Common use of Interest and Fees Clause in Contracts

Interest and Fees. (a) The unpaid principal amount of each ABR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for ABR Loans plus the ABR in effect from time to time. (b) The unpaid principal amount of each LIBOR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for LIBOR Loans plus the relevant LIBOR. (c) If all or a portion of (i) the principal amount of any Loan or (ii) any interest thereon or fees payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amount shall bear interest at a rate per annum that is (x) in the case of overdue principal, equal to the rate that would otherwise be applicable thereto plus, to the extent permitted by applicable law, 2.00% (after as well as before maturity and judgment), (y) in the case of any overdue interest with respect to any Loan, equal to the rate of interest applicable to such Loan plus, to the extent permitted by applicable law, 2.00%, or (z) in the case of any overdue fees or other amounts owing hereunder, equal to the rate of interest then applicable to Loans maintained as ABR Loans plus 2.00%, in each case from and including the date of such non-payment to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest payable pursuant to this Section 2.8(c) shall be payable upon demand. (d) Interest on each Loan shall accrue from and including the date such Loan is made to but excluding the date of any repayment thereof and shall, except as otherwise provided pursuant to Section 2.8(c), be payable (i) in respect of each ABR Loan, quarterly in arrears on the last Business Day of each of March, June, September and December (for the three-month period (or portion thereof) ended on such day), (ii) in respect of each LIBOR Loan, on the last day of each LIBOR Period applicable thereto and, in the case of a LIBOR Period in excess of three months, on each date occurring at three-month intervals after the first day of such LIBOR Period and (iii) in respect of each Loan on any payment or prepayment (on the amount paid or prepaid), at maturity (whether by acceleration or otherwise) and, after such maturity, on demand. (e) All computations of interest hereunder shall be made in accordance with Section 5.4. (f) The Administrative Agent, upon determining the interest rate for any Borrowing of LIBOR Loans, shall promptly notify the Borrower and the Lenders thereof. Each such determination shall, absent clearly demonstrable error, be final and conclusive and binding on all parties hereto.

Interest and Fees. (a) The unpaid principal amount of each ABR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for ABR Loans plus the ABR in effect from time to time. (b) The unpaid principal amount of each LIBOR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for LIBOR Loans plus the relevant LIBOR. (c) If all or a portion of (i) the principal amount of any Revolving Credit Loan or (ii) any interest thereon or fees payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amount shall bear interest at a rate per annum that is (x) in the case of overdue principal, equal to the rate that would otherwise be applicable thereto plus, to the extent permitted by applicable law, 2.00% (after as well as before maturity and judgment), (y) in the case of any overdue interest with respect to any Revolving Credit Loan, equal to the rate of interest applicable to such Revolving Credit Loan plus, to the extent permitted by applicable law, 2.00%, or (z) in the case of any overdue fees or other amounts owing hereunder, equal to the rate of interest then applicable to Revolving Credit Loans maintained as ABR Loans plus 2.00%, in each case from and including the date of such non-payment to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest payable pursuant to this Section 2.8(c) shall be payable upon demand. (d) Interest on each Revolving Credit Loan shall accrue from and including the date such Revolving Credit Loan is made to but excluding the date of any repayment thereof and shall, except as otherwise provided pursuant to Section 2.8(c), be payable (i) in respect of each ABR Loan and each Swingline Loan, quarterly in arrears on the last Business Day of each of March, June, September and December (for the three-month period (or portion thereof) ended on such day), (ii) in respect of each LIBOR Loan, on the last day of each LIBOR Period applicable thereto and, in the case of a LIBOR Period in excess of three months, on each date occurring at three-month intervals after the first day of such LIBOR Period and (iii) in respect of each Revolving Credit Loan on any payment or prepayment (on the amount paid or prepaid), at maturity (whether by acceleration or otherwise) and, after such maturity, on demand. (e) All computations of interest hereunder shall be made in accordance with Section 5.4. (f) The Administrative Agent, upon determining the interest rate for any Borrowing of LIBOR Loans, shall promptly notify the Borrower and the Lenders thereof. Each such determination shall, absent clearly demonstrable error, be final and conclusive and binding on all parties hereto.

Interest and Fees. (a) The unpaid principal amount of each ABR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for ABR Loans plus the ABR in effect from time to time. (b) The unpaid principal amount of each LIBOR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for LIBOR Loans plus the relevant LIBORAdjusted LIBO Rate. (c) If all or a portion of (i) the principal amount of any Revolving Credit Loan or (ii) any interest thereon or fees payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amount shall bear interest at a rate per annum that is (x) in the case of overdue principal, equal to the rate that would otherwise be applicable thereto plus, to the extent permitted by applicable law, 2.00% (after as well as before maturity and judgment), (y) in the case of any overdue interest with respect to any Revolving Credit Loan, equal to the rate of interest applicable to such Revolving Credit Loan plus, to the extent permitted by applicable law, 2.00%, or (z) in the case of any overdue fees or other amounts owing hereunder, equal to the rate of interest then applicable to Revolving Credit Loans maintained as ABR Loans plus 2.00%, in each case from and including the date of such non-payment to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest payable pursuant to this Section 2.8(c) shall be payable upon demand. (d) Interest on each Revolving Credit Loan shall accrue from and including the date such Revolving Credit Loan is made to but excluding the date of any repayment thereof and shall, except as otherwise provided pursuant to Section 2.8(c), be payable (i) in respect of each ABR Loan, quarterly in arrears on the last Business Day of each of March, June, September and December (for the three-month period (or portion thereof) ended on such day), (ii) in respect of each LIBOR Loan, on the last day of each LIBOR Period applicable thereto and, in the case of a LIBOR Period in excess of three months, on each date occurring at three-month intervals after the first day of such LIBOR Period and (iii) in respect of each Revolving Credit Loan on any payment or prepayment (on the amount paid or prepaid), at maturity (whether by acceleration or otherwise) and, after such maturity, on demand. (e) All computations of interest hereunder shall be made in accordance with Section 5.4. (f) The Administrative Agent, upon determining the interest rate for any Borrowing of LIBOR Loans, shall promptly notify the Borrower and the Lenders thereof. Each such determination shall, absent clearly demonstrable error, be final and conclusive and binding on all parties hereto.

Interest and Fees. (a) The unpaid principal amount of each ABR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for ABR Loans plus the ABR in effect from time to time. (b) The unpaid principal amount of each LIBOR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for LIBOR Loans plus the relevant LIBORAdjusted LIBO Rate. (c) The unpaid principal amount of each Swingline Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for LIBOR Loans at such time plus the LIBOR Market Index Rate in effect from time to time. (d) If all or a portion of (i) the principal amount of any Revolving Credit Loan or Swingline Loan or (ii) any interest thereon or fees payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amount shall bear interest at a rate per annum that is (x) in the case of overdue principal, equal to the rate that would otherwise be applicable thereto plus, to the extent permitted by applicable law, 2.00% (after as well as before maturity and judgment), (y) in the case of any overdue interest with respect to any Revolving Credit Loan or Swingline Loan, equal to the rate of interest applicable to such Revolving Credit Loan or Swingline Loan plus, to the extent permitted by applicable law, 2.00%, or (z) in the case of any overdue fees or other amounts owing hereunder, equal to the rate of interest then applicable to Revolving Credit Loans or Swingline Loans maintained as ABR Loans plus 2.00%, in each case from and including the date of such non-payment to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest payable pursuant to this Section 2.8(c2.8(d) shall be payable upon demand. (de) Interest on each Revolving Credit Loan and Swingline Loan shall accrue from and including the date such Revolving Credit Loan is made to but excluding the date of any repayment thereof and shall, except as otherwise provided pursuant to Section 2.8(c2.8(d), be payable (i) in respect of each ABR Loan, quarterly in arrears on the last Business Day of each of March, June, September and December (for the three-month period (or portion thereof) ended on such day), (ii) in respect of each LIBOR Loan, on the last day of each LIBOR Period applicable thereto and, in the case of a LIBOR Period in excess of three months, on each date occurring at three-month intervals after the first day of such LIBOR Period and (iii) in respect of each Revolving Credit Loan and Swingline Loan on any payment or prepayment (on the amount paid or prepaid), at maturity (whether by acceleration or otherwise) and, after such maturity, on demand. (ef) All computations of interest hereunder shall be made in accordance with Section 5.4. (fg) The Administrative Agent, upon determining the interest rate for any Borrowing of LIBOR Loans, shall promptly notify the Borrower and the Lenders thereof. Each such determination shall, absent clearly demonstrable error, be final and conclusive and binding on all parties hereto. (h) The Administrative Agent does not warrant or accept responsibility for, and shall not have any liability with respect to, the administration, submission or any other matter related to the rates in the definition of “LIBO Rate” or with respect to any rate that is an alternative or replacement for or successor to any such rate (including, without limitation, any Benchmark Replacement) or the effect of any of the foregoing, or of any Benchmark Replacement Conforming Changes.

Interest and Fees. (a) The unpaid principal amount of each ABR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for ABR Loans plus the ABR in effect from time to time. (b) The unpaid principal amount of each LIBOR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for LIBOR Loans plus the relevant LIBOR. (c) If all or a portion of (i) the principal amount of any Revolving Credit Loan or (ii) any interest thereon or fees payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amount shall bear interest at a rate per annum that is (x) in the case of overdue principal, equal to the rate that would otherwise be applicable thereto plus, to the extent permitted by applicable law, 2.00% (after as well as before maturity and judgment), (y) in the case of any overdue interest with respect to any Revolving Credit Loan, equal to the rate of interest applicable to such Revolving Credit Loan plus, to the extent permitted by applicable law, 2.00%, or (z) in the case of any overdue fees or other amounts owing hereunder, equal to the rate of interest then applicable to Revolving Credit Loans maintained as ABR Loans plus 2.00%, in each case from and including the date of such non-payment to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest payable pursuant to this Section 2.8(c) shall be payable upon demand. (d) Interest on each Revolving Credit Loan shall accrue from and including the date such Revolving Credit Loan is made to but excluding the date of any repayment thereof and shall, except as otherwise provided pursuant to Section 2.8(c), be payable (i) in respect of each ABR Loan, quarterly in arrears on the last Business Day of each of March, June, September and December (for the three-month period (or portion thereof) ended on such day), (ii) in respect of each LIBOR Loan, on the last day of each LIBOR Period applicable thereto and, in the case of a LIBOR Period in excess of three months, on each date occurring at three-month intervals after the first day of such LIBOR Period and (iii) in respect of each Revolving Credit Loan on any payment or prepayment (on the amount paid or prepaid), at maturity (whether by acceleration or otherwise) and, after such maturity, on demand. (e) All computations of interest hereunder shall be made in accordance with Section 5.4. (f) The Administrative Agent, upon determining the interest rate for any Borrowing of LIBOR Loans, shall promptly notify the Borrower and the Lenders thereof. Each such determination shall, absent clearly demonstrable error, be final and conclusive and binding on all parties hereto.

Interest and Fees. (a) The unpaid principal amount of each ABR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for ABR Loans plus the ABR in effect from time to time. (b) The unpaid principal amount of each LIBOR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for LIBOR Loans plus the relevant LIBORAdjusted LIBO Rate. (c) If all or a portion of (i) the principal amount of any Loan or (ii) any interest thereon or fees payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amount shall bear interest at a rate per annum that is (x) in the case of overdue principal, equal to the rate that would otherwise be applicable thereto plus, to the extent permitted by applicable law, 2.00% (after as well as before maturity and judgment), (y) in the case of any overdue interest with respect to any Loan, equal to the rate of interest applicable to such Loan plus, to the extent permitted by applicable law, 2.00%, or (z) in the case of any overdue fees or other amounts owing hereunder, equal to the rate of interest then applicable to Loans maintained as ABR Loans plus 2.00%, in each case from and including the date of such non-payment to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest payable pursuant to this Section 2.8(c) shall be payable upon demand. (d) Interest on each Loan shall accrue from and including the date such Loan is made to but excluding the date of any repayment thereof and shall, except as otherwise provided pursuant to Section 2.8(c), be payable (i) in respect of each ABR Loan, quarterly in arrears on the last Business Day of each of March, June, September and December (for the three-month period (or portion thereof) ended on such day), (ii) in respect of each LIBOR Loan, on the last day of each LIBOR Period applicable thereto and, in the case of a LIBOR Period in excess of three months, on each date occurring at three-month intervals after the first day of such LIBOR Period and (iii) in respect of each Loan on any payment or prepayment (on the amount paid or prepaid), at maturity (whether by acceleration or otherwise) and, after such maturity, on demand. (e) All computations of interest hereunder shall be made in accordance with Section 5.4. (f) The Administrative Agent, upon determining the interest rate for any Borrowing of LIBOR Loans, shall promptly notify the Borrower and the Lenders thereof. Each such determination shall, absent clearly demonstrable error, be final and conclusive and binding on all parties hereto.

