THAT
PURSUANT TO THE REQUIREMENTS OF THE USA PATRIOT ACT, IT IS REQUIRED TO OBTAIN,
VERIFY AND RECORD INFORMATION THAT IDENTIFIES THE BORROWER, WHICH INFORMATION
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INCLUDES THE NAME AND ADDRESS OF THE BORROWER AND OTHER INFORMATION THAT WILL
ALLOW SUCH LENDER OR THE ADMINISTRATIVE AGENT, AS APPLICABLE, TO IDENTIFY THE
BORROWER IN ACCORDANCE WITH THE USA PATRIOT ACT.
SECTION 9.18. INTERCREDITOR AGREEMENT. REFERENCE IS MADE TO THE INTERCREDITOR
AGREEMENT. EACH LENDER HEREUNDER (A) ACKNOWLEDGES THAT IT HAS RECEIVED A COPY OF
THE INTERCREDITOR AGREEMENT, (B) CONSENTS TO THE SUBORDINATION OF LIENS PROVIDED
FOR IN THE INTERCREDITOR AGREEMENT, (C) AGREES THAT IT WILL BE BOUND BY AND WILL
TAKE NO ACTIONS CONTRARY TO THE PROVISIONS OF THE INTERCREDITOR AGREEMENT AND
(D) AUTHORIZES AND INSTRUCTS THE COLLATERAL AGENT TO ENTER INTO THE
INTERCREDITOR AGREEMENT AS COLLATERAL AGENT AND ON BEHALF OF SUCH LENDER. THE
FOREGOING PROVISIONS ARE INTENDED AS AN INDUCEMENT TO THE LENDERS UNDER THE
FIRST LIEN CREDIT AGREEMENT TO EXTEND CREDIT TO THE BORROWER AND SUCH LENDERS
ARE INTENDED THIRD PARTY BENEFICIARIES OF SUCH PROVISIONS.
[Remainder of page intentionally left blank]
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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly
executed by their respective authorized officers as of the day and year first
above written.
WEIGHTWATCHERS.COM, INC.,
By
/s/ DAVID P. KIRCHHOFF
Name: David P. Kirchhoff
Title:
CEO & President
CREDIT SUISSE, CAYMAN ISLANDS
BRANCH, individually and as
Administrative Agent and Collateral Agent,
By
/s/ ROBERT HETU
Name: Robert Hetu
Title:
Director
By
/s/ CASSANDRA DROOGAN
Name: Cassandra Droogan
Title:
Associate
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BAYERISHE HYPO-UND VEREINSBANK AG,
NEW YORK BRANCH
As Lender
By
/s/ MARTHA G. MARTINEZ
Name: Martha G. Martinez
Title:
Associate Director
By
/s/ JENNIFER LARROW
Name: Jennifer Larrow
Title:
Associate Director
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MIZUHO CORPORATE BANK, LTD.
As Lender
By
/s/ JAMES FAYEN
Name: James Fayen
Title:
Deputy General Manager
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