Common use of Additional Interest Under Certain Circumstances Clause in Contracts

Additional Interest Under Certain Circumstances. (a) The Company shall pay additional interest (the “Additional Interest”) to the Holders of New Notes that are Registrable Securities as follows if any of the following events occur (each such event in clauses (i) through (iv) below a “Registration Default”) (i) the Resale Shelf Registration Statement is not filed with the Commission within 90 days after the Plan Effective Date; (ii) the Resale Shelf Registration Statement has not been declared effective by the Commission within 180 days after the Plan Effective Date; (iii) the Resale Shelf Registration Statement is declared effective by the Commission but (A) the Resale Shelf Registration Statement thereafter ceases to be effective or (B) the Resale Shelf Registration Statement or the related Prospectus ceases to be usable in connection with resales of Registrable Securities because (1) any event occurs as a result of which the Prospectus forming part of such Resale Shelf Registration Statement would include any untrue statement of a material fact or omit to state any material fact necessary to make the statements therein in the light of the circumstances under which they were made not misleading, (2) it shall be necessary to amend such Resale Shelf Registration Statement or supplement the related Prospectus, to comply with the Securities Act or the Exchange Act or the respective rules thereunder or (3) such Resale Shelf Registration Statement has expired before a replacement Resale Shelf Registration Statement has become effective; or (iv) the aggregate duration of the Suspension Period in any period exceeds the number of days permitted in respect of such period pursuant to Section 1(d) hereof. Each of the foregoing will constitute a Registration Default whatever the reason for any such event and whether it is voluntary or involuntary or is beyond the control of the Company or pursuant to operation of law or as a result of any action or inaction by the Commission. The Company shall pay Additional Interest to the Holders of the New Notes that are Registrable Securities over and above the interest set forth in the title of the New Notes from and including the date on which any such Registration Default shall occur to but excluding the date on which all such Registration Defaults have been cured. Additional Interest will be paid in PIK Notes or cash, as provided in Section 5(c) below, and will accrue at a rate of 0.1% (one tenth of one percent) of the principal amount of such New Notes per month (the “Additional Interest Rate”). Notwithstanding the foregoing or anything below in this Section 5, and except in the event of a Registration Default referred to in Section 5(a)(i), upon the occurrence of which Additional Interest shall be accrued with respect to all Holders of the New Notes that are Registrable Securities, Additional Interest shall not accrue with respect to any Holder that (i) is not an Electing Holder and (ii) is not named as a selling securityholder in the Resale Shelf Registration Statement.

Additional Interest Under Certain Circumstances. (a) The Company shall pay additional interest If (the “Additional Interest”) to the Holders of New Notes that are Registrable Securities as follows if any of the following events occur (each such event in clauses (i) through (iv) below a “Registration Default”) (ii)(A) the Resale Shelf Registration Statement is Registered Exchange Offer has not filed with the Commission within 90 days after the Plan Effective Date; been consummated or (iiB) the Resale a Shelf Registration Statement has not been declared effective by the Commission within 180 days Commission, in each case, on or prior to the 365th day after the Plan Effective Issue Date; , or (iiiii) the Resale if applicable, a Shelf Registration Statement is has been declared effective but shall thereafter cease to be effective at any time (other than because of the sale of all of the Transfer Restricted Securities registered thereunder) (each such events a “Registration Default”), then additional interest (“Additional Interest”) shall accrue on the principal amount of the Initial Securities at a rate of 0.25% per annum (which rate will be increased by an additional 0.25% per annum for each subsequent 90-day period that such Additional Interest continues to accrue; provided that the Commission but rate which such Additional Interest accrues may in no event exceed 1.00% per annum) (Asuch Additional Interest to be calculated by PBF) commencing on (x) the Resale 366th day after the Issue Date, in the case of clause (i) above, or (y) the day such Shelf Registration ceases to be effective, in the case of clause (ii) above; provided, however, that upon the exchange of the Exchange Securities for all Transfer Restricted Securities tendered, or upon the effectiveness of the applicable Shelf Registration Statement thereafter ceases which has not become, or had ceased to be effective or (B) remain, effective, Additional Interest on the Resale Shelf Registration Statement or the related Prospectus ceases to be usable Initial Securities in connection with resales respect of Registrable Securities because (1) any event occurs which such events relate as a result of which such clause (or the Prospectus forming part relevant subclause thereof), as the case may be, shall cease to accrue. Notwithstanding any other provisions of such Resale this Section 6, the Company shall not be obligated to pay Additional Interest provided in Section 6(a)(i)(B) and (a)(ii) during a Shelf Suspension Period permitted by Section 2(b). The remedies set forth in this Section 6(a) shall constitute liquidated damages and shall be the sole and exclusive remedy of the Holders for each and any Registration Statement would include any untrue statement Default pursuant to this Agreement. No Holder of a material fact or omit Transfer Restricted Security who has not furnished information to state any material fact necessary to make the statements therein PBF in the light of the circumstances under which they were made not misleading, (2accordance with Section 3(n) it hereof shall be necessary entitled to amend such Resale Shelf Registration Statement or supplement the related Prospectus, Additional Interest with respect to comply with the Securities Act or the Exchange Act or the respective rules thereunder or (3) such Resale Shelf Registration Statement has expired before a replacement Resale Shelf Registration Statement has become effective; or (iv) the aggregate duration of the Suspension Period in any period exceeds the number of days permitted in respect of such period pursuant to Section 1(d) hereof. Each of the foregoing will constitute a Registration Default whatever in connection with a Shelf Registration and no Holder who was eligible to exchange such Holder’s