Common use of Interest Rates and Payment Dates Clause in Contracts

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable Margin. (b) Each Base Rate Loan shall bear interest at a rate per annum equal to the Base Rate plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum equal to (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuing. (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each (i) Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Adjusted LIBOR Rate determined for such day plus the Applicable MarginMargin in effect for such day and (ii) BA Equivalent Loans shall bear interest (computed on the basis of the actual number of days elapsed over a year of 365 or 366 days, as applicable) at a rate per annum that shall be equal to the BA Rate determined for such day, plus the Applicable Margin in effect for such day for BA Equivalent Loans. (b) Each Base ABR Loan denominated in Dollars shall bear interest for each day that it is outstanding at a rate per annum equal to the ABR in effect for such day plus the Applicable Margin in effect for such day and each Canadian Prime Rate Loan shall bear interest for each day that it is outstanding at a rate per annum equal to the Canadian Prime Rate in effect for such day plus the Applicable Margin in effect for such day. (c) If all or a portion of (i) the principal amount of any Loan, (ii) any interest payable thereon or (iii) any commitment fee, letter of credit commission, letter of credit fee or other amount 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 equal to the Base Rate plus the Applicable Margin. which is (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum equal to (ix) in the case of the Loansoverdue principal, the rate that would otherwise be applicable thereto pursuant to the relevant foregoing provisions of this Section Subsection 4.1 plus 2.00%, (iiy) in the case of Reimbursement Obligationsoverdue interest, the non-default rate that would be otherwise applicable to Base Rate Loans under principal of the Revolving Facility related Loan pursuant to the relevant foregoing provisions of this Subsection 4.1 (other than clause (x) above) plus 2.00% and (iiiz) in the case of any such of, fees, commissions or other amounts that do not relate to a particular Facilityamounts, the non-default rate then applicable to described in clause (b) of this Subsection 4.1 for ABR Loans that are Revolving Credit Loans accruing interest at the Alternate Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default nonpayment until such Event of Default amount is no longer continuingpaid in full (as well after as before judgment). (d) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph clause (c) of this Section Subsection 4.1 shall be payable from time to time on demand. (e) Notwithstanding anything to It is the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal intention of the Loans orparties hereto to comply strictly with applicable usury laws; accordingly, if it exceeds such unpaid principalis stipulated and agreed that the aggregate of all amounts which constitute interest under applicable usury laws, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Ratetaken, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, feereserved, or premium rather than interestreceived, (ii) exclude voluntary prepayments and in connection with the effects thereofindebtedness evidenced by this Agreement or any Notes, and (c) amortizeor any other document relating or referring hereto or thereto, proratenow or hereafter existing, allocate, and spread in equal or unequal parts shall never exceed under any circumstance whatsoever the total maximum amount of interest throughout the contemplated term of the Obligations hereunderallowed by applicable usury laws.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to (i) the Eurodollar Rate determined for such day plus (ii) the Applicable Margin. (b) Each Base Rate ABR Loan shall bear interest at a rate per annum equal to the Base Rate plus the Applicable Margin. (cincluding any Swingline Loan) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum equal to (i) the ABR plus (ii) the Applicable Margin. (c) If requested by Required Lenders in writing during the case continuance of the Loansan Event of Default, all outstanding Loans and other amounts hereunder shall bear interest at a rate per annum equal to the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%% (the “Default Rate”), provided that for any Eurodollar Loan denominated in an Alternative Currency that is not redenominated into Dollars at the end of the applicable Interest Period, the Default Rate for such Loans shall be a rate per annum equal to the sum of (i) the Applicable Margin for Eurodollar Loans plus (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility two percent (2%) plus 2.00% and (iii) the rate of interest per annum as determined by the Administrative Agent (rounded upwards, if necessary, to the next higher 1/100,000 of 1%) at which overnight or weekend deposits (or, if such amount due remains unpaid more than three Business Days, then for such other period of time not longer than one month as the Administrative Agent may determine) of the relevant Alternative Currency for delivery in immediately available and freely transferable funds would be offered by the Administrative Agent to major banks in the case interbank market upon request of such major banks for the applicable period as determined above and in an amount comparable to the unpaid principal amount of any such other amounts Eurodollar Loan (or, if the Administrative Agent is not placing deposits in such currency in the interbank market, then the Administrative Agent’s cost of funds in such currency for such period); provided further that do not relate the Default Rate shall apply to a particular Facility, all outstanding Loans automatically and without any Required Lender notice thereof upon the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date occurrence of such any Event of Default until such arising under Section 8.1(a) or Section 8.1(f); and provided further, that the Default Rate shall be automatically suspended when any Event of Default is no longer continuingwaived. (d) Interest on the outstanding principal amount of each Loan shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (cSection 2.13(c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day Interest Period plus the Applicable Margin. (b) Each Base Rate Loan shall bear interest for each day on which it is outstanding at a rate per annum equal to the Base Rate in effect for such day plus the Applicable Margin in effect for such day. (c) Each Canadian Prime Rate Loan shall bear interest for each day on which it is outstanding at a rate per annum equal to the Canadian Prime Rate in effect for such day plus the Applicable Margin in effect for such day. (d) Each BA Rate Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the BA Rate determined for such Interest Period plus the Applicable Margin. (ci) If all or a portion of the principal amount of any Loan or Reimbursement Obligation shall not be paid when due (whether at the stated maturity, by acceleration or otherwise) or an Event of Default exists under Section 9.1(a9(a) shall have occurred and be continuingor clauses (i) or (ii) of Section 9(f), such overdue amounts or, in the case of such an Event of Default, all outstanding Loans and Reimbursement Obligations (in either case, to the extent legally permitted), shall bear interest at a rate per annum that is equal to (ix) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, (iiy) in the case of the U.S. Borrower’s Reimbursement Obligations, the non-default rate applicable to such Base Rate Loans under the U.S. Revolving Facility plus 2.00%, or (z) in the case of the Canadian Borrower’s or the U.S. Borrower’s Reimbursement Obligations, (A) the rate applicable to Canadian Prime Rate Loans under the Canadian Revolving Facility plus 2.00% if denominated in Canadian Dollars and (B) the rate applicable to Base Rate Loans under the Canadian Revolving Facility plus 2.00% if denominated in Dollars, and (iiiii) if all or a portion of any interest payable on any Loan or Reimbursement Obligation or any commitment fee or other amount 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 equal to the rate then applicable to such (A) Base Rate Loans under the relevant Facility plus 2.00% for interest due in Dollars, and (B) Canadian Prime Rate Loans plus 2.00% for interest due in Canadian Dollars (or, in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the U.S. Revolving Facility and/or the Canadian Revolving Facility plus 2.00%% for amounts due in Dollars and the rate then applicable to Canadian Prime Rate Loans plus 2.00% for amounts due in Canadian Dollars), in each case case, with respect to clauses (i) and (ii) above, from the date of such Event of Default nonpayment until such Event of Default amount is no longer continuingpaid in full (after as well as before judgment). (df) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (ce) of this Section 4.5 shall be payable from time to time on demand. (eg) Notwithstanding anything If any provision of this Agreement or any of the other Loan Documents would obligate any Loan Party to make any payment of interest with respect to the contrary contained Canadian Obligations or other amount payable to any Agent or any Lender in any Loan Documentan amount or calculated at a rate which would be prohibited by law or would result in a receipt by such Agent or such Lender of interest with respect to the Canadian Obligations at a criminal rate (as such terms are construed under the Criminal Code (Canada)) then, notwithstanding such provision, such amount or rates shall be deemed to have been adjusted with retroactive effect to the maximum amount or rate of interest, as the case may be, as would not be so prohibited by law or so result in a receipt by such Agent or such Lender of interest paid with respect to the Canadian Obligations at a criminal rate, such adjustment to be effected, to the extent necessary, as follows: (1) first, by reducing the amount or agreed rates of interest required to be paid to the affected Agent or the affected Lender under Section 4.5(e); and (2) thereafter, by reducing any fees, commissions, premiums and other amounts required to be paid to the Loan Documents shall not exceed affected Agent or the maximum rate affected Lender which would constitute interest with respect to the Canadian Obligations for purposes of non-usurious interest permitted by applicable law Section 347 of the Criminal Code (the “Maximum Rate”Canada). If Notwithstanding the foregoing, and after giving effect to all adjustments contemplated thereby, if any Agent or any Lender shall receive interest have received an amount in excess of the maximum permitted by that section of the Criminal Code (Canada), then the applicable Loan Party shall be entitled, by notice in writing to the affected Agent or the affected Lender, to obtain reimbursement from such Agent or such Lender in an amount equal to such excess, and pending such reimbursement, such amount shall be deemed to be an amount payable by such Agent or such Lender to the applicable Loan Party. Any amount or rate of interest under the Canadian Obligations referred to in this Section 4.5(g) shall be determined in accordance with generally accepted actuarial practices and principles as an effective annual rate of interest over the term that exceeds any Canadian Revolving Loans remain outstanding on the Maximum Rateassumption that any charges, fees or expenses that fall within the meaning of “interest” (as defined in the Criminal Code (Canada)) shall, if they relate to a specific period of time, be prorated over that period of time and otherwise be prorated over the period from the Restatement Effective Date to the applicable maturity date therefor, and, in the event of a dispute, a certificate of a Fellow of the Canadian Institute of Actuaries appointed by the Administrative Agent shall be conclusive for the purposes of such determination. (h) For purposes of disclosure pursuant to the Interest Act (Canada), the excess annual rates of interest shall or fees to which the rates of interest or fees provided in this Agreement and the other Loan Documents (and stated herein or therein, as applicable, to be applied computed on the basis of a 360 day year or any other period of time less than a calendar year) are equivalent to the principal rates so determined multiplied by the actual number of days in the Loans orapplicable calendar year and divided by 360 or such other period of time, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunderrespectively.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto thereto, payable in arrears on each Interest Payment Date, at a rate per annum equal to the Eurodollar Rate determined for such day Interest Period plus the Applicable Margin. (b) Each Base Rate ABR Loan shall bear interest for each day, payable in arrears on each Interest Payment Date, at a rate per annum equal to the Base Rate ABR in effect on such day plus the Applicable Margin. (c) If an Event all or a portion of Default under Section 9.1(a(i) any principal of any Loan, (ii) any interest payable thereon or (iii) any other amount payable hereunder shall have occurred and not be continuingpaid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amounts principal, interest or other amount shall bear interest at a rate per annum equal to which is (iA) in the case of the Loansprincipal, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section subsection plus 2.00%, 2% or (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iiiB) in the case of any such overdue interest or other amounts that do not relate to a particular Facilityamount, the non-default rate then applicable to Base Rate Loans under the Revolving Facility described in paragraph (b) of this subsection plus 2.002%, in each case from the date of such Event of Default non-payment until such Event of Default overdue principal, interest or other amount is no longer continuingpaid in full (as well after as before judgment). (d) Anything in this Agreement to the contrary notwithstanding, and unless the Borrower shall notify the Agent that this paragraph (d) shall not be applicable to any interest accruing with respect to Loans, (i) (A) the interest on outstanding Loans (each, a "Specified Loan") made during any Borrowing Year shall accrue during the period from the day each such Specified Loan is made until the first anniversary of the last day of such Borrowing Year (the "Interest Capitalization Period" for such Borrowing Year) and (B) such accrued interest shall not be required to be paid in cash on any Interest Payment Date occurring during the Interest Capitalization Period for such Borrowing Year and (ii) on the last day of each successive three-month period following the first day of such Borrowing Year, such accrued interest shall be capitalized and added to the principal amount of the Specified Loan on which such capitalized interest shall have accrued. All interest accruing during any Interest Capitalization Period that is not paid during such Interest Capitalization Period and not capitalized pursuant to this paragraph (d) shall be payable in arrears full in cash on each the first Interest Payment Date; provided that interest accruing pursuant to paragraph (c) Date occurring after the last day of this Section shall be payable from time to time on demandsuch Interest Capitalization Period. