This Agreement amends and restates in its entirety the Existing Credit Agreement, and the Borrower and the Guarantors confirm that: the Existing Credit Agreement, the other Loan Documents and the Collateral for the Obligations thereunder (as all such capitalized terms are defined in the Existing Credit Agreement) have at all times, since the date of the execution and delivery of such documents, remained in full force and effect and continued to secure such obligations which are continued as the Obligations hereunder as amended hereby. The Loans hereunder are a continuation of the Loans under (and as such term is defined in) the Existing Credit Agreement. On the Closing Date the commitments, loans and participations in Letters of Credit in effect and outstanding under the Existing Credit Agreement shall be reallocated by the Administrative Agent to the Lenders in accordance with the Revolving Credit Commitments set forth in Schedule 1.1(B) . The Borrower, the Guarantors, the Administrative Agent, and the Lenders acknowledge and agree that the amendment and restatement of the Existing Credit Agreement and any Loan Documents expressly amended by this Agreement is not intended to constitute, nor does it constitute, a novation, interruption, suspension of continuity, satisfaction, discharge or termination of the obligations, loans, liabilities, or indebtedness under the Existing Credit Agreement and other Loan Documents thereunder or the collateral security therefor (except as such collateral security is expressly modified in accordance with this Agreement and the other Loan Document amended in connection therewith), and this Agreement and the other Loan Documents are entitled to all rights and benefits originally pertaining to the Existing Credit Agreement and the other Loan Documents (as defined in the Existing Credit Agreement). Notwithstanding that the Existing Credit Agreement is being amended and restated in its entirety by this Agreement, for purposes of the ADS Mexicana Credit Agreement, (i) the following defined terms as used in the ADS Mexicana Credit Agreement shall have the definitions (including any defined term used or referenced in such definition) as attributed to them in the Existing Credit Agreement: ESOP Compensation; ESOP Dividends on Unallocated Shares; Material Subsidiary; Permitted Acquisition (as used in the definition of Consolidated EBITDAE and Section 11.13 of the ADS Mexicana Credit Agreement); and Transactions, (ii) the references to the ADS Credit Agreement contained in the definition of Consolidated EBITDAE and Section 8.2.1(vi) of the ADS Mexicana Credit Agreement shall refer to the Existing Credit Agreement, and (iii) the Loan Parties acknowledge and agree that a separate Compliance Certificate shall be delivered under the ADS Mexicana Credit Agreement in connection with the determination of the Applicable Margin (as determined and defined under the ADS Mexicana Credit Agreement).