outstanding Initial Securities at the reason time the Registered Exchange Offer was pending and consummated and failed to validly tender such Initial Securities for any such event and whether it is voluntary or involuntary or is beyond the control of the Company or exchange pursuant to operation of law or as a result of the Registered Exchange Offer shall be entitled to receive any action or inaction by the Commission. The Company shall pay Additional Interest that would otherwise accrue subsequent to the Holders of date the New Notes that are Registrable Securities over and above the interest set forth in the title of the New Notes from and including the date on which any such Registration Default shall occur to but excluding the date on which all such Registration Defaults have been cured. Additional Interest will be paid in PIK Notes or cash, as provided in Section 5(c) below, and will accrue at a rate of 0.1% (one tenth of one percent) of the principal amount of such New Notes per month (the “Additional Interest Rate”). Notwithstanding the foregoing or anything below in this Section 5, and except in the event of a Registration Default referred to in Section 5(a)(i), upon the occurrence of which Additional Interest shall be accrued with respect to all Holders of the New Notes that are Registrable Securities, Additional Interest shall not accrue with respect to any Holder that (i) Registered Exchange Offer is not an Electing Holder and (ii) is not named as a selling securityholder in the Resale Shelf Registration Statementconsummated.

Additional Interest Under Certain Circumstances. (a) The Company shall pay additional interest If (the “Additional Interest”) to the Holders of New Notes that are Registrable Securities as follows if any of the following events occur (each such event in clauses (i) through (iv) below a “Registration Default”) (ii)(A) the Resale Shelf Registration Statement is Registered Exchange Offer has not filed with the Commission within 90 days after the Plan Effective Date; been consummated or (iiB) the Resale a Shelf Registration Statement has not been declared effective by the Commission within 180 days Commission, in each case, on or prior to the 365th day after the Plan Effective Issue Date; , or (iiiii) the Resale if applicable, a Shelf Registration Statement is has been declared effective but shall thereafter cease to be effective at any time (other than because of the sale of all of the Transfer Restricted Securities registered thereunder) (each such events a “Registration Default”), then additional interest (“Additional Interest”) shall accrue on the principal amount of the Initial Securities at a rate of 0.25% per annum (which rate will be increased by an additional 0.25% per annum for each subsequent 90-day period that such Additional Interest continues to accrue; provided that the rate which such Additional Interest accrues may in no event exceed 1.00% per annum) (such Additional Interest to be calculated by the Commission but Partnership) commencing on (Ax) the Resale 366th day after the Issue Date, in the case of clause (i) above, or (y) the day such Shelf Registration ceases to be effective, in the case of clause (ii) above; provided, however, that upon the exchange of the Exchange Securities for all Transfer Restricted Securities tendered, or upon the effectiveness of the applicable Shelf Registration Statement thereafter ceases which has not become, or had ceased to be effective or (B) remain, effective, Additional Interest on the Resale Shelf Registration Statement or the related Prospectus ceases to be usable Initial Securities in connection with resales respect of Registrable Securities because (1) any event occurs which such events relate as a result of which such clause (or the Prospectus forming part relevant subclause thereof), as the case may be, shall cease to accrue. Notwithstanding any other provisions of such Resale this Section 6, the PBF Parties shall not be obligated to pay Additional Interest provided in Section 6(a)(i)(B) and (a)(ii) during a Shelf Suspension Period permitted by Section 2(b). The remedies set forth in this Section 6(a) shall constitute liquidated damages and shall be the sole and exclusive remedy of the Holders for each and any Registration Statement would include any untrue statement Default pursuant to this Agreement. No Holder of a material fact or omit Transfer Restricted Security who has not furnished information to state any material fact necessary to make the statements therein Partnership in the light of the circumstances under which they were made not misleading, (2accordance with Section 3(n) it hereof shall be necessary entitled to amend such Resale Shelf Registration Statement or supplement the related Prospectus, Additional Interest with respect to comply with the Securities Act or the Exchange Act or the respective rules thereunder or (3) such Resale Shelf Registration Statement has expired before a replacement Resale Shelf Registration Statement has become effective; or (iv) the aggregate duration of the Suspension Period in any period exceeds the number of days permitted in respect of such period pursuant to Section 1(d) hereof. Each of the foregoing will constitute a Registration Default whatever in connection with a Shelf Registration and no Holder who was eligible to exchange such Holder’s outstanding Initial Securities at the reason time the Registered Exchange Offer was pending and consummated and failed to validly tender such Initial Securities for any such event and whether it is voluntary or involuntary or is beyond the control of the Company or exchange pursuant to operation of law or as a result of the Registered Exchange Offer shall be entitled to receive any action or inaction by the Commission. The Company shall pay Additional Interest that would otherwise accrue subsequent to the Holders of date the New Notes that are Registrable Securities over and above the interest set forth in the title of the New Notes from and including the date on which any such Registration Default shall occur to but excluding the date on which all such Registration Defaults have been cured. Additional Interest will be paid in PIK Notes or cash, as provided in Section 5(c) below, and will accrue at a rate of 0.1% (one tenth of one percent) of the principal amount of such New Notes per month (the “Additional Interest Rate”). Notwithstanding the foregoing or anything below in this Section 5, and except in the event of a Registration Default referred to in Section 5(a)(i), upon the occurrence of which Additional Interest shall be accrued with respect to all Holders of the New Notes that are Registrable Securities, Additional Interest shall not accrue with respect to any Holder that (i) Registered Exchange Offer is not an Electing Holder and (ii) is not named as a selling securityholder in the Resale Shelf Registration Statementconsummated.