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Rate Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable MarginMargin in effect for such day. (b) Each Base Rate Loan shall bear interest for each day on which it is outstanding at a rate per annum equal to the Base Rate in effect for such day plus the Applicable Margin in effect for such day. (c) Each Swing Line Loan shall bear interest on the outstanding principal amount thereof from the applicable borrowing date at a rate per annum equal to the Base Rate plus the Applicable MarginMargin for Revolving Credit Loans. (cd) If Upon the occurrence and during the continuance of an Event of Default under Section 9.1(a7.1(a) shall have occurred and be continuing(including as a result of an Event of Default with respect to the Borrower under Section 7.1(f)), such the overdue amounts principal amount of all Loans outstanding shall bear interest payable on demand at a rate that is 2.00% per annum equal to (i) in the case excess of the interest rate otherwise payable hereunder with respect to the applicable Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%or, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such overdue fees or other amounts that do not relate owed hereunder and, to the extent permitted by applicable law, any overdue interest payments on the Loans (including post-petition interest in any proceeding under Debtor Relief Laws), at a particular Facility, rate which is 2.00% per annum in excess of the non-default interest rate then applicable to otherwise payable hereunder for Base Rate Loans that are Revolving Credit Loans. Payment or acceptance of the increased rates of interest provided for in this Section 2.12 is not a permitted alternative to timely payment and shall not constitute a waiver of any Event of Default or otherwise prejudice or limit any rights or remedies of the Administrative Agent or any Lender. (e) Notwithstanding anything to the contrary in this Agreement, all borrowings, conversions, continuations and optional prepayments of Eurodollar Rate Loans and all selections of Interest Periods shall be in such amounts and be made pursuant to such elections so that, (a) after giving effect thereto, the aggregate principal amount of the Eurodollar Rate Loans comprising each Eurodollar Tranche shall be equal to $500,000 or a whole multiple of $500,000 in excess thereof and (b) no more than ten (10) Eurodollar Tranches shall be outstanding at any one time. (f) The Borrower agrees to pay to Issuing Bank, with respect to drawings honored under any Letter of Credit, interest on the Revolving Facility plus 2.00%, amount paid by the Issuing Bank in respect of each case such honored drawing from the date such drawing is honored to but excluding the date such amount is reimbursed by or on behalf of the Borrower at a rate equal to, for the period from the date such Event drawing is honored to but excluding the date such amount is reimbursed by or on behalf of Default until the Borrower, the rate of interest otherwise payable hereunder with respect to Revolving Credit Loans that are Base Rate Loans; provided, however, that upon notice to the Borrower from the Administrative Agent at the direction of the Required Lenders, the rate of interest for the period from the applicable Reimbursement Date to but excluding the date such Event amount is reimbursed by or on behalf of Default is no longer continuingthe Borrower shall be 2.00% per annum in excess of the rate of interest otherwise payable hereunder with respect to Revolving Credit Loans that are Base Rate Loans. (dg) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph (cd) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Protective Advance shall bear interest for the period from and including the date thereof until repayment thereof on the unpaid principal amount thereof at a rate per annum equal to the ABR plus the Applicable Margin. (b) Each (i) Term Benchmark Loan shall bear interest for each day during each Interest Period with respect thereto on the unpaid principal amount thereof at a rate per annum equal to the Eurodollar Adjusted Term SOFR Rate determined for such day Interest Period plus the Applicable Margin. Margin and (bii) Each Base Rate RFR Loan shall bear interest for the period from and including the date thereof until maturity thereof on the unpaid principal amount thereof at a rate per annum equal to the Base Rate Adjusted Daily Simple SOFR plus the Applicable Margin. (c) If an Event of Default under Section 9.1(aEach ABR Loan (including Swingline Loans) shall have occurred and be continuing, such overdue amounts shall bear interest for the period from and including the date thereof until maturity thereof on the unpaid principal amount thereof at a rate per annum equal to the ABR plus the Applicable Margin. (d) While (i) an Event of Default under Sections 10.1(a), (c)(ii) or (f) exists, automatically and (ii) any other Event of Default exists and the Majority Lenders (or the Administrative Agent at the direction of the Majority Lenders) shall have so elected (and in either case without limiting the rights of the Lenders or the Administrative Agent under Article 10), the Company shall pay interest on the principal amount of all outstanding Obligations at a fluctuating interest rate per annum equal to (A) in the case of the Loansprincipal, 2.00% above the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, or (iiB) in the case of Reimbursement Obligationsoverdue interest and fees, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and above the rate described in clause (iiic) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate this Section for Revolving Credit Loans under the Revolving Facility plus 2.00%which are ABR Loans, in each case from the date of such nonpayment or Event of Default Default, as applicable, until such Event of Default amount is no longer continuingpaid in full (as well after as before judgment). (de) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph clause (cd) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to demand by the contrary contained in any Loan Document, Administrative Agent made at the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal request of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunderMajority Lenders.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable Margin. (b) Each Base Rate ABR Loan shall bear interest at a rate per annum equal to the Base Rate ABR plus the Applicable Margin. (cb) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts The Loans comprising each Eurodollar Borrowing shall bear interest at a rate per annum equal to (i) in the case of the Loanseach Eurodollar Revolving Credit Loan and Eurodollar Term Loan, the rate that would otherwise be applicable thereto pursuant to Eurodollar Rate for the foregoing provisions of this Section Interest Period in effect for such Borrowing plus 2.00%, the Applicable Margin and (ii) in the case of Reimbursement Obligationseach Eurodollar Competitive Loan, the non-default rate applicable to Base Eurodollar Rate Loans under for the Revolving Facility Interest Period in effect for such Borrowing plus 2.00% and (iii) in or minus, as the case may be) the Margin offered by the Lender making such Loan and accepted by the Borrower pursuant to Section 2.3. (c) Each Fixed Rate Loan shall bear interest at a rate per annum equal to the fixed rate of any interest offered by the Lender making such other amounts that do not relate Loan and accepted by the Borrower pursuant to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuingSection 2.3. (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (ce) of this Section 2.9 shall be payable from time to time on demand. (ei) Notwithstanding anything If all or a portion of the principal amount of any Loan or Reimbursement Obligation 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 equal to (x) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the contrary contained foregoing provisions of this Section 2.9 plus 1% or (y) in any Loan Documentthe case of Reimbursement Obligations, the interest paid or agreed rate applicable to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law ABR Loans plus 1% and (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, ii) to the extent permitted by under applicable law, if all or a portion of any interest payable on any Loan or Reimbursement Obligation or any fee or other amount 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 equal to the rate then applicable to ABR Loans plus 1%, in each case, with respect to clauses (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, and (ii) exclude voluntary prepayments and above, from the effects thereof, and date of such non‑payment until such amount is paid in full (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunderas well after as before judgment).

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest (computed on the basis of the actual number of days elapsed over a year of 360 days) for each day during each Interest Period with respect thereto at a rate per annum equal to (A) the Eurodollar LIBO Rate determined for such day Interest Period, plus (B) the Applicable MarginRate. (b) Each ABR Loan (including each Swingline Loan) shall bear interest (computed on the basis of the actual number of days elapsed over a year of 365 or 366 days, as the case may be, or over a year of 360 days when the Alternate Base Rate Loan is determined by reference to clause (c) of the definition of "Alternate Base Rate") at a rate per annum equal to the Alternate Base Rate plus the Applicable Rate. (c) If all or a portion of (i) the principal amount of any Loan, (ii) any interest payable thereon or (iii) any Commitment Fee or other amount payable hereunder shall not be paid when due (whether at the stated maturity thereof or by acceleration or otherwise), such overdue amount shall bear interest at a rate per annum equal to (the Base Rate plus the Applicable Margin. "Default Rate") which is (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum equal to (ix) in the case of the Loansoverdue principal (except as otherwise provided in clause (y) below), the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility 2.08 plus 2.00% and per annum or (iiiy) in the case of any such overdue interest, Commitment Fee or other amounts that do not relate to a particular FacilityObligation, the non-default rate then described in Section 2.08(b) applicable to Base Rate Loans under the an ABR Revolving Facility Loan plus 2.00%% per annum, in each case from the date of such Event of Default until nonpayment to (but excluding) the date on which such Event of Default amount is no longer continuingpaid in full (after as well as before judgment). (d) Interest shall be payable in arrears on each Interest Payment Date and on the Term B Loan Maturity Date and Revolving Credit Maturity Date; provided that (i) interest accruing accrued pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and in the effects thereofevent of any repayment or prepayment of any Loan, accrued interest on the principal amount repaid or prepaid shall be payable on the date of such repayment or prepayment and (ciii) amortize, prorate, allocate, and spread in equal or unequal parts the total amount event of interest throughout any conversion of any Eurodollar Loan prior to the contemplated term end of the Obligations hereundercurrent Interest Period therefor, accrued interest on such Loan shall be payable on the effective date of such conversion. Interest in respect of each Loan shall accrue from and including the first day of an Interest Period to but excluding the last day of such Interest Period.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable Margin. (b) Each Base Rate Loan shall bear interest at a rate per annum equal to the Base Rate plus the Applicable MarginInterest Rate. (cb) If an any Event of Default under Section 9.1(a) shall have occurred occurs and be is continuing, such overdue all amounts shall bear interest at a rate per annum equal to (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.002.0%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuing. (dc) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph (cb) of this Section shall be payable from time to time on demand. (ed) Notwithstanding anything So long as no Event of Default has occurred and is continuing, the Borrower may elect to (i) pay all interest due on any Interest Payment Date in cash or (ii) pay up to 100% of the interest due on such Interest Payment Date by adding such interest to the contrary contained principal amount of the outstanding Loans and the remaining portion of the interest due on such Interest Payment Date in any Loan Documentcash (such election, a “PIK Election”; and such interest added to the principal amount of the outstanding Loans, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum RatePIK Amounts”). If Unless otherwise notified at least five Business Days prior to the applicable Interest Payment Date (and in the absence of an Event of Default), the Borrower will be deemed to have made a PIK Election with respect to all of the interest due on any Agent or Interest Payment Date. In the event of any Lender PIK Election, the Parent Guarantor shall receive interest issue to the Lenders (in accordance with their Aggregate Exposure Percentage) additional warrants in the form attached hereto as Exhibit H to purchase a number of shares (not less than zero) of common stock of the Parent Guarantor equal to (x) an amount that exceeds the Maximum Rate, the excess interest shall be applied equal to the principal product of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, the Closing Date Warrant Shares plus the Second Amendment Effective Date Warrant Shares and (ii) exclude voluntary prepayments and a ratio equal to (A) the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total aggregate principal amount of interest throughout Loans outstanding (including all PIK Amounts) at such date over (B) the contemplated term aggregate principal amount of Loans outstanding (excluding all PIK Amounts) at such date minus (y) the aggregate amount of Closing Date Warrant Shares, the Second Amendment Effective Date Warrant Shares and any Additional Warrants issued to the Lenders since the Closing Date (such additional warrants, the “Additional Warrants”). The Parent Guarantor shall issue any such Additional Warrants at the time of each such PIK Election. In addition, the Parent Guarantor shall issue to the Lenders (in accordance with their Aggregate Exposure Percentage) Additional Warrants on the final Interest Payment Date (whether at the stated maturity or otherwise) if the Borrower has made a PIK Election with respect to more than 50% of the Obligations hereunderaggregate amount of accrued interest payable on the Loans up to such final Interest Payment Date. The amount of Additional Warrants issued on the final Interest Payment Date shall be calculated as set forth above in this paragraph assuming that the Borrower had made a PIK Election with respect to all interest paid on such final Interest Payment Date.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable Margin. (b) Each Base Rate Loan shall bear interest at a rate per annum equal to the Base Rate plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum equal to (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case case, from the date of such Event of Default until such Event of Default is no longer continuing. (d) Interest shall be payable in arrears on each Interest Payment DateDate and as provided in Section 3.11; provided provided, that interest accruing pursuant to paragraph clause (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (ciii) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto on the unpaid principal amount thereof at a rate per annum equal to the Eurodollar Rate determined for such day Interest Period plus the Applicable Margin. (b) Each Base Rate Loan ABR Loans shall bear interest for the period from and including the date thereof until maturity thereof on the unpaid principal amount thereof at a rate per annum equal to the Base Rate ABR plus the Applicable Margin. (c) If While an Event of Default exists (and without limiting the rights of the Lenders under Section 9.1(a) Article X), the Company shall have occurred and be continuing, such overdue amounts shall bear pay interest on the principal amount of all outstanding Obligations at a fluctuating interest rate per annum equal to (iA) in the case of the Loansoverdue principal, 2.00% above the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%(provided that for all purposes of determining the Applicable Margin for purposes of this paragraph (c), the Applicable Level for Revolving Credit Loans and Swing Line Loans shall be deemed to be Level I) or (iiB) in the case of Reimbursement Obligationsoverdue interest and fees, 2.00% above the rate described in paragraph (b) of this Section for Revolving Credit Loans which are ABR Loans (provided that for all purposes of determining the Applicable Margin for purposes of this paragraph (c), the non-default rate applicable Applicable Level for Revolving Credit Loans and Swing Line Loans shall be deemed to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%be Level I), in each case from the date of such nonpayment or Event of Default Default, as applicable, until such Event of Default amount is no longer continuingpaid in full (as well after as before judgment). (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to demand by the contrary contained in any Loan Document, Administrative Agent made at the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal request of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunderRequired Lenders.