Common use of Fees and Closing Expenses Clause in Contracts

Fees and Closing Expenses. (a) Prior to Closing, the Borrower has paid to the Lenders (pro rata) an application fee in the aggregate amount of $30,000, which fee was fully paid and earned at the time of payment on June 23, 2022 (the “Application Fee”). (b) For and in consideration of the Lenders making the Senior Tranche Loans, (i) on the Closing Date, the Borrower shall pay the Lenders (pro rata) a closing fee in an aggregate amount equal to $70,000, which is 2.0% of the Senior Tranche Loans then funded less the Application Fee, and (ii) on May 1, 2023, the Borrower shall pay the Lenders (pro rata) a closing fee in an aggregate amount equal to $60,000, which is 4.0% of the Senior Tranche Loans then funded, which fees shall be fully paid up and earned at the time of the payment (collectively, the “Senior Tranche Closing Fee”). (c) For and in consideration of the Lenders making the Junior Term Loans, on the Third Amendment Date, the Borrower shall pay the Lenders (pro rata) a closing fee in in an aggregate amount equal to $45,000, which is 3.0% of the Junior Term Loans, which fee shall be fully paid up and earned at the time of the payment (the “Junior Term Loan Closing Fee”). (d) For and in consideration of each Advance made under the Junior Multi-Draw Loans, on the date of such Advance, the Borrower shall pay the Lenders (pro rata) a closing fee in an amount equal to 3.0% of each Advance made under the Junior Multi-Draw Loans, all of which fees shall be fully paid up and earned at the time of payment (collectively, the “Junior Multi-Draw Loan Closing Fee”). (e) On the Closing Date, the Third Amendment Date, the Restatement Date and the date(s) of any Advance(s) on the Junior Multi-Draw Commitments, the Borrower shall reimburse all of the Collateral Agent’s and the Lenders’ reasonable and documented out-of-pocket fees and expenses (including, without limitation, fees, charges and disbursements of outside counsel and other out-of-pocket expenses such as consultant fees, travel expenses, background checks and other expenses) incurred in connection with (i) the preparation, negotiation, execution and delivery of this Agreement and the other Loan Documents, (ii) the Lenders’ due diligence investigation, and (iii) the other transactions contemplated by this Agreement and the other Loan Documents (including filings or other actions required to perfect the security interests granted under the Collateral Documents).

Fees and Closing Expenses. (a) Prior to Closing, the Borrower has Borrowers have paid to the Lenders (pro rata) an application fee in the aggregate amount of $30,000, which fee was fully paid and earned at the time of payment on June 23, 2022 (the “Application Fee”). (b) For and in consideration of the Lenders making the Senior Tranche Loans, (i) on the Closing Date, the Borrower shall pay the Lenders (pro rata) a closing fee in an aggregate amount equal to $70,000, which is 2.0% of the Senior Tranche Loans then funded less the Application Fee, and (ii) on May 1, 2023, the Borrower shall pay the Lenders (pro rata) a closing fee in an aggregate amount equal to $60,000, which is 4.0% of the Senior Tranche Loans then funded, which fees shall be fully paid up and earned at the time of the payment (collectively, the “Senior Tranche Closing Fee”). (c) For and in consideration of the Lenders making the Junior Term Loans, on the Third Amendment Date, the Borrower Borrowers shall pay the Lenders (pro rata) a closing fee in in an aggregate amount equal to $45,00070,000, which is 3.02.0% of the Junior Term LoansNote advanced at Closing less the Application Fee, which fee shall be fully paid up and earned at the time of the payment (the “Junior Term Loan Closing Fee”). (dc) For and in consideration of each Advance made under the Junior Multi-Draw Loans, on the date of such Advanceeach Multi-Draw Date, the Borrower Borrowers shall pay the Lenders (pro rata) a closing fee in an amount equal to 3.02.0% of each Advance made under the Junior Multi-Draw Loansaggregate amount of such Advance, all of which fees fee shall be fully paid up and earned at the time of payment (collectively, the “Junior Multi-Draw Loan Closing FeeFees”).; (ed) On the Closing Date, the Third Amendment Date, the Restatement Date and the date(s) of any Advance(s) on the Junior Multi-Draw Commitments, the Borrower Borrowers shall reimburse all of the Collateral Agent’s and the Lenders’ reasonable and documented out-of-pocket fees and expenses (including, without limitation, fees, charges and disbursements of outside counsel and other out-of-pocket expenses such as consultant fees, travel expenses, background checks and other expenses) incurred in connection with (i) the preparation, negotiation, execution and delivery of this Agreement and the other Loan Documents, (ii) the Lenders’ due diligence investigation, and (iii) the other transactions contemplated by this Agreement and the other Loan Documents (including filings or other actions required to perfect the security interests granted under the Collateral Documents).