Interest and Fees. (a) The unpaid Borrower shall pay interest on the outstanding principal amount of the Advances at the Applicable Rate. Interest is payable on each ABR Loan Payment Date as and to the extent provided in Section 2.08. If accrued and unpaid interest is not paid in full on a Payment Date, the Borrower shall bear pay additional interest from on such accrued and unpaid interest at the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a same rate per annum that shall at all times be equal as the Borrower pays on the Advances, such additional interest being payable on each Payment Date as and to the Applicable Margin for ABR Loans plus the ABR extent provided in effect from time to timeSection 2.08. (b) The unpaid principal If any amount of each LIBOR Loan shall bear interest from payable by the date of the Borrowing thereof until maturity (whether by acceleration Borrower under this Agreement or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for LIBOR Loans plus the relevant LIBOR. (c) If all or a portion of (i) the principal amount of any Loan or (ii) any interest thereon or fees payable hereunder shall other Transaction Document is not be paid when due (due, whether at the stated maturity, by acceleration or otherwise, such amount shall thereafter bear interest at the Default Rate. Upon the request of the Majority Lenders, while any Event of Default pursuant to Section 6.01(a) or (d) exists, the Borrower shall pay interest on the principal amount of all Advances outstanding hereunder at the Default Rate. (c) Notwithstanding anything herein to the contrary, if at any time the interest rate applicable to any Advance, together with all fees, charges and other amounts that are treated as interest on such Advance under Applicable Law (collectively, “charges”), exceed the maximum lawful rate (the “Maximum Rate”) that may be contracted for, charged, taken, received or reserved by the Lenders holding such overdue Advance in accordance with Applicable Law, the rate of interest payable in respect of such Advance hereunder, together with all charges payable in respect thereof, shall be limited to the Maximum Rate. To the extent lawful, the interest and charges that would have been paid in respect of such Advance but were not paid as a result of the operation of this Section 2.05(c) shall be cumulated and the interest and charges payable to such Lender in respect of other Advance or periods shall be increased (but not above the amount collectible at the Maximum Rate therefor) until such cumulated amount shall bear have been received by such Lender. Any amount collected by such Lender that exceeds the maximum amount collectible at the Maximum Rate shall be applied to the reduction of the principal balance of such Advance or refunded to the Borrower so that at no time shall the interest and charges paid or payable in respect of such Advance exceed the maximum amount collectible at the Maximum Rate. (d) During the Availability Period, for any day on which the Advance Outstanding on the applicable day is less than 75% of the aggregate Commitment at such time, the Borrower shall pay an unused commitment fee (an “Unused Commitment Fee”) on the unused amount of the aggregate Commitment at such time, if any, which shall accrue at a rate per annum that is (x) in the case of overdue principal, equal to the rate that would otherwise be applicable thereto plus, to the extent permitted by applicable law, 2.00% (after as well as before maturity and judgment), (y) in the case of any overdue interest with respect to any Loan, equal to the rate of interest applicable to such Loan plus, to the extent permitted by applicable law, 2.000.50%, or (z) in the case of any overdue fees or other amounts owing hereunder, equal to the rate of interest then applicable to Loans maintained as ABR Loans plus 2.00%, in each case from and including the date of such non-payment to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest Accrued Unused Commitment Fees are payable pursuant to this Section 2.8(c) shall be payable upon demand. (d) Interest on each Loan shall accrue from and including the date such Loan is made to but excluding the date of any repayment thereof and shall, except as otherwise provided pursuant to Section 2.8(c), be payable (i) in respect of each ABR Loan, quarterly in arrears on the last Business Day of each of MarchPayment Date, June, September and December (for the three-month period (or portion thereof) ended on such day), (ii) in respect of each LIBOR Loan, commencing on the last day of each LIBOR Period applicable thereto and, in the case of a LIBOR Period in excess of three months, on each first such date occurring at three-month intervals to occur after the first day of such LIBOR Period Closing Date, as provided in Section 2.08. All Unused Commitment Fees are fully earned and (iii) in respect of each Loan on any payment or prepayment (on the amount paid or prepaid), at maturity (whether by acceleration or otherwise) and, after such maturity, on demandnonrefundable upon payment. (e) All computations of interest hereunder The Borrower shall be made pay the fees set forth in accordance with Section 5.4the Fee Letters on the term and conditions provided therein. (f) The Administrative Agent, upon determining All computations of interest and fees hereunder shall be made on the interest rate basis of a year of 360 days for any Borrowing the actual number of LIBOR Loans, shall promptly notify days (including the Borrower and first but excluding the Lenders thereof. Each such determination shall, absent clearly demonstrable error, be final and conclusive and binding on all parties heretolast day) elapsed.

Interest and Fees. (a) The unpaid principal amount of On each ABR Loan shall bear interest from Settlement Date, the date of Borrower shall, in accordance with the Borrowing thereof until maturity terms and priorities for payment set forth in Section 3.01, pay to each Lender and the Administrative Agent, as applicable, certain fees (whether by acceleration or otherwise and both before and after default and judgmentcollectively, the “Fees”) at a rate per annum that shall at all times be equal to in the Applicable Margin for ABR Loans plus the ABR in effect from time to timeamounts set forth below. (b) The Except as otherwise set forth herein, each Loan shall bear Interest on the unpaid principal amount of each LIBOR Loan shall bear interest thereof from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for LIBOR Loans plus the relevant LIBOR. (c) If all or a portion of (i) the principal amount of any Loan or (ii) any interest thereon or fees payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amount shall bear interest at a rate per annum that is (x) in the case of overdue principal, equal to the rate that would otherwise be applicable thereto plus, to the extent permitted by applicable law, 2.00% (after as well as before maturity and judgment), (y) in the case of any overdue interest with respect to any Loan, equal to the rate of interest applicable to such Loan plus, to the extent permitted by applicable law, 2.00%, or (z) in the case of any overdue fees or other amounts owing hereunder, equal to the rate of interest then applicable to Loans maintained as ABR Loans plus 2.00%, in each case from and including the date of such non-payment to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest payable pursuant to this Section 2.8(c) shall be payable upon demand. (d) Interest on each Loan shall accrue from and including the date such Loan is made to but excluding the date of any through repayment thereof and shall, except as otherwise provided pursuant to Section 2.8(c), be payable (i) in respect of each ABR Loan, quarterly in arrears on the last Business Day of each of March, June, September and December (for the three-month period (or portion thereof) ended on such day), (ii) in respect of each LIBOR Loan, on the last day of each LIBOR Period applicable thereto and, in the case of a LIBOR Period in excess of three months, on each date occurring at three-month intervals after the first day of such LIBOR Period and (iii) in respect of each Loan on any payment or prepayment (on the amount paid or prepaid), at maturity (whether by acceleration or otherwise) andthereof as follows: (i) if a Base Rate Loan, at the Alternate Base Rate plus the Applicable Margin; or (ii) if a LIBO Rate Loan, at the Adjusted LIBO Rate plus the Applicable Margin; provided, that, if the Aggregate Loan Amount is less than $125,000,000 on or after such maturityNovember 1, 2020, an additional 0.50% margin shall be added to the Applicable Margin of any outstanding Loan for so long as the Aggregate Loan Amount is less than $125,000,000 on or after November 1, 2020. The Borrower shall pay all Interest, Fees and Breakage Amounts accrued during each Interest Period on each Settlement Date (or, in the case of any prepayment, on demandthe date of such prepayment) in accordance with the terms and priorities for payment set forth in Section 3.01. (ec) All computations The Borrower agrees to pay on each Settlement Date, for the account and ratable benefit of interest hereunder each Committed Lender (based on the undrawn Commitment of each such Committed Lender to the aggregate undrawn Commitments of all of the Committed Lenders), any due and unpaid Undrawn Fee which shall have accrued at the Applicable Undrawn Fee Rate, which shall be made payable in arrears on each Settlement Date in accordance with Section 5.42.03(a) and in accordance with the terms and priorities for payment set forth in Section 3.01. (fd) The Administrative AgentUpon the occurrence and during the continuance of an Event of Default pursuant to Section 9.01(f) or (o), upon determining the principal amount of all Loans outstanding and, to the extent permitted by Applicable Law, any interest payments on the Loans or fees or other amounts owed hereunder (including any Early Prepayment Premium, if applicable), shall thereafter bear Interest (including post-petition interest in any proceeding under the Bankruptcy Code or other applicable bankruptcy laws) payable on demand at a rate that is 2.00% per annum in excess of the Interest Rate otherwise payable hereunder with respect to the applicable Loans (or, in the case of any such fees and other amounts, at a rate which is 2.00% per annum in excess of the interest rate otherwise payable hereunder for Base Rate Loans); provided, any Borrowing LIBO Rate Loans shall immediately become Base Rate Loans and shall thereafter bear Interest payable upon demand at a rate which is 2.00% per annum in excess of LIBOR the interest rate otherwise payable hereunder for Base Rate Loans, . Payment or acceptance of the increased rates of Interest provided for in this Section 2.03(d) is not a permitted alternative to timely payment and shall promptly notify not constitute a waiver of any Event of Default or otherwise prejudice or limit any rights or remedies of the Borrower and the Lenders thereof. Each such determination shall, absent clearly demonstrable error, be final and conclusive and binding on all parties heretoAdministrative Agent or any Lender.

Interest and Fees. (a) The unpaid principal amount of each ABR Each Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) for each day on which it is outstanding at a rate per annum that shall at all times be equal to the Applicable Margin for ABR Loans plus the ABR in effect from time to timeRate. (b) The unpaid Interest shall be payable in cash in arrears on each Interest Payment Date, on the Maturity Date and in the event of any repayment or prepayment of any Loan, accrued interest on the principal amount of each LIBOR Loan repaid or prepaid shall bear interest from be payable in cash on the date of the Borrowing thereof until maturity (whether by acceleration such repayment or otherwise and both before and after default and judgmentprepayment, provided that interest accruing pursuant to Section 2.10(c) at a rate per annum that shall at all times be equal payable from time to the Applicable Margin for LIBOR Loans plus the relevant LIBORtime on demand. (c) If all or a portion Notwithstanding the foregoing, upon the occurrence and during the continuance of (i) an Event of Default, the principal amount of any Loan or (ii) any interest thereon or fees payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amount shall bear interest at a rate per annum that is (x) in the case of overdue principal, equal to the rate that would otherwise be applicable thereto plusall Loans and, to the extent permitted by applicable law, 2.00% (other Obligations outstanding shall thereafter bear interest, after as well as before maturity and judgment), (y) in the case of any overdue interest with respect to any Loan, at a rate per annum equal to 2% plus the rate of interest applicable to such Loan plus, to the extent permitted by applicable law, 2.00%, or (z) in the case of any overdue fees or other amounts owing hereunder, equal to the rate of interest then applicable to Loans maintained as ABR Loans plus 2.00%, in each case from and including the date of such non-payment to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest payable pursuant to this Section 2.8(c) shall be payable upon demandApplicable Rate. (d) Interest All interest hereunder shall be computed on each Loan the basis of a year of 365 or 366 days, as applicable, and shall accrue from and be payable for the actual number of days elapsed (including the date such Loan is made to first day but excluding the date of any repayment thereof and shall, except as otherwise provided pursuant to Section 2.8(c), be payable (ilast day) in respect of each ABR Loan, quarterly in arrears on the last Business Day of each of March, June, September and December (for the three-month period (or portion thereof) ended on such day), (ii) in respect of each LIBOR Loan, on the last day of each LIBOR Period applicable thereto and, occurring in the case of a LIBOR Period in excess of three months, on each date occurring at three-month intervals after the first day of period for which such LIBOR Period and (iii) in respect of each Loan on any payment interest or prepayment (on the amount paid or prepaid), at maturity (whether by acceleration or otherwise) and, after such maturity, on demandfees are payable. (e) All computations of interest If any payment hereunder becomes due and payable on a day other than a Business Day, such payment shall be made in accordance with Section 5.4extended to the next succeeding Business Day. In the case of any extension of any payment of principal pursuant to the preceding sentence, interest thereon shall be payable at the rate applicable during such extension period. (f) The Borrower agrees to pay to the Administrative Agent, upon determining for its own account, the interest rate fees set forth in the Fee Letter at the times and in the amounts specified therein. The fees payable to the Administrative Agent under the Fee Letter (i) will be in addition to reimbursement of the Administrative Agent’s out-of-pocket expenses in accordance with Section 10.03(a) and (ii) shall be fully earned when due and shall not be refundable for any Borrowing of LIBOR Loans, shall promptly notify the Borrower and the Lenders thereof. Each such determination shall, absent clearly demonstrable error, be final and conclusive and binding on all parties heretoreason whatsoever.