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable Margin. (b) Each Base Rate Loan shall bear interest at a rate per annum equal to the Base Rate plus the Applicable Margin. (c) If an Event of Default under Section 9.1(aspecified in Sections 8.1(a) or 8.1(f) shall have occurred and be continuing, such all overdue Loans, Reimbursement Obligations, commitment fees and other overdue amounts payable hereunder shall bear interest at a rate per annum equal to (i) in the case of payments of overdue principal of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section 3.5 plus 2.00%, 2% per annum and (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans any other overdue amounts under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular FacilityLoan Documents, the non-default rate then applicable to Base Rate Loans under the Revolving applicable Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuing2% per annum,. (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section 3.5 shall be payable from time to time on demanddemand and shall accrue from the date on which such Event of Default occurred until such Event of Default is no longer continuing. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments of the Loans and the effects thereof, and (ciii) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable Margin. (b) Each Base Rate Loan shall bear interest at a rate per annum equal to the Base Rate plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue at the election of the Required Lenders, all outstanding Loans, Reimbursement Obligations, commitment fees and other amounts payable hereunder (whether or not overdue) shall bear interest at a rate per annum equal to (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.002%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.002% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.002%, in each case from the date of such Event of Default election until such Event of Default is no longer continuing; provided that the foregoing interest rate shall apply automatically, without any election of the Required Lenders, in the case of any Event of Default under Section 9.1(a) or (f). (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable Margin. (b) Each Base Rate Loan shall bear interest for each day on which it is outstanding at a rate per annum equal to the Base Rate in effect for such day plus the Applicable MarginMargin in effect for such day. (c) Each U.S. Swing Line Loan shall bear interest for each day on which it is outstanding in accordance with Section 3.3(a). Each Canadian Swing Line Loan shall bear interest for each day on which it is outstanding in accordance with Section 3.3(c). (d) Each Canadian Prime Rate Loan shall bear interest for each day on which it is outstanding at a rate per annum equal to the Canadian Prime Rate in effect for such day plus the Applicable Margin in effect for such day. (e) On the Borrowing Date in respect of a BA Loan, the Canadian Borrower or the U.S. Borrower borrowing such Loan shall pay to the Administrative Agent for the benefit of the Lenders the Acceptance Fee calculated on the face amount of the applicable Bankers’ Acceptances at a rate per annum equal to the Applicable Margin on the basis of the number of days in the Interest Period for the BA Loan and a year of 365 days. (i) If all or a portion of the principal amount of any Loan or Reimbursement Obligation shall not be paid when due (whether at the stated maturity, by acceleration or otherwise) or an Event of Default exists under Section 9.1(a) shall have occurred and be continuing9(f), such overdue amounts or, in the case of such an Event of Default, all outstanding Loans and Reimbursement Obligations (in either case, to the extent legally permitted), shall bear interest at a rate per annum that is equal to (ix) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, (iiy) in the case of the U.S. Borrower’s Reimbursement Obligations, the non-default rate applicable to such Base Rate Loans under the U.S. Revolving Facility plus 2.00%, or (z) in the case of the Canadian Borrower’s or the U.S. Borrower’s Reimbursement Obligations, (A) the rate applicable to Canadian Prime Rate Loans under the Canadian Revolving Facility plus 2.00% if denominated in Canadian Dollars and (B) the rate applicable to Base Rate Loans under the Canadian Revolving Facility plus 2.00% if denominated in Dollars, and (iiiii) if all or a portion of any interest payable on any Loan or Reimbursement Obligation or any commitment fee or other amount 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 equal to the rate then applicable to such (A) Base Rate Loans under the relevant Facility plus 2.00% for interest due in Dollars, and (B) Canadian Prime Rate Loans plus 2.00% for interest due in Canadian Dollars (or, in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the U.S. Revolving Facility and/or the Canadian Revolving Facility plus 2.00%% for amounts due in Dollars and the rate then applicable to Canadian Prime Rate Loans plus 2.00% for amounts due in Canadian Dollars), in each case case, with respect to clauses (i) and (ii) above, from the date of such Event of Default non payment until such Event of Default amount is no longer continuingpaid in full (after as well as before judgment). (dg) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (cf) of this Section shall be payable from time to time on demand. (eh) Notwithstanding anything If any provision of this Agreement or any of the other Loan Documents would obligate any Loan Party to make any payment of interest with respect to the contrary contained Canadian Obligations or other amount payable to any Agent or any Lender in any Loan Documentan amount or calculated at a rate which would be prohibited by law or would result in a receipt by such Agent or such Lender of interest with respect to the Canadian Obligations at a criminal rate (as such terms are construed under the Criminal Code (Canada)) then, notwithstanding such provision, such amount or rates shall be deemed to have been adjusted with retroactive effect to the maximum amount or rate of interest, as the case may be, as would not be so prohibited by law or so result in a receipt by such Agent or such Lender of interest paid with respect to the Canadian Obligations at a criminal rate, such adjustment to be effected, to the extent necessary, as follows: (1) first, by reducing the amount or agreed rates of interest required to be paid to the affected Agent or the affected Lender under Section 4.5(f); and (2) thereafter, by reducing any fees, commissions, premiums and other amounts required to be paid to the Loan Documents shall not exceed affected Agent or the maximum rate affected Lender which would constitute interest with respect to the Canadian Obligations for purposes of non-usurious interest permitted by applicable law Section 347 of the Criminal Code (the “Maximum Rate”Canada). If Notwithstanding the foregoing, and after giving effect to all adjustments contemplated thereby, if any Agent or any Lender shall receive interest have received an amount in excess of the maximum permitted by that section of the Criminal Code (Canada), then the applicable Loan Party shall be entitled, by notice in writing to the affected Agent or the affected Lender, to obtain reimbursement from such Agent or such Lender in an amount that exceeds the Maximum Rateequal to such excess, the excess interest and pending such reimbursement, such amount shall be applied deemed to be an amount payable by such Agent or such Lender to the principal applicable Loan Party. Any amount or rate of interest under the Canadian Obligations referred to in this Section 4.5(h) shall be determined in accordance with generally accepted actuarial practices and principles as an effective annual rate of interest over the term that any Canadian Revolving Loans remain outstanding on the assumption that any charges, fees or expenses that fall within the meaning of “interest” (as defined in the Criminal Code (Canada)) shall, if they relate to a specific period of time, be pro rated over that period of time and otherwise be pro rated over the period from the Closing Date to the applicable maturity date therefor, and, in the event of a dispute, a certificate of a Fellow of the Loans or, if it exceeds Canadian Institute of Actuaries appointed by the Administrative Agent shall be conclusive for the purposes of such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, determination. (i) characterize any payment that is not principal as an expenseFor purposes of disclosure pursuant to the Interest Act (Canada), fee, the annual rates of interest or premium rather than interest, (ii) exclude voluntary prepayments fees to which the rates of interest or fees provided in this Agreement and the effects thereofother Loan Documents (and stated herein or therein, as applicable, to be computed on the basis of a 360 day year or any other period of time less than a calendar year) are equivalent to the rates so determined multiplied by the actual number of days in the applicable calendar year and (c) amortizedivided by 360 or such other period of time, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunderrespectively.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable MarginMargin in effect for such day. (b) Each Base Rate ABR Loan shall bear interest for each day that it is outstanding at a rate per annum equal to the ABR for such day plus the Applicable Margin in effect for such day. (c) If any Event of Default shall have occurred and be continuing, all outstanding Loans and other Obligations under the Loan Documents shall bear interest at a rate per annum equal to the Base Rate plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum equal to which is (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the relevant foregoing provisions of this Section subsection plus 2.00%, (ii) in the case of Reimbursement Obligationsinterest, the non-default rate that would be otherwise applicable to Base Rate Loans under principal of the Revolving Facility related Loan pursuant to the relevant foregoing provisions of this subsection (other than clause (i) above) plus 2.00% and (iii) in the case of any such of, fees, commissions or other amounts that do not relate to a particular Facilityamounts, the non-default rate then applicable to Base Rate described in paragraph (b) of this subsection for ABR Loans under the that are Revolving Facility Credit Loans plus 2.00%, in each case from the date of such Event of Default non-payment until such Event of Default amount is no longer continuingpaid in full (as well after as before judgment). (d) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph (c) of this Section subsection shall be payable from time to time on demand. (e) Notwithstanding anything to It is the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal intention of the Loans orparties hereto to comply strictly with applicable usury laws; accordingly, if it exceeds such unpaid principalis stipulated and agreed that the aggregate of all amounts which constitute interest under applicable usury laws, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Ratetaken, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, feereserved, or premium rather than interestreceived, (ii) exclude voluntary prepayments and in connection with the effects thereofindebtedness evidenced by this Agreement or any Notes, and (c) amortizeor any other document relating or referring hereto or thereto, proratenow or hereafter existing, allocate, and spread in equal or unequal parts shall never exceed under any circumstance whatsoever the total maximum amount of interest throughout the contemplated term of the Obligations hereunderallowed by applicable usury laws.

Interest Rates and Payment Dates. (a) Each Eurodollar LIBOR Rate Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar LIBOR Rate determined for such day plus the Applicable Margin. (b) Each Base Rate ABR Loan shall bear interest at a rate per annum equal to the Base Rate ABR plus the Applicable Margin. (c) If an During the occurrence of any (x) Default or Event of Default under with regard to Section 9.1(a8(a) or (f) or (y) any other Event of Default, upon request written to the Administrative Agent by the Required Lenders, in each case, the Borrower shall have occurred and be continuing, such overdue amounts shall bear pay interest on outstanding Obligations at a rate per annum equal to (i) in the case of the Term Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section 3.5 plus 2.002%, and (ii) in the case of Reimbursement other Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate ABR Loans under the Revolving Facility plus 2.002%, in each case from the date of such Event of Default until such Event of Default is no longer continuing. (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section 3.5 shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Term Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (ciii) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Base Rate Loan shall bear interest at a rate per annum equal to the Adjusted Base Rate. (b) Each Loan that is a LIBOR Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Adjusted LIBOR Rate determined for such day plus the Applicable MarginInterest Period. (bc) Each Base Rate (i) If all or a portion of the principal amount of any Loan or Reimbursement Obligation 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 equal to the Base Rate rate that would otherwise be applicable thereto plus 2%; and (ii) if all or a portion of any interest payable on any Loan or Reimbursement Obligation or any fee or other amount payable hereunder or under any Note or Fee Letter shall not be paid when due (whether at the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuingstated maturity, by acceleration or otherwise), such overdue amounts amount shall bear interest at a rate per annum equal to the Adjusted Base Rate plus 2%; in each case, with respect to clauses (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, and (ii) in the case of Reimbursement Obligationsabove, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default non-payment until such Event of Default amount is no longer continuingpaid in full (as well after as before judgment). (d) Interest on each Loan shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (csubsection 2.9(c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary Nothing contained in this Agreement or in any other Loan Document, Document shall be deemed to establish or require the payment of interest paid or agreed to be paid under any Bank at a rate in excess of the Loan Documents shall not maximum rate permitted by applicable law. If the amount of interest payable for the account of any Bank on any interest payment date would exceed the maximum rate of non-usurious interest amount permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rateto be charged by such Bank, the excess amount of interest payable for its account on such interest payment date shall be applied automatically reduced to such maximum permissible amount. In the principal event of the Loans orany such reduction affecting any Bank, if it exceeds from time to time thereafter the amount of interest payable for the account of such unpaid principal, refunded to Bank on any interest payment date would be less than the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent maximum amount permitted by applicable lawlaw to be charged by such Bank, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and then the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout payable for its account on such subsequent interest payment date shall be automatically increased to such maximum permissible amount; provided that at no time shall the contemplated term aggregate amount by which interest paid for the account of any Bank has been increased pursuant to this sentence exceed the Obligations hereunderaggregate amount by which interest paid for its account has theretofore been reduced pursuant to the previous sentence.

