Each Initial Forbearing Holder hereby severally, and not jointly, represents and warrants to the Issuer and the Guarantors that: (i) it is the beneficial owner and/or investment advisor or manager of discretionary accounts for the holders or beneficial owners of the aggregate principal amount of the Notes set forth opposite such Initial Forbearing Holder’s name on Exhibit B hereto (the “ Subject Notes ”); (ii) it has the power and authority to enter into this Agreement and perform its obligations hereunder and to act or act on behalf of, vote, and direct the Trustee and the Collateral Trustee as to matters concerning the Subject Notes; and (iii) it has the sole and legal right, power and authority to dispose of the Subject Notes.