This Amendment shall become effective on the date when the Administrative Agent or Wells Fargo Securities, LLC (“ Wells Fargo Securities ”), as applicable, shall have received (a) counterparts of this Amendment executed by the Borrowers, the Guarantor and all of the Lenders (including the Exiting Lenders) and (b) payment of all fees, costs and expenses set forth in Sections 9(a) and (b)  of this Amendment.