Additional Interest Under Certain Circumstances. (a) The Company shall pay additional interest If (the “Additional Interest”) to the Holders of New Notes that are Registrable Securities as follows if any of the following events occur (each such event in clauses (i) through (iv) below a “Registration Default”) (ii)(A) the Resale Shelf Registration Statement is Registered Exchange Offer has not filed with the Commission within 90 days after the Plan Effective Date; been consummated or (iiB) the Resale a Shelf Registration Statement has not been declared effective by the Commission within 180 days Commission, in each case, on or prior to the 365th day after the Plan Effective Issue Date; , or (iiiii) the Resale if applicable, a Shelf Registration Statement is has been declared effective but shall thereafter cease to be effective at any time (other than because of the sale of all of the Transfer Restricted Securities registered thereunder) (each such events a “Registration Default”), then additional interest (“Additional Interest”) shall accrue on the principal amount of the Initial Securities at a rate of 0.25% per annum (which rate will be increased by an additional 0.25% per annum for each subsequent 90‑day period that such Additional Interest continues to accrue; provided that the Commission but rate which such Additional Interest accrues may in no event exceed 1.00% per annum) (Asuch Additional Interest to be calculated by PBF) commencing on (x) the Resale 366th day after the Issue Date, in the case of clause (i) above, or (y) the day such Shelf Registration ceases to be effective, in the case of clause (ii) above; provided, however, that upon the exchange of the Exchange Securities for all Transfer Restricted Securities tendered, or upon the effectiveness of the applicable Shelf Registration Statement thereafter ceases which has not become, or had ceased to be effective or (B) remain, effective, Additional Interest on the Resale Shelf Registration Statement or the related Prospectus ceases to be usable Initial Securities in connection with resales respect of Registrable Securities because (1) any event occurs which such events relate as a result of which such clause (or the Prospectus forming part relevant subclause thereof), as the case may be, shall cease to accrue. Notwithstanding any other provisions of such Resale this Section 6, the Company shall not be obligated to pay Additional Interest provided in Section 6(a)(i)(B) and (a)(ii) during a Shelf Suspension Period permitted by Section 2(b). The remedies set forth in this Section 6(a) shall constitute liquidated damages and shall be the sole and exclusive remedy of the Holders for each and any Registration Statement would include any untrue statement Default pursuant to this Agreement. No Holder of a material fact or omit Transfer Restricted Security who has not furnished information to state any material fact necessary to make the statements therein PBF in the light of the circumstances under which they were made not misleading, (2accordance with Section 3(n) it hereof shall be necessary entitled to amend such Resale Shelf Registration Statement or supplement the related Prospectus, Additional Interest with respect to comply with the Securities Act or the Exchange Act or the respective rules thereunder or (3) such Resale Shelf Registration Statement has expired before a replacement Resale Shelf Registration Statement has become effective; or (iv) the aggregate duration of the Suspension Period in any period exceeds the number of days permitted in respect of such period pursuant to Section 1(d) hereof. Each of the foregoing will constitute a Registration Default whatever in connection with a Shelf Registration and no Holder who was eligible to exchange such Holder’s outstanding Initial Securities at the reason time the Registered Exchange Offer was pending and consummated and failed to validly tender such Initial Securities for any such event and whether it is voluntary or involuntary or is beyond the control of the Company or exchange pursuant to operation of law or as a result of the Registered Exchange Offer shall be entitled to receive any action or inaction by the Commission. The Company shall pay Additional Interest that would otherwise accrue subsequent to the Holders of date the New Notes that are Registrable Securities over and above the interest set forth in the title of the New Notes from and including the date on which any such Registration Default shall occur to but excluding the date on which all such Registration Defaults have been cured. Additional Interest will be paid in PIK Notes or cash, as provided in Section 5(c) below, and will accrue at a rate of 0.1% (one tenth of one percent) of the principal amount of such New Notes per month (the “Additional Interest Rate”). Notwithstanding the foregoing or anything below in this Section 5, and except in the event of a Registration Default referred to in Section 5(a)(i), upon the occurrence of which Additional Interest shall be accrued with respect to all Holders of the New Notes that are Registrable Securities, Additional Interest shall not accrue with respect to any Holder that (i) Registered Exchange Offer is not an Electing Holder and (ii) is not named as a selling securityholder in the Resale Shelf Registration Statementconsummated.