Interest and Fees. (a) The unpaid Borrower shall pay interest on the outstanding principal amount of each ABR the Advances made under any Term Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) Series at a fluctuating rate per annum that shall at all times be equal to Term SOFR for the applicable Interest Period, plus the Applicable Margin Spread for ABR Loans plus such Term Loan Series. Interest accrues from and including the ABR first day of the Interest Period to, but excluding, the last day of such Interest Period. Interest is payable on each Payment Date as and to the extent provided in effect from time Section 2.08. If the Benchmark is a term rate or has a set observation period of greater than one day, each Advance is automatically continued in whole to timethe next applicable Interest Period upon the expiration of the then current Interest Period with respect thereto until paid in full. (b) The unpaid principal If any amount of each LIBOR Loan shall bear interest from payable by the date of the Borrowing thereof until maturity (whether by acceleration Borrower under this Agreement or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for LIBOR Loans plus the relevant LIBOR. (c) If all or a portion of (i) the principal amount of any Loan or (ii) any interest thereon or fees payable hereunder shall other Transaction Document is not be paid when due (due, whether at the stated maturity, by acceleration or otherwise), such overdue amount shall thereafter bear interest at a rate per annum that is the Default Rate. Upon the request of the Majority Lenders, while any Event of Default pursuant to Section 6.01(a) or (xd) in exists, the case Borrower shall pay interest on the principal amount of overdue principal, equal all Advances outstanding hereunder at the Default Rate. (c) Interest rates are subject to the rate that would otherwise be applicable thereto plus, to the extent permitted by applicable law, 2.00% (after as well as before maturity and judgment), (y) in the case provisions of any overdue interest with respect to any Loan, equal to the rate of interest applicable to such Loan plus, to the extent permitted by applicable law, 2.00%, or (z) in the case of any overdue fees or other amounts owing hereunder, equal to the rate of interest then applicable to Loans maintained as ABR Loans plus 2.00%, in each case from and including the date of such non-payment to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest payable pursuant to this Section 2.8(c) shall be payable upon demand2.14. (d) Interest Notwithstanding anything herein to the contrary, if at any time the interest rate applicable to any Advance, together with all fees, charges and other amounts that are treated as interest on each Loan shall accrue from and including the date such Loan is made to but excluding the date of any repayment thereof and shallAdvance under Applicable Law (collectively, except as otherwise provided pursuant to Section 2.8(c“charges”), exceed the maximum lawful rate (the “Maximum Rate”) that may be contracted for, charged, taken, received or reserved by the Lenders holding such Advance in accordance with Applicable Law, the rate of interest payable (i) in respect of each ABR Loansuch Advance hereunder, quarterly together with all charges payable in arrears on respect thereof, shall be limited to the last Business Day of each of MarchMaximum Rate. To the extent lawful, June, September the interest and December (for the three-month period (or portion thereof) ended on such day), (ii) charges that would have been paid in respect of each LIBOR Loan, on such Advance but were not paid as a result of the last day operation of each LIBOR Period applicable thereto and, in this Section 2.05(d) shall be cumulated and the case of a LIBOR Period in excess of three months, on each date occurring at three-month intervals after the first day of interest and charges payable to such LIBOR Period and (iii) Lender in respect of each Loan on any payment other Advance or prepayment periods shall be increased (on but not above the amount collectible at the Maximum Rate therefor) until such cumulated amount shall have been received by such Lender. Any amount collected by such Lender that exceeds the maximum amount collectible at the Maximum Rate shall be applied to the reduction of the principal balance of such Advance or refunded to the Borrower so that at no time shall the interest and charges paid or prepaid), payable in respect of such Advance exceed the maximum amount collectible at maturity (whether by acceleration or otherwise) and, after such maturity, on demandthe Maximum Rate. (e) All computations of interest hereunder The Borrower shall be made pay the fees set forth in accordance with Section 5.4the Fee Letters on the term and conditions provided therein. (f) The All computations of interest and fees hereunder shall be made on the basis of a year of 360 days for the actual number of days (including the first but excluding the last day) elapsed. 42 (g) In no event shall either the Administrative Agent, upon determining Agent or the interest rate Collateral Custodian be (i) responsible for making any decisions or determinations in connection with the availability or unavailability of Term SOFR or any benchmark replacement or benchmark transition event or (ii) have any liability for any Borrowing determination, decision or election made by or on behalf of LIBOR Loansthe Initial Lenders, shall promptly notify the Borrower or the Majority Lenders in connection with the availability or unavailability of Term SOFR, the selection of any alternate benchmark rate, a benchmark transition event or a benchmark replacement, and the Lenders thereof. Each parties hereto waive and release any and all claims against the Administrative Agent and the Collateral Custodian relating to any such determination shalldetermination, absent clearly demonstrable error, be final and conclusive and binding on all parties heretodecision or election.

Interest and Fees. (a) The unpaid principal amount of each ABR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for ABR Loans plus the ABR in effect from time to time. (b) The unpaid principal amount of each LIBOR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for LIBOR Loans plus the relevant LIBORAdjusted LIBO Rate. (c) The unpaid principal amount of each Swingline Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for LIBOR Loans at such time plus the LIBOR Market Index Rate in effect from time to time. (d) If all or a portion of (i) the principal amount of any Revolving Credit Loan or Swingline Loan or (ii) any interest thereon or fees payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amount shall bear interest at a rate per annum that is (x) in the case of overdue principal, equal to the rate that would otherwise be applicable thereto plus, to the extent permitted by applicable law, 2.00% (after as well as before maturity and judgment), (y) in the case of any overdue interest with respect to any Revolving Credit Loan or Swingline Loan, equal to the rate of interest applicable to such Revolving Credit Loan or Swingline Loan plus, to the extent permitted by applicable law, 2.00%, or (z) in the case of any overdue fees or other amounts owing hereunder, equal to the rate of interest then applicable to Revolving Credit Loans or Swingline Loans maintained as ABR Loans plus 2.00%, in each case from and including the date of such non-payment to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest payable pursuant to this Section 2.8(c2.8(d) shall be payable upon demand. (d) Interest on each Loan shall accrue from and including the date such Loan is made to but excluding the date of any repayment thereof and shall, except as otherwise provided pursuant to Section 2.8(c), be payable (i) in respect of each ABR Loan, quarterly in arrears on the last Business Day of each of March, June, September and December (for the three-month period (or portion thereof) ended on such day), (ii) in respect of each LIBOR Loan, on the last day of each LIBOR Period applicable thereto and, in the case of a LIBOR Period in excess of three months, on each date occurring at three-month intervals after the first day of such LIBOR Period and (iii) in respect of each Loan on any payment or prepayment (on the amount paid or prepaid), at maturity (whether by acceleration or otherwise) and, after such maturity, on demand. (e) All computations of interest hereunder shall be made in accordance with Section 5.4. (f) The Administrative Agent, upon determining the interest rate for any Borrowing of LIBOR Loans, shall promptly notify the Borrower and the Lenders thereof. Each such determination shall, absent clearly demonstrable error, be final and conclusive and binding on all parties hereto.

Interest and Fees. (a) The unpaid principal amount of each ABR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for ABR Loans plus the ABR in effect from time to time. (b) The unpaid principal amount of each LIBOR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for LIBOR Loans plus the relevant LIBOR. (c) If all or a portion of (i) the principal amount of any Revolving Credit Loan or (ii) any interest thereon or fees payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amount shall bear interest at a rate per annum that is (x) in the case of overdue principal, equal to the rate that would otherwise be applicable thereto plus, to the extent permitted by applicable law, 2.00% (after as well as before maturity and judgment), (y) in the case of any overdue interest with respect to any Revolving Credit Loan, equal to the rate of interest applicable to such Revolving Credit Loan plus, to the extent permitted by applicable law, 2.00%, or (z) in the case of any overdue fees or other amounts owing hereunder, equal to the rate of interest then applicable to Revolving Credit Loans maintained as ABR Loans plus 2.00%, in each case from and including the date of such non-payment to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest payable pursuant to this Section 2.8(c) shall be payable upon demand. (d) Interest on each Revolving Credit Loan shall accrue from and including the date such Loan is made of any Borrowing to but excluding the date of any repayment thereof and shall, except as otherwise provided pursuant to Section 2.8(c), be payable (i) in respect of each ABR Loan, quarterly in arrears on the last Business Day of each of March, June, September and December (for the three-month period (or portion thereof) ended on such day)December, (ii) in respect of each LIBOR Loan, on the last day of each LIBOR Interest Period applicable thereto and, in the case of a LIBOR an Interest Period in excess of three months, on each date occurring at three-month intervals after the first day of such LIBOR Period and Interest Period, (iii) in respect of each Revolving Credit Loan on any payment or prepayment (on the amount paid or prepaid), at maturity (whether by acceleration or otherwise) and, after such maturity, on demand. (e) All computations of interest hereunder shall be made in accordance with Section 5.4. (f) The Administrative Agent, upon determining the interest rate for any Borrowing of LIBOR Loans, shall promptly notify the Borrower and the relevant Lenders thereof. Each such determination shall, absent clearly demonstrable error, be final and conclusive and binding on all parties hereto.