Interest Rates and Payment Dates. (a) Each Eurodollar LIBOR Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to LIBOR determined for such day plus the Applicable Margin. (b) Each ABR Loan shall bear interest at a rate per annum equal to the ABR plus the Applicable Margin. (c) Each CD Rate Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar CD Rate determined for such day plus the Applicable Margin. (bd) Each Base Rate Competitive Loan shall bear interest for each day from the applicable Borrowing Date to (but excluding) the applicable Competitive Loan Maturity Date at the rate of interest specified in the Competitive Loan Offer accepted by the Borrower in connection with such Competitive Loan. (e) If all or a portion of (i) the principal amount of any Loan, (ii) any interest payable thereon or (iii) any fee or other amount payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amount shall, to the extent permitted by applicable law, bear interest at a rate per annum equal to the Base Rate plus the Applicable Margin. which is (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum equal to (ix) in the case of the Loansoverdue principal (except as otherwise provided in clause (y) below), the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section subsection 2.11 plus 2.00%, 2% or (iiy) in the case of Reimbursement Obligationsprincipal of any Competitive Loan which remains overdue past the applicable Competitive Loan Maturity Date, or any overdue interest, fee or other amount, the non-default rate applicable to Base Rate Loans under the Revolving Facility described in subsection 2.11(b) plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.002%, in each case from the date of such Event of Default non-payment until such Event of Default overdue principal, interest, fee or other amount is no longer continuingpaid in full (as well after as before judgment). (df) lnterest shall accrue from and including the first day of an Interest Period to but excluding the last day of such Interest Period. Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph (ce) of this Section subsection shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Except as provided in Section 2.6 with respect to Loans as to which an Alternative Rate is applicable, each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable MarginMargin in effect for such day. (b) Each Except as provided in Section 2.6 with respect to Loans as to which an Alternative Rate is applicable, each Base Rate Loan shall bear interest for each day on which it is outstanding at a rate per annum equal to the Base Rate in effect for such day plus the Applicable Margin in effect for such day. (c) Upon the written acceptance of a Request for Alternative Rate by the Alternative Rate Lender with respect to a Loan or any portion thereof (including continuations thereof in accordance with Section 2.12(c)), the Borrower shall pay interest to the Alternative Rate Lender for its account on the unpaid principal amount of such Loan or relevant portion thereof at a rate per annum equal to the Alternative Rate from the effective date of the Alternative Rate Agreement on each Interest Payment Date occurring prior to the end of (and including the last day of) the Alternative Rate Period for such Loan or earlier termination of the Alternative Rate pursuant to the terms of the Alternative Rate Agreement or this Agreement. The Lenders agree that to the extent that the Borrower pays the Alternative Rate on an Interest Payment Date for a Loan or relevant portion thereof to the Alternative Rate Lender, the Borrower's obligation to pay interest on such Loan on such Interest Payment Date shall have been satisfied and it shall be the responsibility of the Alternative Rate Lender (and the Alternative Rate Lender hereby agrees) to pay to the Administrative Agent for the account of the other Lenders the interest due on such Loan determined pursuant to Sections 2.14(a) and (b) above on such Interest Payment Date. The Borrower and Lenders acknowledge and agree that (i) the Alternative Rate Lender may, in its sole discretion, at any time upon the occurrence of any event or condition described in Section 2.25, by notice to the Borrower and the Administrative Agent terminate the Alternative Rate Agreement and cause the Alternative Rate applicable to a Loan to revert to (A) the interest rate otherwise applicable to such Loan determined pursuant to Sections 2.14(a) and (b) above (the "Original Rate"), or (B) the Default Rate if it would then be applicable to such Loan pursuant to Section 2.14(d) below, (ii) if, with respect to a Loan as to which an Alternative Rate is then applicable, (A) the Lenders (other than the Alternative Rate Lender) shall fail to receive the Original Rate or, if applicable, the Default Rate for such Loan from the Administrative Agent, and (B) the Borrower shall fail to pay the Alternative Rate in accordance with this paragraph (c), then the Alternative Rate shall automatically revert to the Original Rate or, if applicable, the Default Rate for such Loan and the Alternative Rate Agreement applicable to such Loan shall, at the discretion of the Alternative Rate Lender, terminate, and (iii) no Lender shall have any right to any payment or performance from the Alternative Rate Lender hereunder or otherwise in respect of any Alternative Rate Agreement other than as provided in the second sentence of this Section 2.14(c). The Borrower and the Lenders further acknowledge and agree that notwithstanding the foregoing, in the event that the Default Rate shall at any time apply to a Loan as to which an Alternative Rate Agreement remains in effect, the Borrower shall be solely responsible for the full and timely payment to the Administrative Agent for the account of the Lenders (including the Alternative Rate Lender) of the amount by which such Default Rate exceeds the Original Rate. (i) If all or a portion of the principal amount of any Loan or Reimbursement Obligation shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), all outstanding Loans and Reimbursement Obligations (whether or not overdue) (to the extent legally permitted) shall bear interest at a rate per annum that is equal to (x) in the case of the Loans, the applicable Default Rate or (y) in the case of Reimbursement Obligations, the rate applicable to Base Rate Loans under the Revolving Credit Facility plus 2%, and (ii) if all or a portion of any interest payable on any Loan or Reimbursement Obligation or any commitment fee or other amount 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 equal to the Base Rate plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum equal to (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate then applicable to Base Rate Loans under the Revolving relevant Facility plus 2.002% and (iii) or, in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Credit Facility plus 2.002%), in each case case, with respect to clauses (i) and (ii) above, from the date of such non-payment until such amount is paid in full (after as well as before judgment). Furthermore, at any time when any Event of Default until such Event has occurred and is continuing, the Borrower shall pay interest on the amount of all outstanding Obligations hereunder at a fluctuating interest rate per annum at all times equal to the Default is no longer continuingRate to the fullest extent permitted by applicable laws. (de) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph (cd) of this Section (including interest on past due interest) shall be payable from time to time on demand. (e) Notwithstanding anything to . For greater certainty, interest payable on any Interest Payment Date shall include interest accruing from and including the contrary contained in immediately prior Interest Payment Date but shall exclude any interest accruing on such Interest Payment Date, provided that interest payable on the maturity date of any Loan Documentshall include all accrued and unpaid interest as of such maturity date, including any interest accruing on such date. Notwithstanding the above, interest paid or agreed to be paid under accruing from the Loan Documents shall not exceed period from and including the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum RateClosing Date through but excluding December 31, the excess interest 2002 shall be applied to payable in advance on the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunderClosing Date.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Adjusted LIBO Rate determined for such day plus the Applicable MarginMargin in effect for such day. (b) Each ABR Loan shall bear interest for each day that it is outstanding at a rate per annum equal to the Alternate Base Rate Loan in effect for such day plus the Applicable Margin in effect for such day. (c) If all or a portion of (i) the principal amount of any Loan, (ii) any interest payable thereon or (iii) any commitment fee, letter of credit commission, letter of credit fee or other amount 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 equal to the Base Rate plus the Applicable Margin. which is (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum equal to (ix) in the case of the Loansoverdue principal, the rate that would otherwise be applicable thereto pursuant to the relevant foregoing provisions of this Section Subsection 4.1 plus 2.00%, (iiy) in the case of Reimbursement Obligationsoverdue interest, the non-default rate that would be otherwise be applicable to Base Rate Loans under principal of the Revolving Facility related Loan pursuant to the relevant foregoing provisions of this Subsection 4.1 (other than clause (x) above) plus 2.00% and (iiiz) in the case of any such of, fees, commissions or other amounts that do not relate to a particular Facilityamounts, the non-default rate then applicable to described in clause (b) of this Subsection 4.1 for ABR Loans that are Revolving Credit Loans accruing interest at the Alternate Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default nonpayment until such Event of Default amount is paid in full (as well after as well as before any judgment relating thereto).); provided that (1) no longer continuingamount shall be payable pursuant to this Subsection 4.1(c) to a Defaulting Lender so long as such Lender shall be a Defaulting Lender and (2) no amounts shall accrue pursuant to this Subsection 4.1(c) on any overdue amount or other amount payable to a Defaulting Lender so long as such Lender shall be a Defaulting Lender. (d) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph clause (c) of this Section Subsection 4.1 shall be payable from time to time on demanddemand exercised in accordance with Subsection 9.2. (e) Notwithstanding anything to It is the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal intention of the Loans orparties hereto to comply strictly with applicable usury laws; accordingly, if it exceeds such unpaid principalis stipulated and agreed that the aggregate of all amounts which constitute interest under applicable usury laws, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Ratetaken, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, feereserved, or premium rather than interestreceived, (ii) exclude voluntary prepayments and in connection with the effects thereofindebtedness evidenced by this Agreement or any Notes, and (c) amortizeor any other document relating or referring hereto or thereto, proratenow or hereafter existing, allocate, and spread in equal or unequal parts shall never exceed under any circumstance whatsoever the total maximum amount of interest throughout the contemplated term of the Obligations hereunderallowed by applicable usury laws.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day Interest Period plus the Applicable Margin. (b) Each US Base Rate Loan shall bear interest at a rate per annum equal to the US Base Rate plus the Applicable Margin. (c) If an Event Each ABR Loan shall bear interest at a rate per annum equal to the ABR plus the Applicable Margin. (d) Each Canadian Prime Rate Loan shall bear interest at a rate per annum equal to the Canadian Prime Rate plus the Applicable Margin. (e) Upon acceptance of Default under Section 9.1(aa Bankers’ Acceptance by a Revolving Lender, the Canadian Borrower shall pay to the Administrative Agent on behalf of such Revolving Lender a fee (the “Acceptance Fee”) calculated on the face amount of the Bankers’ Acceptance at a rate per annum equal to the Applicable Margin on the basis of the number of days in the Contract Period for such Bankers’ Acceptance. Any adjustment to the Acceptance Fee (including any adjustment as necessary to reflect the operation of paragraph (f) of this Section) shall have occurred be computed based on the number of days remaining in the Contract Period of such Bankers’ Acceptances from and including the effective date of any change in the Applicable Margin. Any increase in such Acceptance Fee shall be continuingpaid by the Canadian Borrower to the Administrative Agent on behalf of the Revolving Lenders on the last day of the Contract Period of the relevant Bankers’ Acceptance. Any decrease in such Acceptance Fee shall be paid by each Revolving Lender to the Canadian Borrower, through the Administrative Agent, on the last day of the Contract Period of the relevant Bankers’ Acceptance. (i) If all or a portion of the principal amount of any Loan or Reimbursement Obligation shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amounts amount shall bear interest at a rate per annum equal to (iw) in the case of the any Eurodollar Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.002%, (iix) in the case of ABR Loans and Reimbursement ObligationsObligations of the US Borrowers, the non-default rate applicable to ABR Loans plus 2%, (y) in the case of any US Base Rate Loans under and Reimbursement Obligations of the Revolving Facility Canadian Borrower denominated in US Dollars, the rate applicable to US Base Rate Loans plus 2.00% 2%, or (z) in the case of any Loans and Reimbursement Obligations of the Canadian Borrower denominated in Canadian Dollars and any Bankers’ Acceptances, the rate applicable to Canadian Prime Rate Loans plus 2%, and (iiiii) if all or a portion of any interest payable on any Loan or Reimbursement Obligation or any Commitment Fee or other amount payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amount shall, to the extent such amount relates to a particular Facility, bear interest at a rate per annum equal to the rate then applicable to ABR Loans if such amount is owed by the US Borrowers, or Canadian Prime Rate Loans, if such overdue amount is denominated in Canadian Dollars or US Base Rate Loans, if such overdue amount is denominated in US Dollars and owed by the Canadian Borrower, in each case, plus 2% (or, in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to ABR Loans or US Base Rate Loans under the Revolving Facility plus 2.002% or to Canadian Prime Rate Loans under the Revolving Facility plus 2%, as the case may be depending on the currency of such amounts), in each case case, with respect to clauses (i) and (ii) above, from the date of such Event of Default non-payment until such Event of Default amount is no longer continuingpaid in full (as well after as before judgment). (dg) Interest shall be payable in arrears on each Interest Payment Date; Date (except with respect to Acceptance Fees upon acceptance of Bankers’ Acceptances, as to which paragraph (e) of this Section shall apply until the end of the respective Contract Periods therefor), provided that interest accruing pursuant to paragraph (cf) of this Section shall be payable from time to time on demand. Interest in respect of Loans and Reimbursement Obligations that are denominated in US Dollars (and all other amounts denominated in US Dollars) shall be payable in US Dollars, and interest in respect of Loans or Reimbursement Obligations that are denominated in Canadian Dollars (and all other amounts denominated in Canadian Dollars) shall be payable in Canadian Dollars. (ei) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent provision of this Agreement would obligate the Canadian Borrower to make any payment of interest or other amount payable to any Revolving Lender shall receive interest in an amount that exceeds or calculated at a rate which would be prohibited by law or would result in a receipt by such Lender of interest at a criminal rate (as such terms are construed under the Maximum RateCriminal Code (Canada)), the excess interest then notwithstanding such provision, such amount or rate shall be applied deemed to have been adjusted with retroactive effect to the principal maximum amount or rate of interest, as the Loans orcase may be, if it exceeds as would not be so prohibited by law or so result in a receipt by such unpaid principal, refunded to the Borrower. In determining whether the Revolving Lender of interest contracted for, charged, or received by an Agent or at a Lender exceeds the Maximum Ratecriminal rate, such Person mayadjustment to be effected, to the extent permitted by applicable lawnecessary, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.follows:

Interest Rates and Payment Dates. (a) Each Eurodollar LIBOR Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar LIBOR Adjusted Rate determined for such day plus the Applicable Revolving Loan Margin. (b) Each Base Rate Loan shall bear interest at a rate per annum equal to the Base Rate plus the Applicable Revolving Loan Margin. (c) If an Event of any Default under Section 9.1(a) shall have occurred and be continuing, such overdue all amounts outstanding shall bear interest at a rate per annum equal to (i) in the case of the Loans, which is the rate that would otherwise be applicable thereto pursuant to the foregoing provisions described in paragraph (b) of this Section plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.002% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of the occurrence of such Event of Default until such Event of Default is no longer continuingcontinuing (after as well as before judgment). (d) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate For purposes of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interestthe Applicable Margin for all Loans, (ii) exclude voluntary prepayments the Applicable Margin for the letter of credit fees referred to in Section 2.3(e) and (iii) the Maximum Total Debt Ratio for the commitment fees referred to in Section 2.16, interest rates on the Loans and such fees shall be calculated on the basis of the Maximum Total Debt Ratio set forth in the most recent Covenant Compliance Certificate received by the Agent in accordance with Section 5.1(b). For accrued and unpaid interest and fees only (no changes being made for interest or fee payments previously made), changes in interest rates on the Loans, or in such fees, attributable to changes in the Applicable Margin (with respect to Loans and letter of credit fees) and changes in the Maximum Total Debt Ratio (with respect to commitment fees) caused by changes in the applicable Covenant Compliance shall be calculated upon the delivery of a Covenant Compliance Certificate and such change shall be effective (y) in the case of a Base Rate Loan or such fees, from the first day subsequent to the last day covered by the Covenant Compliance Certificate and (z) in the case of a LIBOR Loan , from the first day of the Interest Period applicable to such LIBOR Loan subsequent to the last day covered by the Covenant Compliance Certificate. If, for any reason, Entravision shall fail to deliver a Covenant Compliance Certificate when due in accordance with Section 5.1(b), and such failure shall continue for a period of ten days, the Revolving Loan Leverage Level shall be deemed to be Revolving Loan Leverage Level 1 (for purposes of determining the Applicable Margin on Loans or letter of credit fees) and the effects thereofapplicable rate shall be deemed to be the highest rate set forth in Section 2.16 (for purposes of determining commitment fees), as applicable, in each case retroactive to the date on which Entravision should have delivered such Covenant Compliance Certificate and (c) amortize, prorate, allocate, and spread in equal or unequal parts shall continue until a Covenant Compliance Certificate indicating a different Revolving Loan Leverage Level is delivered to the total amount of interest throughout the contemplated term of the Obligations hereunderAgent.