Additional Interest Under Certain Circumstances. (a) The Company shall pay additional interest (In the “Additional Interest”) to the Holders of New Notes event ----------------------------------------------- that are Registrable Securities as follows if any of the following events occur (each such event in clauses (i) through (iv) below a “Registration Default”) (i) the Resale Shelf Exchange Offer Registration Statement is has not been filed with the Commission within 90 days after on or prior to the Plan Effective Date45th day following the date hereof; (ii) the Resale Exchange Offer Registration Statement has not been declared effective prior to the 180th day following the date hereof; (iii) either the Registered Exchange Offer has not been consummated or the Shelf Registration Statement has not been declared effective by on or prior to the Commission within 180 days 210th day following the date hereof; or (iv) after the Plan Effective Date; (iii) the Resale Shelf Registration Statement is has been declared effective by the Commission but (A) the Resale Shelf effective, such Registration Statement thereafter ceases to be effective or (B) the Resale Shelf Registration Statement or the related Prospectus ceases to be usable in connection with resales of Registrable Securities Transfer Restricted Notes or New Notes in accordance with and during the periods specified in Section 3(b) hereof (because either (1A) any event occurs as a result of which the Prospectus related prospectus forming part of such Resale Shelf Registration Statement would include any untrue statement of a material fact or omit to state any material fact necessary to make the statements therein in the light of the circumstances under which they were made not misleading, misleading or (2B) it shall be necessary to amend such Resale Shelf Registration Statement or supplement the related Prospectusprospectus, to comply with the Securities Act or the Exchange Act or the respective rules thereunder thereunder) without, in the case of (A) or (3) such Resale Shelf B), being succeeded promptly by an amendment or supplement to the Registration Statement has expired before a replacement Resale Shelf Registration Statement has become effective; or related prospectus or additional registration statement filed and declared effective (each such event referred to in clauses (i) through (iv) a "Registration Default"), interest ("Additional Interest") will accrue on the aggregate duration of the Suspension Period in any period exceeds the number of days permitted in respect of such period pursuant to Section 1(d) hereof. Each of the foregoing will constitute a Registration Default whatever the reason for any such event Transfer Restricted Notes and whether it is voluntary or involuntary or is beyond the control of the Company or pursuant to operation of law or as a result of any action or inaction by the Commission. The Company shall pay Additional Interest to the Holders of the New Notes that are Registrable Securities over (in addition to the stated interest on the Transfer Restricted Notes and above the interest set forth in the title of the New Notes Notes) from and including the date on which any such Registration Default shall occur to but excluding the date on which all such Registration Defaults have been cured. Additional Interest will be paid payable in PIK Notes cash semiannually in arrears on the February 15 and August 15 of each year, beginning on February 15 or cashAugust 15 immediately succeeding a Registration Default, as provided in Section 5(c) below, and will accrue at a rate of 0.1per annum equal to 0.50% (one tenth of one percent) on the Accreted Value of the principal amount of such Transfer Restricted Notes and the New Notes per month (determined daily) during the “Additional Interest Rate”). Notwithstanding the foregoing or anything below in this Section 5, and except in the event of a Registration Default referred to in Section 5(a)(i), upon 90-day period immediately following the occurrence of which Additional Interest shall be accrued with respect any Registration Default increasing by a rate per annum equal to all Holders 0.50% on the Accreted Value of the Transfer Restricted Notes and the New Notes that are Registrable Securities, Additional Interest (determined daily) at the end of each subsequent 90-day period. In no event shall not accrue with respect to any Holder that such rate per annum exceed 1.50% on the Accreted Value of the Transfer Restricted Notes and the New Notes (idetermined daily) is not an Electing Holder and (ii) is not named as a selling securityholder in the Resale Shelf aggregate regardless of the number of Registration StatementDefaults.