Interest and Fees. (a) The unpaid Borrower shall pay interest on the outstanding principal amount of each ABR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) Advances at a rate per annum that shall at all times be equal to 5.75%. Interest is payable on each Payment Date as and to the Applicable Margin for ABR Loans plus extent provided in Section 2.08. If accrued and unpaid interest is not paid in full on a Payment Date, the ABR Borrower shall pay additional interest on such accrued and unpaid interest at the same rate per annum as the Borrower pays on the Advances, such additional interest being payable on each Payment Date as and to the extent provided in effect from time to time.Section 2.08. NAI-1528532842v5 (b) The unpaid principal If any amount of each LIBOR Loan shall bear interest from payable by the date of the Borrowing thereof until maturity (whether by acceleration Borrower under this Agreement or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for LIBOR Loans plus the relevant LIBOR. (c) If all or a portion of (i) the principal amount of any Loan or (ii) any interest thereon or fees payable hereunder shall other Transaction Document is not be paid when due (due, whether at the stated maturity, by acceleration or otherwise, such amount shall thereafter bear interest at the Default Rate. Upon the request of the Majority Lenders, while any Event of Default pursuant to Section 6.01(a) or (d) exists, the Borrower shall pay interest on the principal amount of all Advances outstanding hereunder at the Default Rate. (c) Notwithstanding anything herein to the contrary, if at any time the interest rate applicable to any Advance, together with all fees, charges and other amounts that are treated as interest on such Advance under Applicable Law (collectively, “charges”), exceed the maximum lawful rate (the “Maximum Rate”) that may be contracted for, charged, taken, received or reserved by the Lenders holding such overdue Advance in accordance with Applicable Law, the rate of interest payable in respect of such Advance hereunder, together with all charges payable in respect thereof, shall be limited to the Maximum Rate. To the extent lawful, the interest and charges that would have been paid in respect of such Advance but were not paid as a result of the operation of this Section 2.05(c) shall be cumulated and the interest and charges payable to such Lender in respect of other Advance or periods shall be increased (but not above the amount collectible at the Maximum Rate therefor) until such cumulated amount shall bear have been received by such Lender. Any amount collected by such Lender that exceeds the maximum amount collectible at the Maximum Rate shall be applied to the reduction of the principal balance of such Advance or refunded to the Borrower so that at no time shall the interest and charges paid or payable in respect of such Advance exceed the maximum amount collectible at the Maximum Rate. (d) During the Availability Period, for any day on which the Advance Outstanding on the applicable day is less than 75% of the aggregate Commitment at such time, the Borrower shall pay an unused commitment fee (an “Unused Commitment Fee”) on the unused amount of the aggregate Commitment at such time, if any, which shall accrue at a rate per annum that is (x) in the case of overdue principal, equal to the rate that would otherwise be applicable thereto plus, to the extent permitted by applicable law, 2.00% (after as well as before maturity and judgment), (y) in the case of any overdue interest with respect to any Loan, equal to the rate of interest applicable to such Loan plus, to the extent permitted by applicable law, 2.000.50%, or (z) in the case of any overdue fees or other amounts owing hereunder, equal to the rate of interest then applicable to Loans maintained as ABR Loans plus 2.00%, in each case from and including the date of such non-payment to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest Accrued Unused Commitment Fees are payable pursuant to this Section 2.8(c) shall be payable upon demand. (d) Interest on each Loan shall accrue from and including the date such Loan is made to but excluding the date of any repayment thereof and shall, except as otherwise provided pursuant to Section 2.8(c), be payable (i) in respect of each ABR Loan, quarterly in arrears on the last Business Day of each of MarchPayment Date, June, September and December (for the three-month period (or portion thereof) ended on such day), (ii) in respect of each LIBOR Loan, commencing on the last day of each LIBOR Period applicable thereto and, in the case of a LIBOR Period in excess of three months, on each first such date occurring at three-month intervals to occur after the first day of such LIBOR Period Closing Date, as provided in Section 2.08. All Unused Commitment Fees are fully earned and (iii) in respect of each Loan on any payment or prepayment (on the amount paid or prepaid), at maturity (whether by acceleration or otherwise) and, after such maturity, on demandnonrefundable upon payment. (e) All computations of interest hereunder The Borrower shall be made pay the fees set forth in accordance with Section 5.4the Fee Letters on the term and conditions provided therein. (f) The Administrative Agent, upon determining All computations of interest and fees hereunder shall be made on the interest rate basis of a year of 360 days for any Borrowing the actual number of LIBOR Loans, shall promptly notify days (including the Borrower and first but excluding the Lenders thereof. Each such determination shall, absent clearly demonstrable error, be final and conclusive and binding on all parties heretolast day) elapsed.

Interest and Fees. 3.1. Interest shall be payable by Borrower to Lender at the rate equal to the highest prime rate in effect during each month as generally reported by Citibank, N.A. (athe “Prime Rate”) plus 6% (the “Interest Rate”), but the Interest Rate shall never be more than 24% or the maximum permitted by law. The unpaid principal amount Interest Rate shall be calculated based on a three hundred sixty (360) day year for the actual number of each ABR Loan days elapsed and shall bear be charged to Borrower on all Obligations. All interest from the date and fees charged or chargeable to Borrower shall be deemed as an additional advance and shall become part of the Borrowing thereof until maturity Obligations. 3.2. In the event any amount to be advanced or charged to the Borrower under this Agreement and any other agreement between the parties hereto exceeds the amount available to Borrower pursuant to any percentage or sublimit set forth in this Agreement (whether by acceleration or otherwise and both before and after default and judgmenthereinafter sometimes referred to as an “Overadvance”) on any day in any month, the Interest Rate charged to the Borrower for that month on the Overadvance shall be at a rate of 24% per annum that shall at all times be equal without regard as to the Applicable Margin for ABR Loans plus the ABR in effect from time to timewhether any such Overadvance is made with or without Lender’s knowledge or consent. (b) The unpaid principal amount 3.3. Borrower agrees that upon the occurrence of each LIBOR Loan shall bear interest from the date any Event of the Borrowing thereof until maturity Default (whether caused by acceleration the Borrower, an Account Debtor or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for LIBOR Loans plus the relevant LIBOR. (c) If all or a portion of (i) the principal amount of any Loan or (ii) any interest thereon or fees payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration or otherwiseothers), such overdue amount the Interest Rate on all Obligations shall bear interest at a rate per annum that is (x) in the case of overdue principal, equal to the rate that would otherwise be applicable thereto plus, to the extent permitted by applicable law, 2.00% (after as well as before maturity and judgment), (y) in the case of any overdue interest with respect to any Loan, equal immediately convert to the rate of 24% per annum (the “Default Rate of Interest”) and all interest applicable to such Loan plus, to the extent permitted by applicable law, 2.00%, or (z) in the case of any overdue fees or other amounts owing hereunder, equal to the rate of interest then applicable to Loans maintained as ABR Loans plus 2.00%, in each case from and including the date of such non-payment to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest payable pursuant to this Section 2.8(c) accruing hereunder together with all Obligations shall thereafter be payable upon demand. 3.4. In no event shall the Interest Rate or the Default Rate of Interest exceed the highest rate permitted under any applicable law or regulation. If any part or provision of this Agreement is in contravention of any such law or regulation, such part or provision shall be deemed amended to conform thereto , and any payments of interest made in excess of such highest rate permitted, if any, shall be deemed to be payments of principal Obligations, to the extent of such excess. 3.5. Borrower shall pay Lender an annual Facility Fee in an amount equal to two percent (d2%) Interest percent of the Line of Credit. The Facility Fee is payable upon the execution and delivery of this Agreement and upon each annual anniversary date of this Agreement until such time as this Agreement has been terminated in accordance with its terms. In the event the Line of Credit is increased after Borrower paid the annual Facility Fee but prior to any annual anniversary date of this Agreement, the Facility Fee shall also be paid on each Loan such increase in the Line of Credit. If applicable, the initial Facility Fee payment shall accrue include the pro-rata amount for the final, partial month of the first contract year, calculated by multiplying the Facility Fee percent by the Line of Credit, dividing by 360 and multiplied by the number of days from and including the date such Loan that is made to but excluding one year from the date of any repayment thereof this Agreement to the last day of the month that is one year from the date of this Agreement. 3.6. Borrower shall pay Lender a fee in the amount of $800.00 per day for each person performing a field examination of the Borrower’s books and shall, except as otherwise provided pursuant to Section 2.8(crecords (“Examination Fee”), such Examination Fee to be payable in addition to all other Costs and Expenses incurred by Lender with regard to each such field examination, all of which shall be deemed part of the Obligations. Ordinary course examinations shall be capped at two (i2) per contract year; provided, however, that Lender may conduct additional audits and examinations as Lender may reasonably require as a result of any Event of Default hereunder, all at Borrowers’ cost and expense. 3.7. Borrower shall pay Lender a Minimum Monthly Interest Charge in respect an amount equal to the difference between (a) three quarters of each ABR Loanone percent (0.75%) of the Line of Credit and (b) the actual amount of interest charged to the Borrower on the Obligations that month. Such Minimum Monthly Interest Charge, quarterly if any, shall be charged to Borrower’s loan account in arrears on the last Business Day of each of March, June, September and December (for the three-month period (or portion thereof) ended on such day), (ii) in respect of each LIBOR Loan, on the last first day of each LIBOR Period applicable thereto andmonth. 3.8. Borrower shall pay Lender a Collateral Management Fee in an amount equal to three quarters of one percent (0.75%) of all sales assigned to Lender for the preceding month. The Collateral Management Fee shall apply to all assigned sales, including, but not limited to, sales assigned to Lender in connection with the closing of this Agreement. The Collateral Management Fee shall be charged to Borrower’s loan account, in the case of a LIBOR Period in excess of three monthsarrears, on each date occurring at three-month intervals after the first day of such LIBOR Period and (iii) in respect of each Loan on any payment or prepayment (on the amount paid or prepaid), at maturity (whether by acceleration or otherwise) and, after such maturity, on demandmonth. (ea) All computations In the event collection of interest hereunder the Borrower’s accounts or the liquidation of the Borrower’s equipment or inventory falls upon Lender consequent to the occurrence of an Event of Default, the Borrower shall pay Lender 15% of the amount collected by Lender; (b) Borrower shall pay Lender $10.00 for each advance in the form of a check deposited into Borrower’s bank account by Lender, (c) in the event the Borrower shall require a wire transfer of funds or certified funds, Borrower shall pay Lender a service fee for such wire transfer funds or certified funds of $50.00 per wire or certified check; and (d) service charges of $50.00 each shall be made for the issuance of checks to third parties, processing bank returned items, each issuance of a check in accordance with Section 5.4excess of two per week, advances of less than $5,000.00 and $1.00 per page for lists of “past due” or ineligible accounts. Services arising from the notification of the Borrower’s Account Debtors to make payments directly to Lender or to an address specified by Lender after an occurrence of an Event of Default and the expiration of any applicable cure period shall be charged to Borrower’s account at the rate of three quarters of one percent (.75%) of the face amount of the invoices underlying the notification. (f) The Administrative Agent3.10. Borrower shall pay Lender, on the closing date, a documentation fee as shall be reasonably determined by Lender based upon determining the interest rate for any Borrowing of LIBOR Loanstime expended in conducting due diligence, shall promptly notify the Borrower reviewing documents and negotiating and preparing this Agreement and the Lenders thereofancillary documents, in addition to all out of pocket expenses related to the initial audit and field examination and public records searches and filings. Each such determination shallThe documentation fee and all other Costs and Expenses related to the closing of this Agreement shall deducted from any deposits remitted by Borrower to Lender, absent clearly demonstrable errorthen, to the extent required, be final charged to Borrower’s loan account as provided in Section 3.12 below. 3.11. Notwithstanding anything to the contrary contained in this Agreement, any payment of interest and conclusive fees which individually or collectively might be deemed to be in excess of the highest rate permitted by law shall be credited against Borrower’s Obligations as principal repayments of loans and binding advances made hereunder by Lender to Borrower. 3.12. Lender is authorized to charge the Borrower’s loan account on the first day of each month as follows: (a) all parties heretoCosts and Expenses; (b) interest on Borrower’s monthly average loan balance (inclusive of all advances made pursuant to paragraph 2.1 of this Agreement together with all costs and expenses charged to Borrower’s account); (c) letter of credit, guaranty or acceptance fees (collectively, “LC Fees”), if any, and (d) all fees and other charges provided in this Agreement.