Interest Rates and Payment Dates. (a) Each Eurodollar Base Rate Loan shall bear interest at a rate per annum equal to the Adjusted Base Rate. (b) Each Loan that is a LIBOR Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Adjusted LIBOR Rate determined for such day plus the Applicable MarginInterest Period. (bi) Each Base Rate If all or a portion of the principal amount of any Loan 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 equal to the Base Rate rate that would otherwise be applicable thereto plus 2%; and (ii) if all or a portion of any interest payable on any Loan or any fee or other amount payable hereunder or under any Note or Fee Letter shall not be paid when due (whether at the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuingstated maturity, by acceleration or otherwise), such overdue amounts amount shall bear interest at a rate per annum equal to the Adjusted Base Rate plus 2%; in each case, with respect to clauses (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, and (ii) in the case of Reimbursement Obligationsabove, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default non-payment until such Event of Default amount is no longer continuingpaid in full (as well after as before judgment). (d) Interest on each Loan shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (csubsection 2.9(c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary Nothing contained in this Agreement or in any other Loan Document, Document shall be deemed to establish or require the payment of interest paid or agreed to be paid under any Bank at a rate in excess of the Loan Documents shall not maximum rate permitted by applicable law. If the amount of interest payable for the account of any Bank on any interest payment date would exceed the maximum rate of non-usurious interest amount permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rateto be charged by such Bank, the excess amount of interest payable for its account on such interest payment date shall be applied automatically reduced to such maximum permissible amount. In the principal event of the Loans orany such reduction affecting any Bank, if it exceeds from time to time thereafter the amount of interest payable for the account of such unpaid principal, refunded to Bank on any interest payment date would be less than the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent maximum amount permitted by applicable lawlaw to be charged by such Bank, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and then the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout payable for its account on such subsequent interest payment date shall be automatically increased to such maximum permissible amount; provided that at no time shall the contemplated term aggregate amount by which interest paid for the account of any Bank has been increased pursuant to this sentence exceed the Obligations hereunderaggregate amount by which interest paid for its account has theretofore been reduced pursuant to the previous sentence.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable Margin. (b) Each Base Rate Loan shall bear interest at a rate per annum equal to the Base Rate plus the Applicable MarginInterest Rate. (cb) If an any Event of Default under Section 9.1(a) shall have occurred occurs and be is continuing, such overdue all amounts shall bear interest at a rate per annum equal to (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.002.0%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuing. (dc) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph (cb) of this Section shall be payable from time to time on demand. (ed) Notwithstanding anything So long as no Event of Default has occurred and is continuing, the Borrower may elect to (i) pay all interest due on any Interest Payment Date in cash or (ii) pay up to 100% of the interest due on such Interest Payment Date by adding such interest to the contrary contained principal amount of the outstanding Loans and the remaining portion of the interest due on such Interest Payment Date in any Loan Documentcash (such election, a “PIK Election”; and such interest added to the principal amount of the outstanding Loans, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum RatePIK Amounts”). If Unless otherwise notified at least five Business Days prior to the applicable Interest Payment Date (and in the absence of an Event of Default), the Borrower will be deemed to have made a PIK Election with respect to all of the interest due on any Agent or Interest Payment Date. In the event of any Lender PIK Election, the Parent Guarantor shall receive interest issue to the Lenders (in accordance with their Aggregate Exposure Percentage) additional warrants in the form attached hereto as Exhibit H to purchase a number of shares (not less than zero) of common stock of the Parent Guarantor equal to (x) an amount that exceeds the Maximum Rate, the excess interest shall be applied equal to the principal product of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, the Closing Date Warrant Shares and (ii) exclude voluntary prepayments and a ratio equal to (A) the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total aggregate principal amount of interest throughout Loans outstanding (including all PIK Amounts) at such date over (B) the contemplated term aggregate principal amount of Loans outstanding (excluding all PIK Amounts) at such date minus (y) the aggregate amount of Closing Date Warrant Shares and any Additional Warrants issued to the Lenders since the Closing Date (such additional warrants, the “Additional Warrants”). The Parent Guarantor shall issue any such Additional Warrants at the time of each such PIK Election. In addition, the Parent Guarantor shall issue to the Lenders (in accordance with their Aggregate Exposure Percentage) Additional Warrants on the final Interest Payment Date (whether at the stated maturity or otherwise) if the Borrower has made a PIK Election with respect to more than 50% of the Obligations hereunderaggregate amount of accrued interest payable on the Loans up to such final Interest Payment Date. The amount of Additional Warrants issued on the final Interest Payment Date shall be calculated as set forth above in this paragraph assuming that the Borrower had made a PIK Election with respect to all interest paid on such final Interest Payment Date.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable Margin. (b) Each Base Rate Loan shall bear interest at a rate per annum equal to the Base Rate plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum equal to (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuing. (d) Interest shall be payable in arrears on each Interest Payment DateDate and as provided in Section 3.11; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar LIBOR Rate Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar LIBOR Rate determined for such day plus the Applicable Margin. (b) Each Base Rate ABR Loan shall bear interest at a rate per annum equal to the Base Rate ABR plus the Applicable Margin. (c) If the Borrower shall default in the payment of the principal or interest on any Term Loan or any other amount becoming due hereunder, by acceleration or otherwise, or under any other Loan Document (or including, as a result of an Event of Default under Section 9.1(aSections 8(a) or (f)), the Borrower shall have occurred and be continuing, pay interest on any such overdue amounts shall bear interest defaulted amount at a rate per annum equal to (i) in the case of the Term Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.002%, and (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facilityamounts, the non-default rate then applicable to Base Rate ABR Loans under the Revolving Facility plus 2.002%, in each case from the date of such Event of Default until such Event of Default is no longer continuing. (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Term Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (ciii) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day Interest Period plus the Applicable MarginMargin minus the Facility Fee Rate then in effect. Interest in respect of Eurodollar Loans shall accrue from and including the first day of an Interest Period to but excluding the last day of such Interest Period. (b) Each Base Rate ABR Loan shall bear interest at a rate per annum equal to the Base Rate ABR plus the Applicable MarginMargin minus the Facility Fee Rate then in effect. (c) Each Competitive Loan shall bear interest for each day from the applicable Borrowing Date to (but excluding) the applicable Competitive Loan Maturity Date at the rate of interest specified in the Competitive Loan Offer accepted by the relevant Borrower in connection with such Competitive Loan. (d) If an Event all or a portion of Default under Section 9.1(a(i) the principal amount of any Loan, (ii) any interest payable thereon or (iii) any facility fee or other amount payable hereunder shall have occurred and not be continuingpaid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amounts amount shall bear interest at a rate per annum equal to which is (ix) in the case of the Loansoverdue principal (except as otherwise provided in clause (y) below), the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section 2.10 plus 2.00%, 2% or (iiy) in the case of Reimbursement Obligationsprincipal of any Competitive Loan which remains overdue past the stated maturity date thereof, or any overdue interest, facility fee or other amount, the non-default rate applicable to Base Rate Loans under the Revolving Facility described in Section 2.10(b) plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.002%, in each case from the date of such Event of Default until non-payment to (but excluding) the date on which such Event of Default amount is no longer continuingpaid in full (as well after as before judgment). (de) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph (cSection 2.10(d) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Eurocurrency Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Eurocurrency Rate determined for such day plus the Applicable MarginMargin in effect for such day except that Eurocurrency Loans bearing interest at the Eurocurrency Overnight Rate shall bear interest for each day such Loan is outstanding at such rate, at a rate per annum equal to the Eurocurrency Overnight Rate as in effect for such day plus the Applicable Margin in effect for such day. (b) Each Base Rate Loan shall bear interest for each day on which it is outstanding at a rate per annum equal to the Base Rate in effect for such day plus the Applicable MarginMargin in effect for such day. (ci) If an Event all or a portion of Default under Section 9.1(a) the principal amount of any Loan or Reimbursement Obligation shall have occurred and not be continuingpaid when due (whether at the stated maturity, such by acceleration or otherwise), overdue amounts of outstanding Loans or Reimbursement Obligations (whether or not overdue) (to the extent legally permitted) shall bear interest at a rate per annum that is equal to (ix) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, 2.0% (iiy) in the case of the Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility or Eurocurrency Loans, as applicable, plus 2.002.0% and (iiiii) if all or a portion of any interest payable on any Loan or Reimbursement Obligation or any commitment fee or other amount 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 equal to the rate then applicable to Base Rate Loans or solely with respect to Loans in Euros or an Available Foreign Currency, Eurocurrency Loans plus 2.0% (or, in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans or solely with respect to Loans in Euros or an Available Foreign Currency, Eurocurrency Loans under the Revolving Credit Facility plus 2.002.0%), in each case case, with respect to clauses (i) and (ii) above, from the date of such Event of Default non-payment until such Event of Default amount is no longer continuingpaid in full (after as well as before judgment). (d) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable Margin. (b) Each Base Rate ABR Loan shall bear interest at a rate per annum equal to the Base Rate ABR plus the Applicable Margin. (c) If Notwithstanding clauses (a) and (b) above, at any time when an Event of Default under Section 9.1(a8.1(a) exists with respect to any principal, interest or fees, to the extent the Administrative Agent, at the request of the Required Lenders, so notifies the Borrower, the Borrower shall have occurred and be continuing, such overdue pay interest on the applicable past due amounts shall bear interest hereunder at a fluctuating interest rate per annum at all times equal to (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant Default Rate to the foregoing provisions of this Section plus 2.00%, fullest extent permitted by applicable Laws. Accrued and unpaid interest on past due amounts (iiincluding interest on past due interest) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% shall be due and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuingpayable upon demand. (d) Interest Subject to Section 2.15(c), interest shall be payable by the Borrower in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything If, as a result of any restatement of or other adjustment to the contrary contained financial statements delivered pursuant to Sections 6.1(a) or (b), (x) the First Lien Leverage Ratio as calculated by the Borrower as of any applicable date was inaccurate and (y) a proper calculation of the First Lien Leverage Ratio would have resulted in a different Applicable Margin, Applicable Commitment Fee Rate or Excess Cash Flow Percentage for any Loan Documentperiod then: (i) if the proper calculation of the First Lien Leverage Ratio would have resulted in a higher Applicable Margin, Applicable Commitment Fee Rate or Excess Cash Flow Percentage for such period, the interest Borrower shall automatically and retroactively be obligated to pay to the Administrative Agent, for the benefit of the applicable Lenders, promptly on demand by the Administrative Agent, an amount equal to the excess of the amount that should have been paid for such period over the amount actually paid for such period (and no Default or agreed Event of Default shall have been deemed to be paid under occur solely as a result of such underpayment upon payment of such additional amounts) and (ii) if the Loan Documents shall not exceed proper calculation of the maximum rate of non-usurious interest permitted by applicable law (First Lien Leverage Ratio would have resulted in a lower Applicable Margin, Applicable Commitment Fee Rate or Excess Cash Flow Percentage for such period, neither the “Maximum Rate”). If any Administrative Agent or nor any Lender shall receive interest in an have any obligation to repay any amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Term SOFR Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate Term SOFR determined for such day Interest Period plus the Applicable Margin. (b) Each Base Rate ABR Loan shall bear interest at a rate per annum equal to the Base Rate ABR plus the Applicable Margin. (c) If an Event of Default under ; provided that so long as the Lenders have not been required to purchase participations in Swingline Loans pursuant to Section 9.1(a) shall have occurred and be continuing2.8(c), such overdue amounts Swingline Loans shall bear interest at a rate per annum equal to the ABR plus the Applicable Margin minus the Commitment Fee Rate. (i) in Each Alternative Currency Daily Rate Loan shall bear interest on the case of outstanding principal amount thereof from the Loans, the applicable borrowing date at a rate that would otherwise be applicable thereto pursuant per annum equal to the foregoing provisions of this Section Alternative Currency Daily Rate plus 2.00%, the Applicable Margin; (ii) in each Alternative Currency Term Rate Loan shall bear interest on the case of Reimbursement Obligations, outstanding principal amount thereof for each Interest Period at a rate per annum equal to the non-default rate applicable to Base Alternative Currency Term Rate Loans under for such Interest Period plus the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuingApplicable Margin. (d) If any amount payable by the Borrower under any Loan Document is not paid when due (after any applicable grace period), whether at stated maturity, by acceleration or otherwise, such amount shall thereafter bear interest at a fluctuating interest rate per annum at all times equal to the Default Rate to the fullest extent permitted by Applicable Laws. Furthermore, at any time an Event of Default under Sections 8.1(a) or (f) exists, the Borrower shall pay interest on the Loans at a fluctuating interest rate per annum at all times equal to the Default Rate to the fullest extent permitted by Applicable Laws. (e) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (cSection 3.5(d) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Eurocurrency Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Eurocurrency Rate determined for such day plus the Applicable Margin. (b) Each Base Rate ABR Loan shall bear interest at a rate per annum equal to the Alternate Base Rate plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred Overdue principal, interest, Reimbursement Obligations, commitment fees and be continuing, such overdue other amounts payable hereunder shall bear interest at a rate per annum equal to (i) in the case of payments of overdue principal of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, 2% per annum and (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans any other overdue amounts under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular FacilityLoan Documents, the non-default rate then applicable to Base Rate ABR Loans under the Revolving applicable Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuing2% per annum. (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (ciii) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder. (f) Notwithstanding anything to the contrary contained in the definition of “Interest Period” or elsewhere in this Agreement, (i) each Eurodollar Borrowing of Term Loans existing on the Initial First Amendment Effective Date immediately prior to the 2016 Replacement Term Loan Conversion (each, an “Original Eurodollar Borrowing”) shall, upon the occurrence of the 2016 Replacement Term Loan Conversion, be deemed to be a new Eurodollar Borrowing of 2016 Replacement Term Loans for all purposes of this Agreement, (ii) each such newly-deemed Eurodollar Borrowing of 2016 Replacement Term Loans shall be subject to the same Interest Period (and Adjusted LIBO Rate) as the Original Eurodollar Borrowing to which it relates (as if no new Eurodollar Borrowing had in fact occurred), (iii) 2016 New Replacement Term Loans shall be initially incurred pursuant to a single Borrowing of Eurodollar Loans which shall be added to (and thereafter be deemed to constitute a part of) each such newly-deemed Eurodollar Borrowing of 2016 Replacement Term Loans described in preceding subclause (i) on a pro rata basis (based on the relative sizes of such newly-deemed Eurodollar Borrowings of 2016 Replacement Term Loans), which such Borrowing shall be subject to (x) an Interest Period that commences on the Initial First Amendment Effective Date and ends on the last day of the Interest Period of the applicable Original Eurodollar Borrowing to which it is added as contemplated above by this clause (iii), and (y) the same Adjusted LIBO Rate applicable to the Original Eurodollar Borrowing to which it is added as contemplated above by this clause (iii), (iv) 2016 Incremental Term Loans shall be initially incurred pursuant to a single Borrowing of Eurodollar Loans which shall be added to (and thereafter be deemed to constitute a part of) each such newly-deemed Eurodollar Borrowing of 2016 Replacement Term Loans described in preceding subclause (i) on a pro rata basis (based on the relative sizes of such newly-deemed Eurodollar Borrowings of 2016 Replacement Term Loans), which such Borrowing shall be subject to (x) an Interest Period that commences on the Initial First Amendment Effective Date and ends on the last day of the Interest Period of the applicable Original Eurodollar Borrowing to which it is added as contemplated above by this clause (iv), and (y) the same Adjusted LIBO Rate applicable to the Original Eurodollar Borrowing to which it is added as contemplated above by this clause (iv) and (v) in connection with the 2016 Replacement Term Loan Conversion, the incurrence of 2016 New Replacement Term Loans pursuant to Section 2.1(b) and the incurrence of 2016 Incremental Term Loans pursuant to Section 2.1(b), the Administrative Agent shall (and is hereby authorized to) take all appropriate actions to ensure that all Lenders with outstanding 2016 Replacement Term Loans (after giving effect to the 2016 Replacement Term Loan Conversion, the incurrence of 2016 New Replacement Term Loans pursuant to Section 2.1(b), the incurrence of 2016 Incremental Term Loans pursuant to Section 2.01(d)(C) and the 2016 Incremental Term Loan Conversion) participate in each newly-deemed Eurodollar Borrowing of 2016 Replacement Term Loans based on their respective pro rata shares.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable Margin. (b) Margin in effect for such day. Each Base Rate Loan shall bear interest for each day on which it is outstanding at a rate per annum equal to the Base Rate in effect for such day plus the Applicable MarginMargin in effect for such day. (cb) If Notwithstanding the rates of interest specified in clause (a) above or elsewhere herein, effective immediately upon the occurrence of an Event of Default under Section 9.1(a) and for as long thereafter as such Event of Default shall have occurred and be continuing, such overdue amounts the principal balance of all Term Loans and the amount of all other Obligations then due and payable shall bear interest at a rate per annum that is equal to (i) in the case of the Loansprincipal, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, 2% and (ii) in the case of Reimbursement all other Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.002%, in each case from the date of such Event of Default until nonpayment to (but excluding) the date on which such Event of Default amount is no longer continuingpaid in full (after as well as before judgment). (dc) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph (cb) of this Section shall be payable from time to time on demand. (ed) Notwithstanding anything to the contrary contained set forth in any Loan Documentthis Section 2.7, if a court of competent jurisdiction determines in a final order that the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable payable hereunder exceeds the highest rate of interest permissible under law (the “Maximum Lawful Rate”), then so long as the Maximum Lawful Rate would be so exceeded, the rate of interest payable hereunder shall be equal to the Maximum Lawful Rate; provided, however, that if at any time thereafter the rate of interest payable hereunder is less than the Maximum Lawful Rate, Borrower shall continue to pay interest hereunder at the Maximum Lawful Rate until such time as the total interest received by the Lenders is equal to the total interest which would have been received had the interest rate payable hereunder been (but for the operation of this paragraph) the interest rate payable since the Closing Date as otherwise provided in this Agreement. If any Agent or any Lender Thereafter, interest hereunder shall receive be paid at the rate of interest and in an amount that the manner provided in this Section, unless and until the rate of interest again exceeds the Maximum Lawful Rate, and at that time this paragraph shall again apply. In no event shall the total interest received by the Lenders pursuant to the terms hereof exceed the amount which the Lenders could lawfully have received had the interest due hereunder been calculated for the full term hereof at the Maximum Lawful Rate. If, notwithstanding the provisions of this Section 2.7(d), a court of competent jurisdiction shall finally determine that the Lenders have received interest hereunder in excess of the Maximum Lawful Rate, the Lenders shall refund any excess interest shall be applied to the principal Borrower or as a court of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereundercompetent jurisdiction may otherwise order.

