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Full title: Order Amending the DIP Credit Agreement to Extend the Scheduled Maturity Date and Certain Bankruptcy Milestones Therein (related document(s)568, 621, 655) Signed on 1/15/2021. (Attachments: # 1 Exhibit 1) (LMC) (Entered: 01/15/2021)

Document posted on Jan 14, 2021 in the bankruptcy, 4 pages and 0 tables.

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568] (the “Order Amending DIP Credit Agreement”), sections 105, 361, 362, 363, 364 and 507 of title 11 of the United States Code, 11 U.S.C. §§ 101, et seq.(as amended, the “Bankruptcy Code”), and Rules 2002, 4001, 6004 and 9014 of the Federal Rules of Bankruptcy Procedure (as amended, the “Bankruptcy Rules”), seeking the entry of an order amending that certain Senior Secured Superpriority Debtor-in-Possession Credit and Security Agreement (the “DIP Credit Agreement”), attached as Exhibit A to and approved by the Final Order Pursuant to 11 U.S.C. §§ 105, 361, 362, 363, 365 and 507, Bankruptcy Rules 2002, 4001, 6004 and 9014 1 The last four digits of YouFit Health Clubs, LLC’s tax identification number are 6607.[Docket No. 231] (the “Final DIP Order”), to extend (a) the Scheduled Maturity Date to the earlier of January 31, 2021 and the closing of a sale of substantially all of the Debtors’ assets in these chapter 11 cases (the “Sale”) and (b) the Bankruptcy Milestone pertaining to the closing of the Sale to January 31, 2021; and it appearing that this Court has jurisdiction to consider the Notice pursuant to 28 U.S.C. §§ 157 and 1334 and the Amended Standing Order of Reference from the United States District Court for the District of Delaware dated February 29, 2012; and it appearing that venue of these chapter 11 cases and the Notice in this district is proper pursuant to 28 U.S.C. §§ 1408 and 1409; and it appearing that this matter is a core proceeding pursuant to 28 U.S.C. § 157(b); and it appearing that proper and adequate notice has been given under the circumstances and in accordance with the Bankruptcy Rules and Local Rules and that no other or further notice is necessary; and after due deliberation thereon; and good and sufficient cause appearing therefor, IT IS HEREBY ORDERED THAT: 1. For the avoidance of doubt, nothing in this Order is intended to be nor shall alter, impair, or otherwise affect the claims, liens, and security interests, or the priority thereof, or the other rights and interests of the DIP Lenders and the DIP Agent under the Final DIP Order and the DIP Credit Documents or the Prepetition Secured Parties under the Final DIP Order and the Prepetition Credit Documents.The provisions of this Order, including all findings herein, shall be binding upon all parties in interest in these chapter 11 cases, including, without limitation, the DIP Lenders, the Committee, the Debtors and their respective successors and assigns (including any chapter 7 or chapter 11 trustee hereinafter appointed or elected for the estate of any of the Debtors, an examiner appointed pursuant to section 1104 of the Bankruptcy Code, or any other fiduciary appointed as a legal representative of any of the Debtors or with respect to the property of the estate of any of the Debtors) and shall inure to the benefit of the DIP Lenders and Debtors and their respective successors and assigns.

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IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: Chapter 11 YOUFIT HEALTH CLUBS, LLC, et al.,1 Case No. 20-12841 (MFW) Debtors. (Jointly Administered) Docket Ref. Nos. 568, 621 ORDER AMENDING THE DIP CREDIT AGREEMENT TO EXTEND THE SCHEDULED MATURITY DATE AND CERTAIN BANKRUPTCY MILESTONES THEREIN Upon the Notice of Proposed Amendment to DIP Credit Agreement [Docket No. 621] (the “Notice”)2 filed by the above-captioned debtors and debtors in possession (collectively, the “Debtors”), pursuant to the Order (I) Amending DIP Credit Agreement to Extend the Scheduled Maturity Date and Certain Bankruptcy Milestones Therein and (II) Granting Related Relief [Docket No. 568] (the “Order Amending DIP Credit Agreement”), sections 105, 361, 362, 363, 364 and 507 of title 11 of the United States Code, 11 U.S.C. §§ 101, et seq. (as amended, the “Bankruptcy Code”), and Rules 2002, 4001, 6004 and 9014 of the Federal Rules of Bankruptcy Procedure (as amended, the “Bankruptcy Rules”), seeking the entry of an order amending that certain Senior Secured Superpriority Debtor-in-Possession Credit and Security Agreement (the “DIP Credit Agreement”), attached as Exhibit A to and approved by the Final Order Pursuant to 11 U.S.C. §§ 105, 361, 362, 363, 365 and 507, Bankruptcy Rules 2002, 4001, 6004 and 9014 1 The last four digits of YouFit Health Clubs, LLC’s tax identification number are 6607. Due to the large number of debtor entities in these chapter 11 cases, a complete list of the debtor entities and the last four digits of their federal tax identification numbers is not provided herein. A complete list of such information may be obtained on the website of the claims and noticing agent at www.donlinrecano.com/yfhc. The mailing address for the debtor entities for purposes of these chapter 11 cases is: 1350 E. Newport Center Dr., Suite 110, Deerfield Beach, FL 33442. 2 Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Notice, the Order Amending DIP Credit Agreement, the Final DIP Order, and the DIP Credit Agreement.