Interest and Fees. (a) The unpaid principal amount of each ABR Loan 2.3.1 Interest on any Revolving Loans shall bear be calculated and due and payable based upon the following interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for ABR Loans plus the ABR in effect from time to time.alternatives: (b) The unpaid principal amount of each LIBOR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for LIBOR Loans plus the relevant LIBOR. (c) If all or a portion of (i) In the principal amount absence of any Loan or election by the Borrower under clause (ii) or (iii) below, either initially with respect to any interest thereon Revolving Loan or fees payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration expiration of the applicable Interest Period under such clause (ii) or otherwise)(iii) below, such overdue amount Revolving Loans shall bear interest at a rate per annum that is (x) in the case of overdue principal, equal to the rate that would otherwise be applicable thereto plusPrime Rate in effect from time to time, to the extent permitted by applicable law, 2.00% (after as well as before maturity and judgment), (y) in the case of any overdue with interest with respect to any Loan, equal to the rate of interest applicable to such Loan plus, to the extent permitted by applicable law, 2.00%, or (z) in the case of any overdue fees or other amounts owing hereunder, equal to the rate of interest then applicable to Loans maintained as ABR Loans plus 2.00%, in each case from and including the date of such non-payment to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest thereon being payable pursuant to this Section 2.8(c) shall be payable upon demand. (d) Interest on each Loan shall accrue from and including the date such Loan is made to but excluding the date of any repayment thereof and shall, except as otherwise provided pursuant to Section 2.8(c), be payable (i) in respect of each ABR Loan, quarterly monthly in arrears on the last Business Day of each month. Any change in the Prime Rate shall result in a change on the same day in the rate of March, June, September interest to accrue from and December (for after such day on the three-month period (or portion thereof) ended on such day), unpaid balance of principal of the Revolving Loans bearing interest with reference to the Prime Rate. (ii) In the manner and subject to the provisions set forth in respect Sections 2.1, 2.4 and 2.5, so long as no Default or Event of each LIBOR Default has occurred and is then continuing, the Borrower may elect from time to time prior to the Maturity Date to have all or a portion of the unpaid principal amount of any Revolving Loan bear interest during any particular Interest Period applicable to Libor Loans at the Libor Rate and be treated as a Libor Loan, with interest, in all cases, being due and payable on the last day of each LIBOR the applicable Interest Period applicable thereto andrelating to such Libor Loan (but in any event, no less frequently than quarterly), provided, that any such portion of any Loan shall be in the case of a LIBOR Period in excess of three months, on each date occurring at three-month intervals after the first day of such LIBOR Period and an amount not less than $100,000 or an integral multiple thereof. (iii) In the manner and subject to the provisions set forth in respect Sections 2.1, 2.4 and 2.5, so long as no Default or Event of Default has occurred and is then continuing, the Borrower may elect from time to time prior to the Maturity Date to have all or a portion of the unpaid principal amount of any Revolving Loan bear interest during any particular Interest Period applicable to Treasury Rate Loans at the Treasury Rate and be treated as a Treasury Rate Loan; with interest, in all cases, being due and payable monthly in arrears on the last Business Day of each month and last day of the applicable Interest Period relating to such Treasury Rate Loan, provided that any such portion of any Loan on any payment shall be in an amount not less than $100,000 or prepayment (an integral multiple thereof. The rates of interest set forth above shall apply before an Event of Default. After an Event of Default pursuant to Section 6 of this Agreement, interest shall accrue on the balance hereof at a rate equal to four percent (4%) per annum above the highest rate that would otherwise apply to amounts outstanding hereunder. 2.3.2 The Borrower shall pay to the Lender a commitment fee, payable monthly in arrears on the last Business Day of each month, equal to one-eighth of one percent (0.125%) per annum of the Unused Commitment during the preceding month. 2.3.3 The Borrower shall pay to the Lender on the Closing Date a non-refundable closing fee in the amount paid of $15,000. 2.3.4 The Borrower authorizes the Lender to charge to the Revolving Loan Account or prepaid)to any deposit account which the Borrower may maintain with the Lender the principal, at maturity interest, fees, charges, taxes and expenses provided for in this Agreement or any other document executed or delivered in connection herewith. 2.3.5 If, after the date hereof, the Lender shall have determined that the adoption of any applicable law, rule, regulation, guideline, directive or request (whether or not having the force of law) regarding capital requirements for banks or bank holding companies, or any change therein, or any change in the interpretation or administration thereof by acceleration any governmental authority, central bank or otherwisecomparable agency charged with the interpretation or administration thereof, or compliance by the Lender with any of the foregoing imposes or increases a requirement by the Lender to allocate capital resources to the Lender's commitment to make Revolving Loans or issue Letters of Credit which has or would have the effect of reducing the return on the Lender's capital to a level below that which the Lender could have achieved (taking into consideration the Lender's then existing policies with respect to capital adequacy and assuming full utilization of the Lender's capital) andbut for such adoption, after such maturitychange or compliance by any amount deemed by the Lender to be material, on demand.then: (ei) All computations of interest hereunder shall be made in accordance with Section 5.4. (f) The Administrative Agent, upon determining the interest rate for any Borrowing of LIBOR Loans, Lender shall promptly notify after its determination of such occurrence give notice thereof to the Borrower; and (ii) to the extent that the costs of such increased capital requirements are not reflected in the Prime Rate, the Borrower and the Lenders thereofLender shall thereafter attempt to negotiate in good faith, within 30 days following the date the Borrower receives such notice, an adjustment payable hereunder that will adequately compensate the Lender in light of the circumstances. Each If the Lender and the Borrower are unable to agree to such determination shalladjustment within 30 days following the date upon which the Borrower receives such notice, absent clearly demonstrable errorthen commencing on the date of such notice (but no earlier than the effective date of any such increased capital requirement), the fees payable hereunder shall increase by an amount that will, in the Lender's reasonable determination, provide adequate compensation. The provisions of this Section 2.3.5 shall be final applied to the Borrower so as not to discriminate against the Borrower vis-a-vis other customers of the Lender. 2.3.6 Anything hereinbefore to the contrary notwithstanding, if any present or future applicable law (which expression, as used in this Agreement, includes statutes and conclusive rules and binding on all parties hereto.regulations thereunder and interpretations thereof by any competent court or by any governmental or other regulatory body or official charged with the administration or the interpretation thereof and requests, directives, instructions and notices at any time or from time to time heretofore or hereafter made upon or otherwise issued to the Lender by any central bank or other fiscal, monetary or other authority, whether or not having the force of law) shall (i) subject the Lender to any tax, levy, impost, duty, charge, fee, deduction or withholding of any nature with respect to this Agreement, the maximum amount of the Revolving Loans or Letters of Credit or the payment to the Lender of any amounts due to it hereunder, or (ii)

Interest and Fees. (a) The unpaid principal amount of each ABR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for ABR Loans plus the ABR in effect from time to time. (b) The unpaid principal amount of each LIBOR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for LIBOR Loans plus the relevant Adjusted LIBOR. (c) If all or a portion of (i) the principal amount of any Loan or (ii) any interest thereon or fees payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amount shall bear interest at a rate per annum that is (x) in the case of overdue principal, equal to the rate that would otherwise be applicable thereto plus, to the extent permitted by applicable law, 2.00% (after as well as before maturity and judgment), (y) in the case of any overdue interest with respect to any Loan, equal to the rate of interest applicable to such Loan plus, to the extent permitted by applicable law, 2.00%, or (z) in the case of any overdue fees or other amounts owing hereunder, equal to the rate of interest then applicable to Loans maintained as ABR Loans plus 2.00%, in each case from and including the date of such non-payment to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest payable pursuant to this Section 2.8(c2.8(e) shall be payable upon demand. (d) Interest on each Loan shall accrue from and including the date such Loan is made to but excluding the date of any repayment thereof and shall, except as otherwise provided pursuant to Section 2.8(c2.8(e), be payable (i) in respect of each ABR Loan, quarterly in arrears on the last Business Day of each of March, June, September and December (for the three-month period (or portion thereof) ended on such day)December, (ii) in respect of each LIBOR Loan, on the last day of each LIBOR Period applicable thereto and, in the case of a LIBOR Period in excess of three months, on each date occurring at three-month intervals after the first day of such LIBOR Period and Period, (iii) in respect of each LIBOR Loan on any payment or prepayment (on the amount paid or prepaid), and (iv) in respect of each Loan, at maturity (whether by acceleration or otherwise) and, after such maturity, on demand. (e) All computations of interest hereunder shall be made in accordance with Section 5.4. (f) The Administrative Agent, upon determining the interest rate for any Borrowing of LIBOR Loans, shall promptly notify the Borrower and the Lenders thereof. Each such determination shall, absent clearly demonstrable error, be final and conclusive and binding on all parties hereto.

Interest and Fees. (a) The unpaid principal amount of each ABR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for ABR Loans plus the ABR in effect from time to time. (b) The unpaid principal amount of each LIBOR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for LIBOR Loans plus the relevant LIBORAdjusted LIBO Rate. (c) If all or a portion of (i) the principal amount of any Loan or (ii) any interest thereon or fees payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amount shall bear interest at a rate per annum that is (x) in the case of overdue principal, equal to the rate that would otherwise be applicable thereto plus, to the extent permitted by applicable law, 2.00% (after as well as before maturity and judgment), (y) in the case of any overdue interest with respect to any Loan, equal to the rate of interest applicable to such Loan plus, to the extent permitted by applicable law, 2.00%, or (z) in the case of any overdue fees or other amounts owing hereunder, equal to the rate of interest then applicable to Loans maintained as ABR Loans plus 2.00%, in each case from and including the date of such non-payment to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest payable pursuant to this Section 2.8(c) shall be payable upon demand. (d) Interest on each Loan shall accrue from and including the date such Loan is made to but excluding the date of any repayment thereof and shall, except as otherwise provided pursuant to Section 2.8(c), be payable (i) in respect of each ABR Loan, quarterly in arrears on the last Business Day of each of March, June, September and December (for the three-month period (or portion thereof) ended on such day), (ii) in respect of each LIBOR Loan, on the last day of each LIBOR Period applicable thereto and, in the case of a LIBOR Period in excess of three (3) months, on each date occurring at three-month intervals after the first day of such LIBOR Period and (iii) in respect of each Loan on any payment or prepayment (on the amount paid or prepaid), at maturity (whether by acceleration or otherwise) and, after such maturity, on demand. (e) All computations of interest hereunder shall be made in accordance with Section 5.4. (f) The Administrative Agent, upon determining the interest rate for any Borrowing of LIBOR Loans, shall promptly notify the Borrower and the Lenders thereof. Each such determination shall, absent clearly demonstrable error, be final and conclusive and binding on all parties hereto.

Interest and Fees. (a) The unpaid principal amount of each ABR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for ABR Loans plus the ABR in effect from time to time. (b) The unpaid principal amount of each LIBOR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for LIBOR Loans plus the relevant LIBOR. (c) For each day (i) on or prior to the Revolving Credit Maturity Date on which the Revolving Credit Exposure exceeds 50% of the Revolving Credit Commitments or (ii) after the Revolving Credit Maturity Date on which the Revolving Credit Exposure exceeds 50% of the Revolving Credit Commitments as in effect immediately prior to the termination or reduction to zero of the Revolving Credit Commitments, the Borrower shall pay to the Administrative Agent for the account of each Lender additional interest on the Revolving Credit Loans held by such Lender outstanding on such day at a rate per annum equal to the Applicable Additional Interest Rate. Accrued additional interest will be payable at the times specified in Section 2.8(e). (d) If all or a portion of (i) the principal amount of any Revolving Credit Loan or (ii) any interest thereon or fees payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amount shall bear interest at a rate per annum that is (x) in the case of overdue principal, equal to the rate that would otherwise be applicable thereto plus, to the extent permitted by applicable law, 2.00% (after as well as before maturity and judgment), (y) in the case of any overdue interest with respect to any Revolving Credit Loan, equal to the rate of interest applicable to such Revolving Credit Loan plus, to the extent permitted by applicable law, 2.00%, or (z) in the case of any overdue fees or other amounts owing hereunder, equal to the rate of interest then applicable to Revolving Credit Loans maintained as ABR Loans plus 2.00%, in each case from and including the date of such non-payment to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest payable pursuant to this Section 2.8(c) shall be payable upon demand. (de) Interest on each Revolving Credit Loan shall accrue from and including the date such Loan is made of any Borrowing to but excluding the date of any repayment thereof and shall, except as otherwise provided pursuant to Section 2.8(c), be payable (i) in respect of each ABR Loan, quarterly in arrears on the last Business Day of each of March, June, September and December (for the three-month period (or portion thereof) ended on such day)December, (ii) in respect of each LIBOR Loan, on the last day of each LIBOR Period applicable thereto and, in the case of a an LIBOR Period in excess of three months, on each date occurring at three-month intervals after the first day of such LIBOR Period and Period, (iii) in respect of each Revolving Credit Loan on any payment or prepayment (on the amount paid or prepaid), at maturity (whether by acceleration or otherwise) and, after such maturity, on demand. (ef) All computations of interest hereunder shall be made in accordance with Section 5.4. (fg) The Administrative Agent, upon determining the interest rate for any Borrowing of LIBOR Loans, shall promptly notify the Borrower and the relevant Lenders thereof. Each such determination shall, absent clearly demonstrable error, be final and conclusive and binding on all parties hereto.