Additional Interest Under Certain Circumstances. (a) The Company shall pay additional interest (In the “Additional Interest”) to the Holders of New Notes event that are Registrable Securities as follows if any of the following events occur (each such event in clauses (i) through (iv) below a “Registration Default”) (i) the Resale Shelf Exchange Offer Registration Statement is has not been filed with the Commission within 90 days after on or prior to the Plan Effective Date90th day following the date hereof; (ii) the Resale Exchange Offer Registration Statement has not been declared effective prior to the 210th day following the date hereof; (iii) either the Registered Exchange Offer has not been consummated or the Shelf Registration Statement has not been declared effective by on or prior to the Commission within 180 days 240th day following the date hereof; or (iv) after the Plan Effective Date; (iii) the Resale Shelf Registration Statement is has been declared effective by the Commission but (A) the Resale Shelf effective, such Registration Statement thereafter ceases to be effective or (B) the Resale Shelf Registration Statement or the related Prospectus ceases to be usable in connection with resales of Registrable Securities Transfer Restricted Notes or New Notes in accordance with and during the periods specified in Section 3(b) hereof (because either (1A) any event occurs as a result of which the Prospectus related prospectus forming part of such Resale Shelf Registration Statement would include any untrue statement of a material fact or omit to state any material fact necessary to make the statements therein in the light of the circumstances under which they were made not misleading, misleading or (2B) it shall be necessary to amend such Resale Shelf Registration Statement or supplement the related Prospectusprospectus, to comply with the Securities Act or the Exchange Act or the respective rules thereunder thereunder) without, in the case of (A) or (3) such Resale Shelf B), being succeeded promptly by an amendment or supplement to the Registration Statement has expired before a replacement Resale Shelf Registration Statement has become effective; or related prospectus or additional registration statement filed and declared effective (each such event referred to in clauses (i) through (iv) a "Registration Default"), interest ("Additional Interest") will accrue on the aggregate duration of the Suspension Period in any period exceeds the number of days permitted in respect of such period pursuant to Section 1(d) hereof. Each of the foregoing will constitute a Registration Default whatever the reason for any such event Transfer Restricted Notes and whether it is voluntary or involuntary or is beyond the control of the Company or pursuant to operation of law or as a result of any action or inaction by the Commission. The Company shall pay Additional Interest to the Holders of the New Notes that are Registrable Securities over (in addition to the stated interest on the Transfer Restricted Notes and above the interest set forth in the title of the New Notes Notes) from and including the date on which any such Registration Default shall occur to but excluding the date on which all such Registration Defaults have been cured. Additional Interest will be paid payable in PIK Notes cash semiannually in arrears on the January 15 and July 15 of each year, beginning on January 15 or cashJuly 15 immediately succeeding a Registration Default, as provided in Section 5(c) below, and will accrue at a rate of 0.1per annum equal to 0.50% (one tenth of one percent) of during the principal amount of such New Notes per month (the “Additional Interest Rate”). Notwithstanding the foregoing or anything below in this Section 5, and except in the event of a Registration Default referred to in Section 5(a)(i), upon 90-day period immediately following the occurrence of which Additional Interest any Registration Default increasing by a rate per annum equal to 0.25% at the end of each subsequent 90-day period. In no event shall be accrued with respect to all Holders such rate per annum exceed 1.50% in the aggregate regardless of the New Notes that are Registrable Securities, Additional Interest shall not accrue with respect to any Holder that (i) is not an Electing Holder and (ii) is not named as a selling securityholder in the Resale Shelf number of Registration StatementDefaults.

Additional Interest Under Certain Circumstances. If (a) The Company shall pay additional interest (the “Additional Interest”) to the Holders of New Notes that are Registrable Securities as follows if any of the following events occur (each such event in clauses (i) through (iv) below a “Registration Default”) (i) the Resale Shelf Registration Statement required by this Agreement is not filed with the Commission within 90 days after on or prior to the Plan Effective Date; applicable Filing Deadline, (iib) the Resale Shelf any such Registration Statement has not been declared effective by the Commission within 180 days after on or prior to the Plan Effective Date; applicable Effectiveness Deadline or (iiic) the Resale Shelf Registration Statement is declared effective by Exchange Offer has not been Consummated on or prior to the Commission but Consummation Deadline (A) the Resale Shelf Registration Statement thereafter ceases to be effective or (B) the Resale Shelf Registration Statement or the related Prospectus ceases to be usable in connection with resales of Registrable Securities because (1) any event occurs as a result of which the Prospectus forming part of such Resale Shelf Registration Statement would include any untrue statement of a material fact or omit to state any material fact necessary to make the statements therein in the light of the circumstances under which they were made not misleading, (2) it shall be necessary to amend such Resale Shelf Registration Statement or supplement the related Prospectus, to comply with the Securities Act or the Exchange Act or the respective rules thereunder or (3) such Resale Shelf Registration Statement has expired before a replacement Resale Shelf Registration Statement has become effective; or (iv) the aggregate duration of the Suspension Period in any period exceeds the number of days permitted in respect of such period pursuant to Section 1(d) hereof. Each of the foregoing will constitute a Registration Default whatever the reason for any each such event and whether it is voluntary or involuntary or is beyond referred to in clauses (a) through (c), a "Registration Default"), then the control of Issuer hereby agrees to pay additional interest ("Additional Interest") with respect to the Company or pursuant to operation of law or as a result of any action or inaction by the CommissionBonds. The Company shall pay Additional Interest to shall accrue on the Holders of the New Notes that are Registrable Securities Bonds over and above the interest set forth in the title of the New Notes Bonds from and including the date on which any such Registration Default shall occur to occur, but excluding the date on which all such Registration Defaults have been cured. Additional Interest will be paid in PIK Notes or cash, as provided in Section 5(c) below, and will accrue at a rate of 0.10.50% per annum regardless of the number of Registration Defaults (one tenth the "Additional Interest Rate"). Notwithstanding anything to the contrary set forth herein, (i) upon filing of one percentthe Exchange Offer Registration Statement (and/or, if applicable, the Shelf Registration Statement), in the case of (a) above, (ii) upon the effectiveness of the Exchange Offer Registration Statement (and/or, if applicable, the Shelf Registration Statement), in the case of (b) above or (iii) upon Consummation of the Exchange Offer, in the case of (c) above, Additional Interest payable with respect to the Transfer Restricted Securities as a result of such clause (a), (b) or (c), as applicable, shall cease to accrue. Any amounts of Additional Interest due pursuant to this Section 5 shall be payable in cash on the regular Interest Payments Dates with respect to the Bonds. The amount of Additional Interest shall be determined by multiplying the applicable Additional Interest Rate by the principal amount of the Bonds and further multiplied by a fraction, the numerator of which is the number of days such New Notes per month (the “Additional Interest Rate”Rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months). Notwithstanding the foregoing or anything below in this Section 5, and except in the event of a Registration Default referred to in Section 5(a)(i), upon the occurrence denominator of which Additional Interest shall be accrued with respect to all Holders of the New Notes that are Registrable Securities, Additional Interest shall not accrue with respect to any Holder that (i) is not an Electing Holder and (ii) is not named as a selling securityholder in the Resale Shelf Registration Statement360.

