:	 	 /s/ Tom Rice

	Name:	 	Tom Rice
	Title (if applicable): SVP-National Sales



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Tom Wunderlick
		
	By:	 	 /s/ Tom Wunderlick

	Name:	 	Tom Wunderlick
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Toni Vawter
		
	By:	 	 /s/ Toni Vawter

	Name:	 	Toni Vawter
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Travis somerville
		
	By:	 	 /s/ Travis somerville

	Name:	 	Travis somerville
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Trey Herschap
		
	By:	 	 /s/ Trey Herschap

	Name:	 	Trey Herschap
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	TROUSDALE VENTURE PARTNERS, LLC
		
	By:	 	 /s/ Phillip Sarofim

	Name:	 	Phillip Sarofim
	Title (if applicable): Managing Member



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Wendy Lawrence
		
	By:	 	 /s/ Wendy Lawrence

	Name:	 	Wendy Lawrence
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	William Ward Greenwood
		
	By:	 	 /s/ William Ward Greenwood

	Name:	 	William Ward Greenwood
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement] 













 IN WITNESS WHEREOF, Parent and the other Persons party hereto have duly executed this
Amendment as of the date first written above. 
  

			
	BENEFICIARY:
	
	Name/Entity Name:
	Yvette Hallidy
		
	By:	 	 /s/ Yvette Hallidy

	Name:	 	Yvette Hallidy
	Title (if applicable):



  
 [Signature Page to
Amendment No. 1 to Tax Receivable Agreement]