Interest and Fees. (a) The unpaid principal amount Interest on the Revolving Loans shall be payable by the Borrowers on the first day of each ABR Loan month, calculated upon the closing daily balances in the loan account of the Borrowers for each day during the immediately preceding month, at the per annum rate (the "Annual Rate") set forth as the Interest Rate in Section 10.4(a). The Annual Rate shall bear interest from increase or decrease by an amount equal to each increase or decrease, respectively, in the Prime Rate (as herein defined), effective as of the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before each such change, On and after default and judgment) any Event of Default or termination or non-renewal hereof, interest on all unpaid matured obligations shall accrue at a rate equal to two percent (2%) per annum that in excess of the Annual Rate otherwise payable until such time as all Obligations are indefeasibly paid in full (notwithstanding entry of any judgment against any Borrower or the exercise of any other right or remedy by Lender), and all such interest shall be payable on demand. Notwithstanding the foregoing provisions of this Section 3.1(a) regarding the rates of interest applicable to Revolving Loans and any rate of interest applicable to any Term Loan: (i) If at all times be equal any time the amount of interest computed on the basis of either the Annual Rate or the rate provided by any Promissory Note pursuant to Section 2.2 of this Agreement (the Applicable Margin for ABR Loans plus "Note Rate") would exceed the ABR amount of interest computed upon the basis of the maximum rate of interest (the "Maximum Legal Rate") permitted by applicable state or federal law in effect from time to timetime hereafter, after taking into account, to the extent required by applicable law, any and all fees, payments, charges and calculations provided for in this Agreement or in any other agreement between Borrowers or any individual Borrower and Lender, the interest payable under this Agreement shall be computed on the basis of the Maximum Legal Rate, but any subsequent reduction in the Annual Rate or the Note Rate (if applicable) shall not reduce such interest thereafter payable hereunder below the amount computed on the basis of the Maximum Legal Rate until the aggregate amount equals the total amount of interest which would have accrued if such interest had been at all times computed solely on the basis of the Annual Rate and the Note Rate (if applicable). (bii) The unpaid principal amount No agreements, conditions, provisions or stipulations contained in this Agreement or any other instrument, document or agreement between Borrowers, or any of each LIBOR Loan shall bear interest from them, and the date Lender, or default of any Borrower, or the exercise by the Lender of the Borrowing thereof until right to accelerate the maturity (whether by acceleration of the payment of the principal and interest or otherwise to exercise any option whatsoever contained in this Agreement or any other agreement among Borrowers, or any of them, and both before the Lender, or the arising of any contingency whatsoever, shall entitle the Lender to collect, in any event, interest exceeding the Maximum Legal Rate and after default in no event shall any Borrower be obligated to pay interest exceeding such Maximum Legal Rate and judgment) at all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel any Borrower to pay a rate per annum that of interest exceeding the Maximum Legal Rate, shall be without binding force or effect, at all times be equal law or in equity, to the Applicable Margin for LIBOR Loans plus extent only of the relevant LIBOR. excess of interest over such Maximum Legal Rate. In the event that any interest is charged in excess of the Maximum Legal Rate (c) If all or a portion "Excess"), each Borrower acknowledges and stipulates that any such charge shall be the result of (i) an accidental and bona fide error, and such Excess shall be, first, applied to reduce the principal amount of indebtedness then unpaid hereunder; second, applied to reduce such Borrower's other Obligations hereunder; and third, returned to such Borrower, it being the intention of the parties hereto not to enter at any Loan time into a usurious or (ii) any interest thereon or fees payable hereunder shall not be paid when due (whether at otherwise illegal relationship. Each Borrower recognizes that, with fluctuations in the stated maturityAnnual Rate, by acceleration or otherwise)the Note Rate, and the Maximum Legal Rate, such overdue amount shall bear interest at a rate per annum an unintentional result could inadvertently occur. By the execution of this Agreement, each Borrower covenants that is (x) the credit or return of any Excess shall constitute the acceptance by each Borrower of such Excess, and (y) no Borrower shall seek or pursue any other remedy, legal or equitable, against Lender, based in whole or in part upon the case charging or receiving of overdue principal, equal to any interest in excess of the rate that would otherwise be applicable thereto plus, to the extent permitted maximum authorized by applicable law. For the purpose of determining whether or not any Excess has been contracted for, 2.00% charged, or received by Lender, all interest at any time contracted for, charged or received by the Lender in connection with this Agreement shall be amortized, prorated, allocated and spread in equal parts during the entire term of this Agreement. (after as well as before maturity and judgment)iii) The provisions of Section 3.1(a)(ii) shall be deemed to be incorporated into every document or communication relating to the Obligations which sets forth or prescribes any account, (y) in right or claim or alleged account, right or claim of the case of any overdue interest Lender with respect to each Borrower (or any Loanother obligor in respect of the Obligations), equal whether or not any provision of Section 3.1 is referred to therein. All such documents and communications and all figures set forth therein shall, for the sole purpose of computing the extent of the liabilities and obligations of each Borrower (or any other obligor) asserted by the Lender thereunder, be automatically recomputed by such Borrower or obligor, and by any court considering the same, to give effect to the adjustments or credits required by Section 3.1(a)(ii). (iv) If the applicable state or federal law is amended in the future to allow a greater rate of interest to be charged under this Agreement or any other loan documents than is presently allowed by applicable to such Loan plusstate or federal law, then the limitation of interest hereunder shall be increased to the extent permitted by applicable law, 2.00%, or (z) in the case of any overdue fees or other amounts owing hereunder, equal to the maximum rate of interest then allowed by applicable to Loans maintained state or federal law as ABR Loans plus 2.00%amended, in each case from and including which increase shall be effective hereunder on the effective date of such non-payment amendment, and all interest charges owing to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest payable pursuant to this Section 2.8(c) Lender by reason thereof shall be payable upon demand. (d) Interest on each Loan shall accrue from and including the date such Loan is made to but excluding the date of any repayment thereof and shall, except as otherwise provided pursuant to Section 2.8(c), be payable (i) in respect of each ABR Loan, quarterly in arrears on the last Business Day of each of March, June, September and December (for the three-month period (or portion thereof) ended on such day), (ii) in respect of each LIBOR Loan, on the last day of each LIBOR Period applicable thereto and, in the case of a LIBOR Period in excess of three months, on each date occurring at three-month intervals after the first day of such LIBOR Period and (iii) in respect of each Loan on any payment or prepayment (on the amount paid or prepaid), at maturity (whether by acceleration or otherwise) and, after such maturity, on demand. (e) All computations of interest hereunder shall be made in accordance with Section 5.4. (f) The Administrative Agent, upon determining the interest rate for any Borrowing of LIBOR Loans, shall promptly notify the Borrower and the Lenders thereof. Each such determination shall, absent clearly demonstrable error, be final and conclusive and binding on all parties hereto.

Interest and Fees. (a) The unpaid principal amount of each ABR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for ABR 2.2.1 Revolving Loans plus the ABR in effect from time to time. (b) The unpaid principal amount of each LIBOR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for LIBOR Loans plus the relevant LIBOR. (c) If all or a portion of (i) the principal amount of any Loan or (ii) any interest thereon or fees payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amount shall bear interest at a rate per annum that is (x) in the case of overdue principal, equal to the rate Base Rate in effect from time to time; PROVIDED THAT the balance of Revolving Loans that would otherwise be applicable thereto plusremains outstanding after the Maturity Date, or, if earlier, the date on which the Lender accelerates the Obligations in accordance with Section 6.2, shall bear interest, to the extent permitted by applicable law, 2.00compounded monthly at an interest rate equal to 4% above the Base Rate in effect on the Maturity Date or the date of such acceleration, until the Obligations are paid in full. Interest on Revolving Loans (after as well as before maturity and judgment), (ynot at the time overdue) shall be payable monthly in arrears on the fifteenth Business Day of each month. Any change in the case of any overdue interest with respect to any Loan, equal to Base Rate shall result in a change on the same day in the rate of interest applicable to such Loan plus, to the extent permitted by applicable law, 2.00%, or (z) in the case of any overdue fees or other amounts owing hereunder, equal to the rate of interest then applicable to Loans maintained as ABR Loans plus 2.00%, in each case from and including the date of such non-payment to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest payable pursuant to this Section 2.8(c) shall be payable upon demand. (d) Interest on each Loan shall accrue from and including after such day on the date such Loan is made unpaid balance of principal of the Revolving Loans. 2.2.2 The Borrower shall pay to but excluding the date of any repayment thereof and shallLender a commitment fee, except as otherwise provided pursuant to Section 2.8(c), be payable (i) in respect of each ABR Loan, quarterly in arrears on the last first Business Day of each Quarter, equal to 1/2% per annum of Marchthe Average Unused Commitment during the preceding Quarter. 2.2.3 The Borrower shall pay to the Lender any and all reasonable charges customarily made by the Lender against borrowers, JunePROVIDED, September HOWEVER, that for any individual charge in excess of $1,500, the Borrower shall have the right to approve such charge in advance, which approval shall be made promptly and December shall not be unreasonably withheld. 2.2.4 The Borrower authorizes the Lender to charge to the Revolving Loan Account or to any deposit account which the Borrower may maintain with the Lender the interest, fees, charges, taxes and expenses provided for in this Agreement or any other document executed or delivered in connection herewith, with advice thereof thereafter sent to the Borrower's chief financial officer in accordance with the Lender's customary practice. 2.2.5 If, after the date hereof, the Lender shall have determined that the adoption of any applicable law, rule, regulation, guideline, directive or request (whether or not having the force of law) regarding capital requirements for banks or bank holding companies, or any change therein, or any change in the three-month period interpretation or administration thereof by any governmental authority, central bank or comparable agency charged with the interpretation or administration thereof, or compliance by the Lender with any of the foregoing imposes or increases a requirement by the Lender to allocate capital resources to the Lender's commitment to make Revolving Loans hereunder which has or would have the effect of reducing the return on the Lender's capital to a level below that which the Lender could have achieved (taking into consideration the Lender's then existing policies with respect to capital adequacy and assuming full utilization of the Lender's capital) but for such adoption, change or portion thereofcompliance by any amount deemed by the Lender to be material, then: (i) ended on the Lender shall promptly after its determination of such day), occurrence give notice thereof to the Borrower; and (ii) in respect to the extent that the costs of each LIBOR Loan, on the last day of each LIBOR Period applicable thereto and, such increased capital requirements are not reflected in the case of a LIBOR Period in excess of three monthsBase Rate, on each date occurring at three-month intervals after the first day of such LIBOR Period and (iii) in respect of each Loan on any payment or prepayment (on the amount paid or prepaid), at maturity (whether by acceleration or otherwise) and, after such maturity, on demand. (e) All computations of interest hereunder shall be made in accordance with Section 5.4. (f) The Administrative Agent, upon determining the interest rate for any Borrowing of LIBOR Loans, shall promptly notify the Borrower and the Lenders thereofLender shall thereafter attempt to negotiate in good faith, within 30 days following the date the Borrower receives such notice, an adjustment payable hereunder that will adequately compensate the Lender in light of the circumstances. Each If the Lender and the Borrower are unable to agree to such determination shalladjustment within 30 days following the date upon which the Borrower receives such notice, absent clearly demonstrable errorthen commencing on the date on which the Borrower receives such notice (but no earlier than the effective date of any such increased capital requirement), the fees payable hereunder shall increase by an amount that will, in the Lender's reasonable determination, provide adequate compensation. The provisions of this Section 2.2.5 shall be final and conclusive and binding on all parties heretoapplied to the Borrower so as not to discriminate against the Borrower vis-a-vis other customers of the Lender.