Additional Interest Under Certain Circumstances. (a) The Company shall pay additional interest (In the “Additional Interest”) to the Holders of New Notes event that are Registrable Securities as follows if any of the following events occur (each such event in clauses (i) through (iv) below a “Registration Default”) (i) the Resale Shelf Exchange Offer Registration Statement is has not been filed with the Commission within 90 days after on or prior to the Plan Effective Date90th day following the date hereof; (ii) the Resale Exchange Offer Registration Statement has not been declared effective prior to the 210th day following the date hereof; (iii) either the Registered Exchange Offer has not been consummated or the Shelf Registration Statement has not been declared effective by on or prior to the Commission within 180 days 240th day following the date hereof; or (iv) after the Plan Effective Date; (iii) the Resale Shelf Registration Statement is has been declared effective by the Commission but (A) the Resale Shelf effective, such Registration Statement thereafter ceases to be effective or (B) the Resale Shelf Registration Statement or the related Prospectus ceases to be usable in connection with resales of Registrable Securities Transfer Restricted Notes or New Notes in accordance with and during the periods specified in Section 3(b) hereof (because either (1A) any event occurs as a result of which the Prospectus related prospectus forming part of such Resale Shelf Registration Statement would include any untrue statement of a material fact or omit to state any material fact necessary to make the statements therein in the light of the circumstances under which they were made not misleading, misleading or (2B) it shall be necessary to amend such Resale Shelf Registration Statement or supplement the related Prospectusprospectus, to comply with the Securities Act or the Exchange Act or the respective rules thereunder thereunder) without, in the case of (A) or (3) such Resale Shelf B), being succeeded promptly by an amendment or supplement to the Registration Statement has expired before a replacement Resale Shelf Registration Statement has become effective; or related prospectus or additional registration statement filed and declared effective (each such event referred to in clauses (i) through (iv) a "Registration Default"), interest ("Additional Interest") will accrue on the aggregate duration of the Suspension Period in any period exceeds the number of days permitted in respect of such period pursuant to Section 1(d) hereof. Each of the foregoing will constitute a Registration Default whatever the reason for any such event Transfer Restricted Notes and whether it is voluntary or involuntary or is beyond the control of the Company or pursuant to operation of law or as a result of any action or inaction by the Commission. The Company shall pay Additional Interest to the Holders of the New Notes that are Registrable Securities over (in addition to the stated interest on the Transfer Restricted Notes and above the interest set forth in the title of the New Notes Notes) from and including the date on which any such Registration Default shall occur to but excluding the date on which all such Registration Defaults have been cured. Additional Interest will be paid payable in PIK Notes cash semiannually in arrears on the January 15 and July 15 of each year, beginning on January15 or cashJuly15 immediately succeeding a Registration Default, as provided in Section 5(c) below, and will accrue at a rate of 0.1per annum equal to 0.50% (one tenth of one percent) of during the principal amount of such New Notes per month (the “Additional Interest Rate”). Notwithstanding the foregoing or anything below in this Section 5, and except in the event of a Registration Default referred to in Section 5(a)(i), upon 90-day period immediately following the occurrence of which Additional Interest any Registration Default increasing by a rate per annum equal to 0.25% at the end of each subsequent 90-day period. In no event shall be accrued with respect to all Holders such rate per annum exceed 1.50% in the aggregate regardless of the New Notes that are Registrable Securities, Additional Interest shall not accrue with respect to any Holder that (i) is not an Electing Holder and (ii) is not named as a selling securityholder in the Resale Shelf number of Registration StatementDefaults.