Interest Rates and Payment Dates. (a) Each Eurodollar The Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable Margin. (b) Each Base Rate Loan shall will bear interest at the Interest Rate (calculated on a rate per annum equal year of three hundred sixty (360) days on a daily basis for the actual number of days the unpaid principal balance is outstanding) on the unpaid principal amount thereof from time to the Base Rate plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuingtime outstanding, such overdue amounts shall bear interest at a rate per annum equal to (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuing. (d) Interest shall be payable in arrears on each Interest Payment Date until maturity. The Loan will mature on the Maturity Date; provided that interest accruing pursuant to paragraph (c) . The principal amount of this Section shall the Loan will be payable from time to time on demand. (e) the dates and in the installments specified in the Note. Notwithstanding anything to the contrary contained in any Loan Documentforegoing, the interest paid or agreed to be paid final payment made under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest Note will be in an amount that exceeds sufficient to discharge in full the Maximum Rateunpaid principal amount, and all accrued and unpaid interest on, and any other amounts (including any Prepayment Fee) due under, the excess Note, this Loan Agreement and the Security Agreements. The Borrower will pay the Lender, on demand, interest shall be applied to at the Default Rate on any part of the principal of the Loans oramount, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, and to the extent permitted by applicable law, interest, any Prepayment Fee and any other amounts payable hereunder or under the Note not paid when due for any period during which the same will be overdue, in each case for the period the same is overdue. Amounts will be overdue if not paid when due (iwhether at stated maturity, by acceleration or otherwise). (b) characterize Each Loan Payment will be applied to the Loan and distributed by the Lender as follows: First, so much of such funds as is required for the purpose will be retained by the Lender to pay any payment that is not principal as an expensefees (including any Prepayment Fee), feecosts, charges, or premium rather than interestexpenses, if any (ii) exclude voluntary prepayments including, without limitation, interest on overdue amounts), due and payable to the effects thereofLender hereunder or under any other Basic Agreement; Second, and (c) amortizeif any amounts remain after satisfying the amounts specified in clause First above, prorate, allocate, and spread so much of such funds as required for the purpose will be applied to pay in equal or unequal parts full the total aggregate amount of interest throughout then due under the contemplated term Note; Third, if any amounts remain after satisfying the amounts specified in clauses First through Second above, such remaining amounts will be applied to pay the then due and owing principal payments; Fourth, if any amounts will remain after satisfying the amounts specified in clauses First through Third above, so much of such funds as will be required for the Obligations hereunderpurpose will be retained by the Lender to pay in full all other amounts due and owing to it hereunder or under any other Basic Agreement; and Fifth, if any amounts remain after satisfying the amounts specified in clauses First through Fourth above, the balance, if any, will be remitted by the Lender to the Borrower.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan Initial Loans shall bear interest for each day during each Interest Period with respect thereto the period from and including the date such Initial Loans are made to, but excluding, the Initial Maturity Date on the unpaid principal thereof at a rate per annum equal to the Eurodollar Initial Loan Rate determined for the Interest Period in effect for such day Initial Loans plus the Applicable Margin plus the PIK Margin. (b) Each Base Rate Loan Term Loans shall bear interest for the period from and including the Initial Maturity Date to, but excluding, the Final Maturity Date or date of exchange for an Exchange Note on the unpaid principal thereof at a rate per annum equal to the Base Adjusted Rate plus the Applicable Adjusted Margin plus, prior to the Cash Pay Date, the PIK Margin. (c) Notwithstanding Sections 2.6(a) and (b), the interest rate borne by the Loans (excluding the PIK Margin) shall not exceed 12.88% per annum. (d) Interest shall be payable in arrears on each Interest Payment Date, provided that interest accruing pursuant to paragraph (e) below shall be payable from time to time on demand. On each Interest Payment Date prior to the Cash Pay Date, the Company shall be deemed to have paid the interest accrued on the Loans to and including the Cash Pay Date that is due on such Interest Payment Date through an automatic increase in the principal amount of the applicable Loans equal to the amount of such interest (the “PIK Interest Amount”). (e) If an Event all or a portion of Default (i) the principal amount of any of the Loans, (ii) any interest payable thereon, or (iii) any commitment fee or other amount payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration or otherwise, but taking into account any applicable grace period under Section 9.1(a) shall have occurred and be continuing7(a)), such overdue amounts shall amount shall, without limiting the rights of the Lenders under Section 7, bear interest at a rate per annum equal to which is (ix) in the case of the Loansoverdue principal, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, 2% or (iiy) in the case of Reimbursement Obligationsoverdue interest, commitment fees or other amounts due and payable hereunder, the non-default applicable rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and hereunder for any Loan (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuing. (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything but without giving effect to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law foregoing clause (the “Maximum Rate”x). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunderplus 2%.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable Margin. (b) Each Base Rate Loan shall bear interest at a rate per annum equal to the Base Rate plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue at the election of the Required Lenders, all outstanding Loans, Reimbursement Obligations, commitment fees and other amounts payable hereunder (whether or not overdue) shall bear interest at a rate per annum equal to (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.002%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.002% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.002%, in each case from the date of such Event of Default election until such Event of Default is no longer continuing; provided that the foregoing interest rate shall apply automatically, without any election of the Required Lenders, in the case of any Event of Default under Section 9.1(a) or (f). (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder. (f) Notwithstanding anything to the contrary contained in any Loan Document, all interest rate calculations for all periods prior to the Amendment No. 5 Effective Date shall be made in accordance with the Existing Creditthis Agreement as in effect immediately prior to the Amendment No. 5

Interest Rates and Payment Dates. (a) Each Eurodollar (i) Eurocurrency Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Eurocurrency Rate determined for such day plus the Applicable MarginMargin in effect for such day and (ii) BA Equivalent Loan shall bear interest (computed on the basis of the actual number of days elapsed over a year of 365 or 366 days, as applicable) at a rate per annum that shall be equal to the BA Rate, plus the Applicable Margin for BA Equivalent Loans. (b) Each Base ABR Loan (other than a Canadian Facility Revolving Credit Loan made to a Canadian Borrower) shall bear interest for each day that it is outstanding at a rate per annum equal to the ABR for such day plus the Applicable Margin in effect for such day and each ABR Loan that is a Canadian Facility Revolving Credit Loan made to a Canadian Borrower shall bear interest for each day that it is outstanding at a rate per annum equal to the Canadian Prime Rate Loan in effect for such day plus the Applicable Margin in effect for such day. (c) If all or a portion of (i) the principal amount of any Loan, (ii) any interest payable thereon or (iii) any commitment fee, letter of credit commission, letter of credit fee or other amount 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 equal to the Base Rate plus the Applicable Margin. which is (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum equal to (ix) in the case of the Loansoverdue principal, the rate that would otherwise be applicable thereto pursuant to the relevant foregoing provisions of this Section 4.1 plus 2.00%, (iiy) in the case of Reimbursement Obligationsoverdue interest, the non-default rate that would be otherwise applicable to Base Rate Loans under principal of the Revolving Facility related Loan pursuant to the relevant foregoing provisions of this Section 4.1 (other than clause (x) above) plus 2.00% and (iiiz) in the case of, fees, commissions or other amounts, the rate described in paragraph (b) of any such this Section 4.1 for ABR Loans that are Revolving Credit Loans accruing interest at the ABR rate (or the Canadian Prime Rate in the case of fees, commissions or other amounts that do not relate owing to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility Canadian Borrower) plus 2.00%, in each case from the date of such Event of Default non-payment until such Event of Default amount is paid in full (as well after as before judgment); provided that (1) no longer continuingamount shall be payable pursuant to this Section 4.1(c) to a Defaulting Lender so long as such Lender shall be a Defaulting Lender and (2) no amounts shall accrue pursuant to this Section 4.1(c) on any overdue amount or other amount payable to a Defaulting Lender so long as such Lender shall be a Defaulting Lender. (d) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph (c) of this Section 4.1 shall be payable from time to time on demand. (e) It is the intention of the parties hereto to comply strictly with applicable usury laws; accordingly, it is stipulated and agreed that the aggregate of all amounts which constitute interest under applicable usury laws, whether contracted for, charged, taken, reserved, or received, in connection with the indebtedness evidenced by this Agreement or any Notes, or any other document relating or referring hereto or thereto, now or hereafter existing, shall never exceed under any circumstance whatsoever the maximum amount of interest allowed by applicable usury laws. (f) Notwithstanding anything to the contrary contained in this Agreement or in any other Loan Document, solely to the extent that a court of competent jurisdiction finally determines that the calculation or determination of interest paid or agreed any fee payable by the Canadian Borrowers in respect of their obligations pursuant to this Agreement and the other Loan Documents shall be governed by the laws of any province of Canada or the federal laws of Canada: (i) whenever any interest or fee payable by the Canadian Borrowers is calculated using a rate based on a year of 360 days, the rate determined pursuant to such calculation, when expressed as an annual rate, is, for the purposes of the Interest Act (Canada) and disclosure thereunder, equivalent to the applicable rate based on a year of 360 days multiplied by the actual number of days in the applicable calendar year in which such rate is to be ascertained and divided by 360; (ii) if any provision of this Agreement or of any of the other Loan Documents would obligate the Canadian Borrowers to make any payment of interest or other amount payable to any of the Administrative Agent, the Canadian Agent or any Lender under this Agreement or any other Loan Document in an amount or calculated at a rate which would be prohibited by law or would result in a receipt by any of the Administrative Agent, the Canadian Agent or any Lender of interest at a criminal rate (as such terms are construed under the Criminal Code (Canada)) then, notwithstanding such provisions, such amount or rate shall be deemed to have been adjusted with retroactive effect to the maximum amount or rate of interest, as the case may be, as would not be so prohibited by law or so result in a receipt by the Administrative Agent, the Canadian Agent or any Lender of interest at a criminal rate, such adjustment to be effected, to the extent necessary, as follows: (1) firstly, by reducing the amount or rate of interest required to be paid to the Administrative Agent, the Canadian Agent or any Lender under this Section 4.1, and (2) thereafter, by reducing any fees, commissions, premiums and other amounts required to be paid to the Loan Documents shall not exceed Administrative Agent, the maximum rate Canadian Agent or any Lender which would constitute “interest” for purposes of non-usurious interest permitted by applicable law Section 347 of the Criminal Code (the “Maximum Rate”Canada). If any Notwithstanding the foregoing, and after giving effect to all adjustments contemplated thereby, if the Administrative Agent, the Canadian Agent or any Lender shall receive interest have received an amount in excess of the maximum permitted by that Section of the Criminal Code (Canada), the Canadian Borrowers shall be entitled, by notice in writing to the applicable Administrative Agent, Canadian Agent or Lender, to obtain reimbursement from such party in an amount that exceeds the Maximum Rateequal to such excess and, the excess interest pending such reimbursement, such amount shall be applied deemed to be an amount payable by the applicable Administrative Agent, Canadian Agent or Lender to the principal Canadian Borrowers. Any amount or rate of interest referred to in this Section 4.1(f) shall be determined in accordance with generally accepted actuarial practices and principles as an effective annual rate of interest over the term that the applicable loan remains outstanding on the assumption that any charges, fees or expenses that fall within the meaning of “interest” (as defined in the Criminal Code (Canada)) and, in the event of a dispute, a certificate of a Fellow of the Loans or, if it exceeds Canadian Institute of Actuaries appointed by the Canadian Agent shall be conclusive for the purposes of such unpaid principal, refunded determination; and (iii) all calculations of interest payable by the Canadian Borrowers under this Agreement or any other Loan Document are to be made on the basis of the nominal interest rate described herein and therein and not on the basis of effective yearly rates or on any other basis which gives effect to the Borrowerprinciple of deemed reinvestment of interest which principle does not apply to any interest calculated under this Agreement or any Loan Document. In determining whether The parties hereto acknowledge that there is a material difference between the stated nominal interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments rates and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount effective yearly rates of interest throughout and that they are capable of making the contemplated term calculations required to determine such effective yearly rates of the Obligations hereunderinterest.