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and Local Bankruptcy Rule 4001-2 (I) Authorizing the Debtors to Obtain Postpetition Senior Secured Superpriority Financing, (II) Authorizing the Debtors’ Limited Use of Cash Collateral, (III) Granting Adequate Protection to the Prepetition Secured Parties, and (IV) Granting Related Relief [Docket No. 231] (the “Final DIP Order”), to extend (a) the Scheduled Maturity Date to the earlier of January 31, 2021 and the closing of a sale of substantially all of the Debtors’ assets in these chapter 11 cases (the “Sale”) and (b) the Bankruptcy Milestone pertaining to the closing of the Sale to January 31, 2021; and it appearing that this Court has jurisdiction to consider the Notice pursuant to 28 U.S.C. §§ 157 and 1334 and the Amended Standing Order of Reference from the United States District Court for the District of Delaware dated February 29, 2012; and it appearing that venue of these chapter 11 cases and the Notice in this district is proper pursuant to 28 U.S.C. §§ 1408 and 1409; and it appearing that this matter is a core proceeding pursuant to 28 U.S.C. § 157(b); and it appearing that proper and adequate notice has been given under the circumstances and in accordance with the Bankruptcy Rules and Local Rules and that no other or further notice is necessary; and after due deliberation thereon; and good and sufficient cause appearing therefor, IT IS HEREBY ORDERED THAT: 1. Without further order of the Court: a. The Scheduled Maturity Date under the DIP Credit Agreement is extended to the earlier of January 31, 2021 and the closing of the Sale, as such date may be extended pursuant to Section 2.3 of the DIP Credit Agreement, by amending the definition of “Scheduled Maturity Date” in the DIP Credit Agreement to read as follows:

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“Scheduled Maturity Date” means the date that is the earlier to occur of (i) the closing date of the Bankruptcy Sale and (ii) January 31, 2021, as such date may be extended pursuant to Section 2.3. b. The Bankruptcy Milestone under the DIP Credit Agreement pertaining to the closing of the Sale is extended to January 31, 2021, by amending Section 5.17(b)(viii) of the DIP Credit Agreement to replace “January 15, 2021” with “January 31, 2021.” c. The budget attached hereto as Exhibit 1 is the Approved DIP Budget. 2. The terms of the Final DIP Order are incorporated herein and made part of this Order. Except as expressly modified by this Order or by any other order of the Court, the Final DIP Order shall remain unchanged and in full force and effect. All factual and other findings and conclusions of law contained in the Final DIP Order shall remain fully applicable. Nothing in this Order shall impact the finality of the Final DIP Order. 3. For the avoidance of doubt, nothing in this Order is intended to be nor shall alter, impair, or otherwise affect the claims, liens, and security interests, or the priority thereof, or the other rights and interests of the DIP Lenders and the DIP Agent under the Final DIP Order and the DIP Credit Documents or the Prepetition Secured Parties under the Final DIP Order and the Prepetition Credit Documents. 4. The provisions of this Order, including all findings herein, shall be binding upon all parties in interest in these chapter 11 cases, including, without limitation, the DIP Lenders, the Committee, the Debtors and their respective successors and assigns (including any chapter 7 or chapter 11 trustee hereinafter appointed or elected for the estate of any of the Debtors, an examiner appointed pursuant to section 1104 of the Bankruptcy Code, or any other fiduciary appointed as a

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legal representative of any of the Debtors or with respect to the property of the estate of any of the Debtors) and shall inure to the benefit of the DIP Lenders and Debtors and their respective successors and assigns. 5. The Court shall retain jurisdiction to implement, interpret, and enforce the provisions of this Order, and such retention of jurisdiction shall survive the confirmation and consummation of any chapter 11 plan for any one or more of the Debtors notwithstanding the terms or provisions of any such chapter 11 plan or any order confirming any such chapter 11 plan. Such jurisdiction shall be exclusive in accordance with Paragraph 37 of the DIP Order. Dated: January 15th, 2021