Additional Interest Under Certain Circumstances. (a) The Company shall pay additional Additional interest (the “"Additional Interest”") with respect to the Holders of New Notes that are Registrable Securities shall be assessed as follows if any of the following events occur (each such event in clauses (i) through (iviii) below a “"Registration Default”) "): (i) If on or prior to the Resale Shelf Registration Statement is not filed with the Commission within 90 days 60th day after the Plan Effective Closing Date; (ii) , the Resale Shelf Registration Statement has not been filed with the Commission; (ii) If on or prior to the 120th day after the Closing Date, the Resale Shelf Registration Statement is not declared effective by the Commission within 180 days after the Plan Effective DateCommission; or (iii) If after the Resale Shelf Registration Statement is declared effective by and during the Commission but period for which the Company is required to maintain an effective Resale Shelf Registration Statement (A) the Resale Shelf Registration Statement thereafter ceases to be effective effective; or (B) the Resale Shelf Registration Statement or the related Prospectus prospectus ceases to be usable (except as permitted in paragraph (b) below) in connection with resales of Registrable Transfer Restricted Securities because either (1) any event occurs as a result of which the Prospectus related prospectus forming part of such the Resale Shelf Registration Statement would include any untrue statement of a material fact or omit to state any material fact necessary to make the statements therein in the light of the circumstances under which they were made not misleading, or (2) it shall be necessary to amend such Resale Shelf Registration Statement or supplement the related Prospectusprospectus, to comply with the Securities Act or the Exchange Act or the respective rules thereunder or (3) such Resale Shelf Registration Statement has expired before a replacement Resale Shelf Registration Statement has become effective; or (iv) the aggregate duration of the Suspension Period in any period exceeds the number of days permitted in respect of such period pursuant to Section 1(d) hereofthereunder. Each of the foregoing will constitute a Registration Default whatever the reason for any such event and whether it is voluntary or involuntary or is beyond the control of the Company or pursuant to operation of law or as a result of any action or inaction by the Commission. The Company shall pay Additional Interest to shall accrue on the Holders of the New Notes that are Registrable Securities over and above the interest set forth in the title of the New Notes Securities from and including the date on which any such Registration Default shall occur to but excluding the date on which all such Registration Defaults have been cured. Additional Interest will be paid in PIK Notes or cash, as provided in Section 5(c) below, and will accrue at a rate of 0.10.50% (one tenth of one percent) of the principal amount of such New Notes per month (the “Additional Interest Rate”). Notwithstanding the foregoing or anything below in this Section 5, and except in the event of a Registration Default referred to in Section 5(a)(i), upon the occurrence of which Additional Interest shall be accrued with respect to all Holders of the New Notes that are Registrable Securities, Additional Interest shall not accrue with respect to any Holder that (i) is not an Electing Holder and (ii) is not named as a selling securityholder in the Resale Shelf Registration Statementannum.

Additional Interest Under Certain Circumstances. (a) The Company shall pay additional interest If (the “Additional Interest”) to the Holders of New Notes that are Registrable Securities as follows if any of the following events occur (each such event in clauses (i) through (iv) below a “Registration Default”) (ii)(A) the Resale Shelf Registration Statement is Exchange Offer has not filed with the Commission within 90 days after the Plan Effective Date; been consummated or (iiB) the Resale a Shelf Registration Statement has not been declared effective by the Commission within 180 days Commission, in each case, on or prior to the 180th day after the Plan Effective Qualified IPO Date; , or (iiiii) the Resale if applicable, a Shelf Registration Statement is has been declared effective but shall thereafter cease to be effective at any time (other than because of the sale of all of the Transfer Restricted Securities registered thereunder) (each such events a “Registration Default”), then additional interest (“Additional Interest”) shall accrue on the principal amount of the Initial Securities at a rate of 0.25% per annum (which rate will be increased by an additional 0.25% per annum for each subsequent 90-day period that such Additional Interest continues to accrue; provided that the rate which such Additional Interest accrues may in no event exceed 1.00% per annum) (such Additional Interest to be calculated by the Commission but Issuer) commencing on (Ax) the Resale 181st day after the Qualified IPO Date, in the case of clause (i) above, or (y) the day such Shelf Registration Statement thereafter ceases to be effective in the case of clause (ii) above; provided, however, that upon the exchange of the Exchange Securities for all Transfer Restricted Securities tendered, or (B) upon the Resale effectiveness of the applicable Shelf Registration Statement which has not become, or had ceased to remain, effective, Additional Interest on the related Prospectus ceases to be usable Initial Securities in connection with resales respect of Registrable Securities because (1) any event occurs which such events relate as a result of which such clause (or the Prospectus forming part relevant subclause thereof), as the case may be, shall cease to accrue. Notwithstanding any other provisions of such Resale this Section 6, the Company shall not be obligated to pay Additional Interest provided in Section 6(a)(i)(B) and (a)(ii) during a Shelf Suspension Period permitted by Section 2(b). The remedies set forth in this Section 6(a) shall constitute liquidated damages and shall be the sole and exclusive remedy of the Holders for each and any Registration Statement would include any untrue statement Default pursuant to this Agreement. No Holder of a material fact or omit Transfer Restricted Security who has not furnished information to state any material fact necessary to make the statements therein Company in the light of the circumstances under which they were made not misleading, (2accordance with Section 3(n) it hereof shall be necessary entitled to amend such Resale Shelf Registration Statement or supplement the related Prospectus, Additional Interest with respect to comply with the Securities Act or the Exchange Act or the respective rules thereunder or (3) such Resale Shelf Registration Statement has expired before a replacement Resale Shelf Registration Statement has become effective; or (iv) the aggregate duration of the Suspension Period in any period exceeds the number of days permitted in respect of such period pursuant to Section 1(d) hereof. Each of the foregoing will constitute a Registration Default whatever in connection with a Shelf Registration and no Holder who was eligible to exchange such Holder’s outstanding Securities at the reason time the Registered Exchange Offer was pending and consummated and failed to validly tender such Securities for any such event and whether it is voluntary or involuntary or is beyond the control of the Company or exchange pursuant to operation of law or as a result of the Registered Exchange Offer shall be entitled to receive any action or inaction by the Commission. The Company shall pay Additional Interest that would otherwise accrue subsequent to the Holders of date the New Notes that are Registrable Securities over and above the interest set forth in the title of the New Notes from and including the date on which any such Registration Default shall occur to but excluding the date on which all such Registration Defaults have been cured. Additional Interest will be paid in PIK Notes or cash, as provided in Section 5(c) below, and will accrue at a rate of 0.1% (one tenth of one percent) of the principal amount of such New Notes per month (the “Additional Interest Rate”). Notwithstanding the foregoing or anything below in this Section 5, and except in the event of a Registration Default referred to in Section 5(a)(i), upon the occurrence of which Additional Interest shall be accrued with respect to all Holders of the New Notes that are Registrable Securities, Additional Interest shall not accrue with respect to any Holder that (i) Registered Exchange Offer is not an Electing Holder and (ii) is not named as a selling securityholder in the Resale Shelf Registration Statementconsummated.