Interest and Fees. (a) The unpaid principal amount of each ABR Prime Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Prime Margin for ABR Loans plus the ABR Prime Rate in effect from time to time. (b) The unpaid Borrower shall pay to each Lender that accepts or advances a BA Loan, as a condition of and at the time of such acceptance or advance, a Stamping Fee at the Stamping Fee Rate, calculated on the basis of a year of 365 days on the face amount at maturity (or the principal amount in the case of each LIBOR Loan shall bear interest a BA Equivalent Loan) of such Bankers’ Acceptance for the period from and including the date of acceptance (or advance in the Borrowing thereof until case of a BA Equivalent Loan) to but excluding the maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for LIBOR Loans plus the relevant LIBORdate of such Bankers’ Acceptance. (c) If all or a portion of (i) the principal amount of any Loan or (ii) any interest thereon or fees payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amount shall bear interest at a rate per annum that is (xA) in the case of overdue principal, to the extent permitted by applicable law, equal to the rate that would otherwise be applicable thereto plus, to the extent permitted by applicable law, 2.00plus 2% (after as well as before maturity and judgment), (yB) in the case of any overdue interest with respect to any Loan, Loan equal to the rate of interest applicable to such Loan plus, to the extent permitted by applicable law, 2.002%, or (zC) in the case of any overdue fees or other amounts amount owing hereunder, equal to the rate of interest then applicable to Loans maintained as ABR Prime Loans plus 2.00%2% for fees or such other amounts, in each case from and including the date of such non-payment to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest payable pursuant to this Section 2.8(c) shall be payable upon demand. (d) Interest on each Loan shall accrue from and including the date such Loan is made of any Borrowing to but excluding the date of any repayment thereof and shall, except as otherwise provided pursuant to Section 2.8(c2.8(b), be payable (i) in respect of each ABR Prime Loan, quarterly monthly in arrears on the last Business Day of each of March, June, September and December (for the three-month period (or portion thereof) ended on such day), (ii) in respect of each LIBOR Loan, on accrued to the last day of each LIBOR Period applicable thereto and, in the case of a LIBOR Period in excess of three monthsmonth, on each date occurring at three-month intervals after the first day Business Day of such LIBOR Period the next month, and (iiiii) in respect of each Loan on any payment or prepayment (on the amount paid or prepaid), at maturity (whether by acceleration or otherwise) and, after such maturity, on demand. (e) All computations of interest hereunder shall be made in accordance with Section 5.45.5. (f) The Administrative Agent, upon determining the interest rate for any Borrowing of LIBOR Loans, shall promptly notify the Borrower and the Lenders thereof. Each such determination shall, absent clearly demonstrable error, be final and conclusive and binding on all parties hereto.

Interest and Fees. (a) The unpaid principal amount of each ABR Initial Loan shall bear interest on the outstanding principal amount thereof from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) Initial Loan at a rate per annum that shall at all times be equal to the Applicable Margin for ABR Loans plus the ABR in effect from time to time.7.33% (b) The unpaid principal amount of each LIBOR Loan Additional Loans shall bear interest on the outstanding principal amount thereof from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) applicable Additional Loan at a rate per annum that shall at all times be equal to the Applicable Margin for LIBOR Loans Fixed Rate Intermediate Term Loan plus the relevant LIBOR0.45%. (c) If all or a Interest on the Loans shall be paid in arrears on each Interest Payment Date. Interest shall also be paid on the date of any prepayment of the Loans under SECTION 2.4 for the portion of the Loans so prepaid and upon payment (iincluding prepayment) in full thereof, and during the principal existence of any Event of Default, interest shall be paid on demand of the Bank. Notwithstanding subsection (a) of this Section, if any amount of principal of or interest on any Loan Loan, or (ii) any interest thereon or fees other amount payable hereunder shall or under any other Credit Document, is not be paid in full when due (whether at the stated maturitymaturity or by acceleration, by acceleration demand or otherwise), the Fund agrees to pay interest on such overdue unpaid principal or other amount shall bear interest at a rate per annum that from the date such amount becomes due until the date such amount is (x) paid in the case full, and after as well as before any entry of overdue principal, equal to the rate that would otherwise be applicable thereto plus, judgment thereon to the extent permitted by applicable law, 2.00% (after as well as before maturity and judgment), (y) in the case of any overdue interest with respect to any Loan, payable on demand at a fluctuating rate per annum equal to the greater of (i) 2% in excess of the rate of interest otherwise applicable to such Loan plus, to the extent permitted by applicable law, 2.00%, or (zii) in the case of any overdue fees or other amounts owing hereunder, equal to the rate of interest then applicable to Loans maintained as ABR Loans Base Rate plus 2.002%, in each case from and including the date of such non-payment to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest payable pursuant to this Section 2.8(c) shall be payable upon demand. (d) Interest The Fund shall pay to the Bank a commitment fee on each Loan shall accrue from and including the date such Loan is made to but excluding average daily unused portion of the date of any repayment thereof and shallCommitment, except as otherwise provided pursuant to Section 2.8(c), be payable (i) in respect of each ABR Loan, computed on a quarterly basis in arrears on the last Business Day of each calendar quarter based upon the daily utilization for that quarter as calculated by the Agent, equal to 0.125% per annum. Such commitment fee shall accrue from July 1, 1998 to the earlier of March(i) September 30, June, September and December (for the three-month period (1998 or portion thereof) ended on such day), (ii) the Loan Date of the second Additional Loan and shall be due and payable in respect of each LIBOR Loan, arrears on the last day Business Day of each LIBOR Period applicable thereto andSeptember, 1998. The commitment fees provided in the case of a LIBOR Period in excess of three months, on each date occurring this subsection shall accrue at three-month intervals all times after the first day of such LIBOR Period and (iii) above-mentioned commencement date, including at any time during which one or more conditions in respect of each Loan on any payment or prepayment (on the amount paid or prepaid), at maturity (whether by acceleration or otherwise) and, after such maturity, on demandARTICLE IV are not met. (e) All computations Anything herein to the contrary notwithstanding, the obligations of interest the Fund to the Bank hereunder shall be made in accordance with Section 5.4. (f) The Administrative Agent, upon determining subject to the limitation that payments of interest rate shall not be required for any Borrowing period for which interest is computed hereunder, to the extent (but only to the extent) that contracting for or receiving such payment by the Bank would be contrary to the provisions of LIBOR Loansany law applicable to the Bank limiting the highest rate of interest that may be lawfully contracted for, charged or received by the Bank, and in such event the Fund shall promptly notify pay the Borrower and Bank interest at the Lenders thereof. Each such determination shall, absent clearly demonstrable error, be final and conclusive and binding on all parties heretohighest rate permitted by applicable law.

Interest and Fees. (a) The unpaid principal amount of each ABR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for ABR Loans plus the ABR in effect from time to time. (b) The unpaid principal amount of each LIBOR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for LIBOR Loans plus the relevant LIBOR. (c) If all or a portion of (i) the principal amount of any Loan or (ii) any interest thereon or fees payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amount shall bear interest at a rate per annum that is (x) in the case of overdue principal, equal to the rate that would otherwise be applicable thereto plus, to the extent permitted by applicable law, 2.00% (after as well as before maturity and judgment), (y) in the case of any overdue interest with respect to any Loan, equal to the rate of interest applicable to such Loan plus, to the extent permitted by applicable law, 2.00%, or (z) in the case of any overdue fees or other amounts owing hereunder, equal to the rate of interest then applicable to Loans maintained as ABR Loans plus 2.00%, in each case from and including the date of such non-payment to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest payable pursuant to this Section 2.8(c) shall be payable upon demand. (d) Interest on each Loan shall accrue from and including the date such Loan is made of any Borrowing to but excluding the date of any repayment thereof and shall, except as otherwise provided pursuant to Section 2.8(c), be payable (i) in respect of each ABR Loan, quarterly in arrears on the last Business Day of each of March, June, September and December (for the three-month period (or portion thereof) ended on such day)December, (ii) in respect of each LIBOR Loan, on the last day of each LIBOR Period applicable thereto and, in the case of a an LIBOR Period in excess of three months, on each date occurring at three-month intervals after the first day of such LIBOR Period and Period, (iii) in respect of each Loan on any payment or prepayment (on the amount paid or prepaid), at maturity (whether by acceleration or otherwise) and, after such maturity, on demand. (e) All computations of interest hereunder shall be made in accordance with Section 5.4. (f) The Administrative Agent, upon determining the interest rate for any Borrowing of LIBOR Loans, shall promptly notify the Borrower and the relevant Lenders thereof. Each such determination shall, absent clearly demonstrable error, be final and conclusive and binding on all parties hereto.

Interest and Fees. (a) The unpaid principal amount of each ABR Loan (excluding any Swingline Loan) shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for ABR Loans plus the ABR in effect from time to time. (b) The unpaid principal amount of each LIBOR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for LIBOR Loans plus the relevant LIBOR. (c) The unpaid principal amount of each Swingline Loan shall bear interest as provided for in Section 2.15(d). (d) For each day (a) on or prior to the Revolving Credit Maturity Date on which the Revolving Credit Exposure and the Swingline Exposure exceeds 50% of the Revolving Credit Commitments or (b) after the Revolving Credit Maturity Date on which the Revolving Credit Exposure and the Swingline Exposure exceeds 50% of the Revolving Credit Commitments as in effect immediately prior to the termination or reduction to zero of the Revolving Credit Commitments, the Borrower shall pay to the Administrative Agent for the account of each Lender additional interest on the Loans (including the Swingline Loans) made by such Lender that are outstanding on such day at a rate per annum equal to the Applicable Additional Interest Rate. Accrued additional interest will be payable in respect of each outstanding Loan on each date on which interest is payable on such outstanding Loan, at the times specified in Section 2.8(f) hereof. (e) If all or a portion of (i) the principal amount of any Loan or (ii) any interest thereon or fees payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amount shall bear interest at a rate per annum that is (x) in the case of overdue principal, equal to the rate that would otherwise be applicable thereto plus, to the extent permitted by applicable law, 2.00% (after as well as before maturity and judgment), (y) in the case of any overdue interest with respect to any Loan, equal to the rate of interest applicable to such Loan plus, to the extent permitted by applicable law, 2.00%, or (z) in the case of any overdue fees or other amounts owing hereunder, equal to the rate of interest then applicable to Loans maintained as ABR Loans plus 2.00%, in each case from and including the date of such non-payment to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest payable pursuant to this Section 2.8(c2.8(e) shall be payable upon demand. (df) Interest on each Loan shall accrue from and including the date such Loan is made to but excluding the date of any repayment thereof and shall, except as otherwise provided pursuant to Section 2.8(c2.8(e), be payable (i) in respect of each ABR Loan and Cost of Funds Rate Loan, quarterly in arrears on the last Business Day of each of March, June, September and December (for the three-month period (or portion thereof) ended on such day)December, (ii) in respect of each LIBOR Loan, on the last day of each LIBOR Period applicable thereto and, in the case of a LIBOR Period in excess of three months, on each date occurring at three-month intervals after the first day of such LIBOR Period and Period, (iii) in respect of each Loan on any payment or prepayment (on the amount paid or prepaid), at maturity (whether by acceleration or otherwise) and, after such maturity, on demand. (eg) All computations of interest hereunder shall be made in accordance with Section 5.44.4. (fh) The Administrative Agent, upon determining the interest rate for any Borrowing of LIBOR Loans, shall promptly notify the Borrower and the Lenders thereof. Each such determination shall, absent clearly demonstrable error, be final and conclusive and binding on all parties hereto.