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto on the unpaid principal amount thereof at a rate per annum equal to the Eurodollar Rate Adjusted LIBOR determined for such day Interest Period plus the Applicable Margin. (b) Each Base Rate ABR Loan shall bear interest for the period from and including the date thereof until maturity thereof on the unpaid principal amount thereof at a rate per annum equal to the Base Rate ABR plus the Applicable Margin. (c) If While an Event of Default exists (and without limiting the rights of the Lenders under Section 9.1(a) Article 10), the Company shall have occurred and be continuing, such overdue amounts shall bear pay interest on the principal amount of all outstanding Obligations at a fluctuating interest rate per annum equal to (iA) in the case of the Loansoverdue principal, 2.00% above the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%(provided that for all purposes of determining the Applicable Margin for purposes of this paragraph (c), the Applicable Level for Term Loans, Revolving Credit Loans and Swing Line Loans shall be deemed to be Level I) or (iiB) in the case of Reimbursement Obligationsoverdue interest and fees, 2.00% above the rate described in paragraph (b) of this Section for Term Loans, Revolving Credit Loans which are ABR Loans (provided that for all purposes of determining the Applicable Margin for purposes of this paragraph (c), the non-default rate applicable Applicable Level for Term Loans, Revolving Credit Loans and Swing Line Loans shall be deemed to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%be Level I), in each case from the date of such nonpayment or Event of Default Default, as applicable, until such Event of Default amount is no longer continuingpaid in full (as well after as before judgment). (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to demand by the contrary contained in any Loan Document, Administrative Agent made at the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal request of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunderRequired Lenders.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day Interest Period plus the Applicable MarginMargin in effect for such day. (b) Each ABR Loan shall bear interest for each day on which it is outstanding at a rate per annum equal to the Alternate Base Rate for such day plus the Applicable Margin in effect for such day. (c) Each Prime Rate Loan shall bear interest for each day on which it is outstanding at a rate per annum equal to the Prime Rate for such day plus the Applicable Margin in effect for such day. (d) Each Multicurrency Loan shall bear interest for each day on which it is outstanding at a rate per annum equal to the applicable Eurocurrency Rate plus the Applicable Margin in effect for such day. (e) Each Money Market Rate Swing Line Loan shall bear interest during the interest period applicable thereto at a rate per annum equal to the applicable Money Market Rate; provided, that any Money Market Rate Swing Line Loan in which Lenders purchase participating interests pursuant to the last sentence of subsection 3.5(a) shall, from and after the date of such purchase, bear interest until the end of the interest period applicable thereto at a rate per annum equal to the higher of (i) 2% above the Money Market Rate applicable thereto and (ii) 2% above the ABR. (f) If all or a portion of (i) the principal amount of any Loan, (ii) any interest payable thereon or (iii) any fee or other amount 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 equal to the Base Rate plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum equal to (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section subsection plus 2.00%2% or, if higher, (iiA) in the case of Reimbursement Obligationsamounts required to be paid in U.S. Dollars, the non-default rate applicable to Base Rate Loans under the Revolving Facility described in paragraph (b) of this subsection plus 2.00% and 2%, or (iiiB) in the case of any such other amounts that do not relate required to a particular Facilitybe paid in Canadian Dollars, the non-default rate then applicable to Base Rate Loans under the Revolving Facility described in paragraph (c) of this subsection plus 2.002%, in each case from the date of such Event of Default until such Event of Default is no longer continuing. (dg) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph (cf) of this Section subsection shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day Interest Period plus the Applicable Margin. (b) Each Base Rate ABR Loan shall bear interest at a rate per annum equal to the Base Rate ABR plus the Applicable Margin. (c) If an Event of Default under ; provided that so long as the Lenders have not been required to purchase participations in Swingline Loans pursuant to Section 9.1(a) shall have occurred and be continuing2.8(c), such overdue amounts Swingline Loans shall bear interest at a rate per annum equal to the ABR plus the Applicable Margin minus the Commitment Fee Rate. (i) in Each Alternative Currency Daily Rate Loan shall bear interest on the case of outstanding principal amount thereof from the Loans, the applicable borrowing date at a rate that would otherwise be applicable thereto pursuant per annum equal to the foregoing provisions of this Section Alternative Currency Daily Rate plus 2.00%, the Applicable Margin; (ii) in each Alternative Currency Term Rate Loan shall bear interest on the case of Reimbursement Obligations, outstanding principal amount thereof for each Interest Period at a rate per annum equal to the non-default rate applicable to Base Alternative Currency Term Rate Loans under for such Interest Period plus the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuingApplicable Margin. (d) If any amount payable by the Borrower under any Loan Document is not paid when due (after any applicable grace period), whether at stated maturity, by acceleration or otherwise, such amount shall thereafter bear interest at a fluctuating interest rate per annum at all times equal to the Default Rate to the fullest extent permitted by Applicable Laws. Furthermore, at any time an Event of Default under Sections 8.1(a) or (f) exists, the Borrower shall pay interest on the Loans at a fluctuating interest rate per annum at all times equal to the Default Rate to the fullest extent permitted by Applicable Laws. (e) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (cSection 3.5(d) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest (computed on the basis of the actual number of days elapsed over a year of 360 days) for each day during each Interest Period with respect thereto at a rate per annum equal to (A) the Eurodollar Adjusted LIBO Rate determined for such day Interest Period, plus (B) the relevant Applicable MarginRate. (b) Each ABR Loan (including each Swingline Loan) shall bear interest (computed on the basis of the actual number of days elapsed over a year of 360 days, as the case may be, or over a year of 365/366 days when the Alternate Base Rate is determined by reference to clause (a) of the definition of “Alternate Base Rate”) at a rate per annum equal to the Alternate Base Rate plus the relevant Applicable Rate. (c) Each Canadian Revolving Loan shall bear interest at a rate per annum equal to the Base Canadian Prime Rate (computed on the basis of the actual number of days elapsed over a year of 365 or 366 days, as the case may be) plus the relevant Applicable MarginRate. (cd) If Upon the occurrence and during the continuation of an Event of Default, all principal and, to the extent permitted by law, overdue interest in respect of each Advance shall, in each case, bear interest at a rate per annum (the “Default under Section 9.1(aRate”) shall have occurred equal to the rate which is 2% in excess of the rate then borne by the Borrowings to which such principal and be continuingoverdue interest relates, such and all other overdue amounts payable hereunder and under any other Loan Document shall bear interest at a rate per annum equal to (i) the rate which is 2% in the case excess of the Loansrate applicable to U.S. Revolving Loans maintained as ABR Loans (or, if the respective overdue amount is owing in Canadian Dollars, the rate that would otherwise be applicable thereto pursuant to which is 2% in excess of the foregoing provisions of this Section plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Canadian Revolving Facility plus 2.00% and (iiiLoans) in the case of any such other amounts that do not relate from time to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuingtime. (de) Interest shall be payable (x) with respect to ABR Loans and Canadian Revolving Loans, quarterly in arrears on the last day of each March, June, September and December, (y) with respect to Eurodollar Loans, in arrears on each Interest Payment Date, and (z) with respect to each Loan, on the applicable Maturity Date for such Loan; provided that (i) interest accruing accrued pursuant to paragraph (cd) of this Section 2.13 shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments in the event of any repayment or prepayment of any Term Loan, accrued interest on the principal amount repaid or prepaid shall be payable on the date of such repayment or prepayment and (iii) in the event of any conversion of any Eurodollar Loan prior to the end of the current Interest Period therefor, accrued interest on such Loan shall be payable on the effective date of such conversion. Interest in respect of each Loan shall accrue from and including the first day of an Interest Period to but excluding the last day of such Interest Period. Interest on each Loan shall be paid in the same currency as the currency in which the Loan is made. (f) Each determination of an interest rate by the Administrative Agent pursuant to any provision of this Agreement shall be conclusive and binding on the Borrowers and the effects thereofLenders in the absence of manifest error. (g) In respect of Canadian Revolving Credit Advances, all computations of interest and fees shall be made by the Administrative Agent taking into account the actual number of days occurring in the period for which such interest or fee is payable and a year of 365 or 366 days as the case may be. For purposes of the Interest Act (Canada), whenever any interest or fee in respect of a Canadian Revolving Credit Advance is calculated using a rate based on a number of days less than a full year, such rate determined pursuant to such calculation, when expressed as an annual rate, is equivalent to (x) the applicable rate, (y) multiplied by the actual number of days in the calendar year in which the period for which such interest or fee is payable (or compounded) ends, and (cz) amortize, prorate, allocate, and spread in equal or unequal parts divided by the total amount number of interest throughout the contemplated term of the Obligations hereunderdays based on which such rate is calculated.

Interest Rates and Payment Dates. (a) Each Eurodollar Eurocurrency Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Eurocurrency Rate determined for such day plus the Applicable MarginMargin in effect for such day. (b) Each Base Rate ABR Loan shall bear interest for each day that it is outstanding at a rate per annum equal to the Base Rate ABR for such day plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, Margin in effect for such overdue amounts day. Each Swing Line Foreign Currency Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Swing Line Foreign Currency Rate for such day plus 1.50% per annum plus the Applicable Margin in effect for such day for Eurocurrency Loans that are Revolving Credit Loans. (c) If all or a portion of (i) in the case principal amount of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%any Loan, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and any interest payable thereon or (iii) in any commitment fee, letter of credit commission, letter of credit fee or other amount payable hereunder shall not be paid when due (whether at the case of any such other amounts that do not relate to a particular Facilitystated maturity, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuing.by (d) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph (c) of this Section subsection shall be payable from time to time on demand. (e) Notwithstanding anything to It is the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal intention of the Loans orparties hereto to comply strictly with applicable usury laws; accordingly, if it exceeds such unpaid principalis stipulated and agreed that the aggregate of all amounts which constitute interest under applicable usury laws, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Ratetaken, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, feereserved, or premium rather than interestreceived, (ii) exclude voluntary prepayments and in connection with the effects thereofindebtedness evidenced by this Agreement or any Notes, and (c) amortizeor any other document relating or referring hereto or thereto, proratenow or hereafter existing, allocate, and spread in equal or unequal parts shall never exceed under any circumstance whatsoever the total maximum amount of interest throughout the contemplated term of the Obligations hereunderallowed by applicable usury laws.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable MarginMargin plus the PIK Rate, provided that, subject to Section 2.13(e), interest accruing and payable to each Lender based on the PIK Rate shall be deemed to be a term loan (a “PIK Term Loan”) made by such Lender to the Borrower on each Interest Payment Date pursuant to Section 2.2(b) in an amount equal to the PIK Rate multiplied by the outstanding Eurodollar Loans of such Lender. (b) Each Base Rate Loan shall bear interest at a rate per annum equal to the Base Rate plus the Applicable MarginMargin plus the PIK Rate, provided that, subject to Section 2.13(e), interest accruing and payable to each Lender based on the PIK Rate shall be deemed to be a PIK Term Loan made by such Lender to the Borrower on each Interest Payment Date pursuant to Section 2.2(b) in an amount equal to the PIK Rate multiplied by the outstanding Base Rate Loans of such Lender. (ci) If an Event all or a portion of Default under Section 9.1(athe principal amount of any Loan shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), all outstanding Loans (whether or not overdue) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum that is equal to (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, 2% and (ii) in if all or a portion of any interest payable on any Loan or any commitment fee or other amount payable hereunder shall not be paid when due (whether at the case of Reimbursement Obligationsstated maturity, by acceleration or otherwise), such overdue amount shall bear interest at a rate per annum equal to the non-default rate then applicable to Base Rate Loans under the Revolving relevant Facility plus 2.002% and (iii) or, in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Credit Facility plus 2.002%), in each case case, with respect to clauses (i) and (ii) above, from the date of such Event of Default non-payment until such Event of Default amount is no longer continuingpaid in full (after as well as before judgment). (d) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to Upon the contrary contained in any occurrence and during the continuation of an Event of Default, interest payable on each Loan Document, based on the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest PIK Rate after such occurrence and during such continuation shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread payable in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereundercash on each Interest Payment Date.