Additional Interest Under Certain Circumstances. (a) The Company shall pay additional interest (the “Additional Interest”) to the Holders of New Notes that are Registrable Securities as follows if any of the following events occur (each such event in clauses If (i) through (iv) below a “Registration Default”) (i) the Resale Shelf any Registration Statement required by this Agreement is not filed with the Commission within 90 days after on or prior to the Plan Effective Date; applicable Filing Deadline, (ii) the Resale Shelf any such Registration Statement has not been declared effective by the Commission within 180 days after on or prior to the Plan Effective Date; applicable Effectiveness Deadline or (iii) the Resale Shelf Registration Statement is declared effective by Exchange Offer has not been Consummated on or prior to the Commission but Consummation Deadline (A) the Resale Shelf Registration Statement thereafter ceases to be effective or (B) the Resale Shelf Registration Statement or the related Prospectus ceases to be usable in connection with resales of Registrable Securities because (1) any event occurs as a result of which the Prospectus forming part of such Resale Shelf Registration Statement would include any untrue statement of a material fact or omit to state any material fact necessary to make the statements therein in the light of the circumstances under which they were made not misleading, (2) it shall be necessary to amend such Resale Shelf Registration Statement or supplement the related Prospectus, to comply with the Securities Act or the Exchange Act or the respective rules thereunder or (3) such Resale Shelf Registration Statement has expired before a replacement Resale Shelf Registration Statement has become effective; or (iv) the aggregate duration of the Suspension Period in any period exceeds the number of days permitted in respect of such period pursuant to Section 1(d) hereof. Each of the foregoing will constitute a Registration Default whatever the reason for any each such event and whether it is voluntary or involuntary or is beyond referred to in clauses (i) through (iii), a "REGISTRATION DEFAULT"), then the control of Issuer hereby agrees to pay additional interest ("ADDITIONAL INTEREST") with respect to the Company or pursuant to operation of law or as a result of any action or inaction by the CommissionBonds. The Company shall pay Additional Interest to shall accrue on the Holders of the New Notes that are Registrable Securities Bonds over and above the interest set forth in the title of the New Notes Bonds from and including the date on which any such Registration Default shall occur to occur, but excluding the date on which all such Registration Defaults have been cured. Additional Interest will be paid in PIK Notes or cash, as provided in Section 5(c) below, and will accrue at a rate of 0.10.50% per annum regardless of the number of Registration Defaults (one tenth the "ADDITIONAL INTEREST RATE"). Notwithstanding anything to the contrary set forth herein, (1) upon filing of one percentthe Exchange Offer Registration Statement (and/or, if applicable, the Shelf Registration Statement), in the case of (i) above, (2) upon the effectiveness of the Exchange Offer Registration Statement (and/or, if applicable, the Shelf Registration Statement), in the case of (ii) above or (3) upon Consummation of the Exchange Offer, in the case of (iii) above, Additional Interest payable with respect to the Transfer Restricted Securities as a result of such clause (i), (ii) or (iii), as applicable, shall cease. Any amounts of Additional Interest due pursuant to this Section 5 shall be payable in cash on the regular interest payments dates with respect to the Bonds. The amount of Additional Interest shall be determined by multiplying the applicable Additional Interest Rate by the principal amount of the Bonds and further multiplied by a fraction, the numerator of which is the number of days such New Notes per month (the “Additional Interest Rate”Rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months). Notwithstanding the foregoing or anything below in this Section 5, and except in the event of a Registration Default referred to in Section 5(a)(i), upon the occurrence denominator of which Additional Interest shall be accrued with respect to all Holders of the New Notes that are Registrable Securities, Additional Interest shall not accrue with respect to any Holder that (i) is not an Electing Holder and (ii) is not named as a selling securityholder in the Resale Shelf Registration Statement360.