Interest and Fees. (a) The unpaid principal amount Subject to the provisions of Section 2.08(b), (i) each ABR Eurocurrency Rate Loan shall bear interest from on the date of the Borrowing outstanding principal amount thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) for each Interest Period at a rate per annum that shall at all times be equal to the Applicable Margin Eurocurrency Rate for ABR Loans such Interest Period plus the ABR in effect Applicable Rate; and (ii) each Base Rate Loan shall bear interest on the outstanding principal amount thereof from time the applicable borrowing or conversion date at a rate per annum equal to timethe Base Rate plus the Applicable Rate. (b) The unpaid principal amount During the continuance of each LIBOR Loan a Default under Section 8.01(a), (f) or (g) or Section 8.01(b) as a result of a failure to perform or observe Section 7.10, the Borrower shall bear pay interest from the date of the Borrowing thereof until maturity (whether on amounts owing by acceleration or otherwise and both before and after default and judgment) it hereunder at a fluctuating interest rate per annum that shall at all times be equal to the Applicable Margin for LIBOR Loans plus Default Rate to the relevant LIBORfullest extent permitted by applicable Laws. (c) If all or a portion of (i) the principal amount of any Loan or (ii) any interest thereon or fees payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amount shall bear interest at a rate per annum that is (x) in the case of overdue principal, equal to the rate that would otherwise be applicable thereto plus, to the extent permitted by applicable law, 2.00% (after as well as before maturity and judgment), (y) in the case of any overdue interest with respect to any Loan, equal to the rate of interest applicable to such Loan plus, to the extent permitted by applicable law, 2.00%, or (z) in the case of any overdue fees or other amounts owing hereunder, equal to the rate of interest then applicable to Loans maintained as ABR Loans plus 2.00%, in each case from and including the date of such non-payment to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest payable pursuant to this Section 2.8(c) shall be payable upon demand. (d) Interest on each Loan shall accrue from be due and including payable in arrears on each Interest Payment Date applicable thereto and at such other times as may be specified herein. Interest hereunder shall be due and payable in accordance with the date such Loan is made to but excluding terms hereof before and after judgment, and before and after the date commencement of any repayment thereof and shall, except as otherwise provided pursuant proceeding under any Debtor Relief Law. (d) The Borrower shall pay to Section 2.8(c), be payable (i) in respect the Administrative Agent for the account of each ABR LoanTerm Lender with a Delayed Draw Commitment in accordance with its pro rata share thereof, a commitment fee equal to 0.75% per annum multiplied by the aggregate outstanding Delayed Draw Term Commitments. The commitment fee shall accrue at all times during the Delayed Draw Availability Period, including at any time during which one or more of the conditions in Section 4.02 is not met, and shall be due and payable quarterly in arrears on the last Business Day of each of March, June, September and December (for December, commencing with the three-month period (or portion thereof) ended on first such day)date to occur after the Closing Date, (ii) in respect of each LIBOR Loan, and ending on the last day of each LIBOR Period applicable thereto and, in the case of a LIBOR Period in excess of three months, on each date occurring at three-month intervals after the first day of such LIBOR Period and (iii) in respect of each Loan on any payment or prepayment (on the amount paid or prepaid), at maturity (whether by acceleration or otherwise) and, after such maturity, on demandDelayed Draw Availability Period. (e) All computations of interest hereunder shall be made in accordance with Section 5.4. (f) The Administrative Agent, upon determining the interest rate for any Borrowing of LIBOR Loans, shall promptly notify the Borrower and the Lenders thereof. Each such determination shall, absent clearly demonstrable error, be final and conclusive and binding on all parties hereto.

Interest and Fees. (a) The unpaid principal amount of each ABR Base Rate Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for ABR Base Rate Loans plus the ABR Base Rate in effect from time to time. (b) The unpaid principal amount of each LIBOR SOFR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for LIBOR SOFR Loans plus the relevant LIBORAdjusted Term SOFR. (c) The unpaid principal amount of each Base Rate Swingline Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for Base Rate Loans plus the Base Rate in effect from time to time. The unpaid principal amount of each SOFR Swingline Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for SOFR Loans at such time plus the Term SOFR Market Index Rate in effect from time to time. (d) If all or a portion of (i) the principal amount of any Revolving Credit Loan or Swingline Loan or (ii) any interest thereon or fees payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amount shall bear interest at a rate per annum that is (x) in the case of overdue principal, equal to the rate that would otherwise be applicable thereto plus, to the extent permitted by applicable law, 2.00% (after as well as before maturity and judgment), (y) in the case of any overdue interest with respect to any Revolving Credit Loan or Swingline Loan, equal to the rate of interest applicable to such Revolving Credit Loan or Swingline Loan plus, to the extent permitted by applicable law, 2.00%, or (z) in the case of any overdue fees or other amounts owing hereunder, equal to the rate of interest then applicable to Revolving Credit Loans or Swingline Loans maintained as ABR Base Rate Loans plus 2.00%, in each case from and including the date of such non-payment to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest payable pursuant to this Section 2.8(c2.8(d) shall be payable upon demand. (de) Interest on each Revolving Credit Loan and Swingline Loan shall accrue from and including the date such Revolving Credit Loan is made to but excluding the date of any repayment thereof and shall, except as otherwise provided pursuant to Section 2.8(c2.8(d), be payable (i) in respect of each ABR Base Rate Loan, quarterly in arrears on the last Business Day of each of March, June, September and December (for the three-month period (or portion thereof) ended on such day), (ii) in respect of each LIBOR SOFR Loan, on the last day of each LIBOR Interest Period applicable thereto and, in the case of a LIBOR SOFR Period in excess of three months, on each date occurring at three-month intervals after the first day of such LIBOR Interest Period and (iii) in respect of each Revolving Credit Loan and Swingline Loan on any payment or prepayment (on the amount paid or prepaid), at maturity (whether by acceleration or otherwise) and, after such maturity, on demand. (ef) All computations of interest hereunder shall be made in accordance with Section 5.4. (fg) The Administrative Agent, upon determining the interest rate for any Borrowing of LIBOR SOFR Loans, shall promptly notify the Borrower Borrowers and the Lenders thereof. Each such determination shall, absent clearly demonstrable error, be final and conclusive and binding on all parties hereto. (h) In connection with the use or administration of Term SOFR, the Administrative Agent will, in consultation with the Borrowers, have the right to make Conforming Changes from time to time and, notwithstanding anything to the contrary herein or in any other Loan Document, any amendments implementing such Conforming Changes will become effective without any further action or consent of any other party to this Agreement or any other Loan Document. The Administrative Agent will promptly notify the Borrowers and the Lenders of the effectiveness of any Conforming Changes in connection with the use or administration of Term SOFR.

Interest and Fees. (a) The unpaid Borrower shall pay interest on the outstanding principal amount of each ABR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) Advances at a rate per annum that shall at all times be equal to 5.75%. Interest is payable on each Payment Date as and to the Applicable Margin for ABR Loans plus extent provided in Section 2.08. If accrued and unpaid interest is not paid in full on a Payment Date, the ABR Borrower shall pay additional interest on such accrued and unpaid interest at the same rate per annum as the Borrower pays on the Advances, such additional interest being payable on each Payment Date as and to the extent provided in effect from time to timeSection 2.08. (b) The unpaid principal If any amount of each LIBOR Loan shall bear interest from payable by the date of the Borrowing thereof until maturity (whether by acceleration Borrower under this Agreement or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for LIBOR Loans plus the relevant LIBOR. (c) If all or a portion of (i) the principal amount of any Loan or (ii) any interest thereon or fees payable hereunder shall other Transaction Document is not be paid when due (due, whether at the stated maturity, by acceleration or otherwise, such amount shall thereafter bear interest at the Default Rate. Upon the request of the Majority Lenders, while any Event of Default pursuant to Section 6.01(a) or (d) exists, the Borrower shall pay interest on the principal amount of all Advances outstanding hereunder at the Default Rate. (c) Notwithstanding anything herein to the contrary, if at any time the interest rate applicable to any Advance, together with all fees, charges and other amounts that are treated as interest on such Advance under Applicable Law (collectively, “charges”), exceed the maximum lawful rate (the “Maximum Rate”) that may be contracted for, charged, taken, received or reserved by the Lenders holding such overdue Advance in accordance with Applicable Law, the rate of interest payable in respect of such Advance hereunder, together with all charges payable in respect thereof, shall be limited to the Maximum Rate. To the extent lawful, the interest and charges that would have been paid in respect of such Advance but were not paid as a result of the operation of this Section 2.05(c) shall be cumulated and the interest and charges payable to such Lender in respect of other Advance or periods shall be increased (but not above the amount collectible at the Maximum Rate therefor) until such cumulated amount shall bear have been received by such Lender. Any amount collected by such Lender that exceeds the maximum amount collectible at the Maximum Rate shall be applied to the reduction of the principal balance of such Advance or refunded to the Borrower so that at no time shall the interest and charges paid or payable in respect of such Advance exceed the maximum amount collectible at the Maximum Rate. (d) During the Availability Period, for any day on which the Advance Outstanding on the applicable day is less than 75% of the aggregate Commitment at such time, the Borrower shall pay an unused commitment fee (an “Unused Commitment Fee”) on the unused amount of the aggregate Commitment at such time, if any, which shall accrue at a rate per annum that is (x) in the case of overdue principal, equal to the rate that would otherwise be applicable thereto plus, to the extent permitted by applicable law, 2.00% (after as well as before maturity and judgment), (y) in the case of any overdue interest with respect to any Loan, equal to the rate of interest applicable to such Loan plus, to the extent permitted by applicable law, 2.000.50%, or (z) in the case of any overdue fees or other amounts owing hereunder, equal to the rate of interest then applicable to Loans maintained as ABR Loans plus 2.00%, in each case from and including the date of such non-payment to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest Accrued Unused Commitment Fees are payable pursuant to this Section 2.8(c) shall be payable upon demand. (d) Interest on each Loan shall accrue from and including the date such Loan is made to but excluding the date of any repayment thereof and shall, except as otherwise provided pursuant to Section 2.8(c), be payable (i) in respect of each ABR Loan, quarterly in arrears on the last Business Day of each of MarchPayment Date, June, September and December (for the three-month period (or portion thereof) ended on such day), (ii) in respect of each LIBOR Loan, commencing on the last day of each LIBOR Period applicable thereto and, in the case of a LIBOR Period in excess of three months, on each first such date occurring at three-month intervals to occur after the first day of such LIBOR Period Closing Date, as provided in Section 2.08. All Unused Commitment Fees are fully earned and (iii) in respect of each Loan on any payment or prepayment (on the amount paid or prepaid), at maturity (whether by acceleration or otherwise) and, after such maturity, on demandnonrefundable upon payment. (e) All computations of interest hereunder The Borrower shall be made pay the fees set forth in accordance with Section 5.4the Fee Letters on the term and conditions provided therein. (f) The Administrative Agent, upon determining All computations of interest and fees hereunder shall be made on the interest rate basis of a year of 360 days for any Borrowing the actual number of LIBOR Loans, shall promptly notify days (including the Borrower and first but excluding the Lenders thereof. Each such determination shall, absent clearly demonstrable error, be final and conclusive and binding on all parties heretolast day) elapsed.

Interest and Fees. (a) The unpaid principal amount of each ABR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for ABR Loans plus the ABR in effect from time to time. (b) The unpaid principal amount of each LIBOR Loan shall bear interest from the date of the Borrowing thereof until maturity (whether by acceleration or otherwise and both before and after default and judgment) at a rate per annum that shall at all times be equal to the Applicable Margin for LIBOR Loans plus the relevant LIBOR. (c) If all or a portion of (i) the principal amount of any Revolving Credit Loan or (ii) any interest thereon or fees payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amount shall bear interest at a rate per annum that is (x) in the case of overdue principal, equal to the rate that would otherwise be applicable thereto plus, to the extent permitted by applicable law, 2.00% (after as well as before maturity and judgment), (y) in the case of any overdue interest with respect to any Revolving Credit Loan, equal to the rate of interest applicable to such Revolving Credit Loan plus, to the extent permitted by applicable law, 2.00%, or (z) in the case of any overdue fees or other amounts owing hereunder, equal to the rate of interest then applicable to Revolving Credit Loans maintained as ABR Loans plus 2.00%, in each case from and including the date of such non-payment to but excluding the date on which such amount is paid in full (after as well as before maturity and judgment). All interest payable pursuant to this Section 2.8(c) shall be payable upon demand. (d) Interest on each Revolving Credit Loan shall accrue from and including the date such Loan is made of any Borrowing to but excluding the date of any repayment thereof and shall, except as otherwise provided pursuant to Section 2.8(c), be payable (i) in respect of each ABR Loan, quarterly in arrears on the last Business Day of each of March, June, September and December (for the three-month period (or portion thereof) ended on such day)December, (ii) in respect of each LIBOR Loan, on the last day of each LIBOR Interest Period applicable thereto and, in the case of a LIBOR an Interest Period in excess of three months, on each date occurring at three-month intervals after the first day of such LIBOR Period and Interest Period, (iii) in respect of each Revolving Credit Loan on any payment or prepayment (on the amount paid or prepaid), at maturity (whether by acceleration or otherwise) and, after such maturity, on demand. (e) All computations of interest hereunder shall be made in accordance with Section 5.44.4. (f) The Administrative Agent, upon determining the interest rate for any Borrowing of LIBOR Loans, shall promptly notify the Borrower and the relevant Lenders thereof. Each such determination shall, absent clearly demonstrable error, be final and conclusive and binding on all parties hereto.