Interest Rates and Payment Dates. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of the Revolving Loans as selected by it from the Base Rate or LIBOR Rate set forth below applicable thereto, it being understood that, subject to the provisions of this Agreement, the Borrowers may select different interest rates and different Interest Periods to apply simultaneously to Revolving Loans comprising different Tranches and may convert to or renew one or more applicable interest rates with respect to all or any portion of Revolving Loans comprising any Tranche, provided, that there shall not be at any one time outstanding more than ten (10) Tranches in the aggregate (including one Base Rate Tranche and one Swing Line Loan Tranche). If at any time the designated rate applicable to any Loan made by any Bank exceeds such Bank’s highest lawful rate, the rate of interest on such Bank’s Loan shall be limited to such Bank’s highest lawful rate. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal Subject to the Eurodollar Rate determined for such day plus the Applicable Margin. (b) Each provisions of Section 2.10, each Base Rate Loan shall bear interest (computed on the basis of the actual number of days elapsed over a year of 365 or 366 days, as the case may be) at a rate per annum equal to the Base Rate plus the Applicable MarginMargin for Base Rate Loans. (cb) If an Event Subject to the provisions of Default under Section 9.1(a2.10, (i) shall have occurred and be continuing, such overdue amounts each LIBOR Loan shall bear interest at a rate per annum (computed on the basis of the actual number of days elapsed over a year of 360 days) equal to the LIBOR Rate for the Interest Period in effect for such LIBOR Loan plus the Applicable Margin and (ii) each Swing Line Loan shall bear interest at the rate provided in Section 2.3; provided, however, if the Swing Line Loan bears interest at the Daily LIBOR Rate, interest shall be computed in accordance with clause (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuing2.9(b). (dc) Interest on each Revolving Loan shall be payable in arrears on each Interest Payment DateDate applicable to such Loan; provided provided, that (i) interest accruing on overdue amounts pursuant to paragraph (c) of this Section 2.10 shall be payable from time to time on demanddemand as provided in such Section and (ii) accrued and unpaid interest on such Loans shall be payable on the Revolver Termination Date. Interest on each Swing Line Loan shall be payable on the day such Swing Line Loan becomes due, including the Revolver Termination Date. (ed) Notwithstanding anything to As soon as practicable the contrary contained in any Loan Document, Agent shall notify the interest paid or agreed to be paid under Borrowers and the Loan Documents shall not exceed the maximum rate Banks of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, each determination of a LIBOR Rate or premium rather than interest, Daily LIBOR Rate and (ii) exclude voluntary prepayments the effective date and the effects thereofamount of each change in the interest rate on a LIBOR Loan, Daily LIBOR Loan or Base Rate Loan. Each determination of an interest rate by the Agent, pursuant to any provision of this Agreement (including this Section 2.9 and Section 2.10) shall be conclusive and binding on the Borrowers and the Banks in the absence of clearly demonstrable error. At the request of the Borrowers, the Agent shall deliver to the Borrowers a statement showing the quotations used by it in determining any interest rate pursuant to subsections 2.9(a) and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunderb).

Interest Rates and Payment Dates. (a) Each Eurodollar LIBOR Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar LIBO Adjusted Rate determined for such day Loan plus the Applicable Margin. (a) Each CIBC Offered Rate Loan (other than a Backdated Loan) shall bear interest at a rate per annum equal to the CIBC Offered Rate from time to time in effect plus the Applicable Margin. (b) Each Base Prime Rate Loan that is (i) a Tranche A Loan shall bear interest at a rate per annum equal to the Base U.S. Prime Rate from time to time in effect plus the Applicable Margin. Margin and (cii) If a Tranche B Loan or an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts Overdraft Loan shall bear interest at a rate per annum equal to the Canadian Prime Rate from time to time in effect plus the Applicable Margin. (c) Each Backdated Loan shall bear interest at a rate per annum calculated as follows: with respect to the portion of such Backdated Loan that is (i) equal to or less than C$10,000,000, the applicable rate shall be the CIBC Offered Rate from time to time in effect plus 0.40%, (ii) greater than C$10,000,000, but less than or equal to C$20,000,000, the applicable rate shall be the Prime Rate from time to time in effect and (iii) greater than C$20,000,000, the applicable rate shall be determined by the applicable Tranche B Lender on a case-by-case basis in its sole discretion, but in no event shall the interest rate so determined pursuant to this clause (iii) exceed the CIBC Offered Rate from time to time in effect plus 2.00%. (i) If all or a portion of the Loansprincipal amount of any Loan 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 equal to the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, 2.0% and (ii) in if all or a portion of any interest payable on any Loan or any commitment fee or other amount payable hereunder shall not be paid when due (whether at the case of Reimbursement Obligationsstated maturity, by acceleration or otherwise), such overdue amount shall bear interest at a rate per annum equal to the non-default rate then applicable to Base Rate such Loans under the Revolving Facility plus 2.002.0% and (iii) or, in the case of any such other amounts overdue amount that do does not relate to a particular FacilityLoan, (x) if such amount is payable in U.S. Dollars, the non-default rate then applicable to Base U.S. Prime Rate Loans under plus 2.0% or (y) if such amount is payable in Canadian Dollars, the Revolving Facility Canadian Prime Rate plus 2.002.0%), in each case case, with respect to clauses (i) and (ii) above, from the date of such Event of Default non‑payment until such Event of Default amount is no longer continuingpaid in full (as well after as before judgment). (de) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph (ce) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar EurocurrencySOFR Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate Eurocurrency RateAdjusted Term SOFR determined for such day plus the Applicable Margin. (br) Each Base Rate ABR Loan shall bear interest at a rate per annum equal to the Alternate Base Rate plus the Applicable Margin. (cs) If an Event of Default under Section 9.1(a) shall have occurred Overdue principal, interest, Reimbursement Obligations, commitment fees and be continuing, such overdue other amounts payable hereunder shall bear interest at a rate per annum equal to (i) in the case of payments of overdue principal of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, 2% per annum and (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans any other overdue amounts under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular FacilityLoan Documents, the non-default rate then applicable to Base Rate ABR Loans under the Revolving applicable Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuing2% per annum. (dt) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (eu) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (ciii) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder. (v) Notwithstanding anything to the contrary contained in the definition of “Interest Period” or elsewhere in this Agreement, (i) each Eurodollar Borrowing of Term Loans existing on the Initial First Amendment Effective Date immediately prior to the 2016 Replacement Term Loan Conversion (each, an “Original Eurodollar Borrowing”) shall, upon the occurrence of the 2016 Replacement Term Loan Conversion, be deemed to be a new Eurodollar Borrowing of 2016 Replacement Term Loans for all purposes of this Agreement, (ii) each such newly-deemed Eurodollar Borrowing of 2016 Replacement Term Loans shall be subject to the same Interest Period (and Adjusted LIBO Rate) as the Original Eurodollar Borrowing to which it relates (as if no new Eurodollar Borrowing had in fact occurred), (iii) 2016 New Replacement Term Loans shall be initially incurred pursuant to a single Borrowing of Eurodollar Loans which shall be added to (and thereafter be deemed to constitute a part of) each such newly-deemed Eurodollar Borrowing of 2016 Replacement Term Loans described in preceding subclause (i) on a pro rata basis (based on the relative sizes of such newly-deemed Eurodollar Borrowings of 2016 Replacement Term Loans), which such Borrowing shall be subject to (x) an Interest Period that commences on the Initial First Amendment Effective Date and ends on the last day of the Interest Period of the applicable Original Eurodollar Borrowing to which it is added as contemplated above by this clause (iii), and (y) the same Adjusted LIBO Rate applicable to the Original Eurodollar Borrowing to which it is added as contemplated above by this clause (iii), (iv) 2016 Incremental Term Loans shall be initially incurred pursuant to a single Borrowing of Eurodollar Loans which shall be added to (and thereafter be deemed to constitute a part of) each such newly-deemed Eurodollar Borrowing of 2016 Replacement Term Loans described in preceding subclause (i) on a pro rata basis (based on the relative sizes of such newly-deemed Eurodollar Borrowings of 2016 Replacement Term Loans), which such Borrowing shall be subject to (x) an Interest Period that commences on the Initial First Amendment Effective Date and ends on the last day of the Interest Period of the applicable Original Eurodollar Borrowing to which it is added as contemplated above by this clause (iv), and (y) the same Adjusted LIBO Rate applicable to the Original Eurodollar Borrowing to which it is added as contemplated above by this clause (iv) and (v) in connection with the 2016 Replacement Term Loan Conversion, the incurrence of 2016 New Replacement Term Loans pursuant to Section 2.1(b) and the incurrence of 2016 Incremental Term Loans pursuant to Section 2.1(b), the Administrative Agent shall (and is hereby authorized to) take all appropriate actions to ensure that all Lenders with outstanding 2016 Replacement Term Loans (after giving effect to the 2016 Replacement Term Loan Conversion, the incurrence of 2016 New Replacement Term Loans pursuant to Section 2.1(b), the incurrence of 2016 Incremental Term Loans pursuant to Section 2.01(d)(C) and the 2016 Incremental Term Loan Conversion) participate in each newly-deemed Eurodollar Borrowing of 2016 Replacement Term Loans based on their respective pro rata shares. (w) Notwithstanding anything to the contrary contained in the definition of “Interest Period” or elsewhere in this Agreement, (i) each Eurodollar Borrowing of 2016 Replacement Term Loans existing on the Initial Second Amendment Effective Date immediately prior to the 2017 Replacement Term Loan Conversion (each, a “2016 Eurodollar Borrowing”) shall, upon the occurrence of the 2017 Replacement Term Loan Conversion, be deemed to be a new Eurodollar Borrowing of 2017 Replacement Term Loans for all purposes of this Agreement, (ii) each such newly-deemed Eurodollar Borrowing of 2017 Replacement Term Loans shall be subject to the same Interest Period (and Adjusted LIBO Rate) as the 2016 Eurodollar Borrowing to which it relates (as if no new Eurodollar Borrowing had in fact occurred), (iii) 2017 New Replacement Term Loans shall be initially incurred pursuant to a single Borrowing of Eurodollar Loans which shall be added to (and thereafter be deemed to constitute a part of) each such newly-deemed Eurodollar Borrowing of 2017 Replacement Term Loans described in preceding subclause (i) on a pro rata basis (based on the relative sizes of such newly-deemed Eurodollar Borrowings of 2017 Replacement Term Loans), which such Borrowing shall be subject to (x) an Interest Period that commences on the Initial Second Amendment Effective Date and ends on the last day of the Interest Period of the applicable 2016 Eurodollar Borrowing to which it is added as contemplated above by this clause (iii), and (y) the same Adjusted LIBO Rate applicable to the 2016 Eurodollar Borrowing to which it is added as contemplated above by this clause (iii), and (iv) in connection with the 2017 Replacement Term Loan Conversion, the incurrence of 2017 New Replacement Term Loans pursuant to Section 2.1(c), the Administrative Agent shall (and is hereby authorized to) take all appropriate actions to ensure that all 2016 Replacement Lenders with outstanding 2017 Replacement Term Loans (after giving effect to the 2017 Replacement Term Loan Conversion and the incurrence of 2017 New Replacement Term Loans pursuant to Section 2.1(c)) participate in each newly-deemed Eurodollar Borrowing of 2017 Replacement Term Loans based on their respective pro rata shares. (x) Notwithstanding anything to the contrary contained in the definition of “Interest Period” or elsewhere in this Agreement, (i) each Eurodollar Borrowing of 2017 Replacement Term Loans existing on the Subsequent Third Amendment Effective Date immediately prior to the 2017 Replacement Term B-2 Loan Conversion (each, a “2017 Eurodollar Borrowing”) shall, upon the occurrence of the 2017 Replacement Term B-2 Loan Conversion, be deemed to be a new Eurodollar Borrowing of 2017 Replacement Term B-2 Loans for all purposes of this Agreement, (ii) each such newly-deemed Eurodollar Borrowing of 2017 Replacement Term B-2 Loans shall be subject to the same Interest Period (and Adjusted LIBO Rate) as the 2017 Eurodollar Borrowing to which it relates (as if no new Eurodollar Borrowing had in fact occurred), (iii) 2017 New Replacement Term B-2 Loans shall be initially incurred pursuant to a single Borrowing of Eurodollar Loans which shall be added to (and thereafter be deemed to constitute a part of) each such newly-deemed Eurodollar Borrowing of 2017 Replacement Term B-2 Loans described in preceding subclause (i) on a pro rata basis (based on the relative sizes of such newly-deemed Eurodollar Borrowings of 2017 Replacement Term B-2 Loans), which such Borrowing shall be subject to (x) an Interest Period that commences on the Subsequent Third Amendment Effective Date and ends on the last day of the Interest Period of the applicable 2017 Eurodollar Borrowing to which it is added as contemplated above by this clause (iii), and (y) the same Adjusted LIBO Rate applicable to the 2017 Eurodollar Borrowing to which it is added as contemplated above by this clause (iii), and (iv) in connection with the 2017 Replacement Term B-2 Loan Conversion, the incurrence of 2017 New Replacement Term B-2 Loans pursuant to Section 2.1(d), the Administrative Agent shall (and is hereby authorized to) take all appropriate actions to ensure that all 2017 Replacement Lenders with outstanding 2017 Replacement Term B-2 Loans (after giving effect to the 2017 Replacement Term B-2 Loan Conversion and the incurrence of 2017 New Replacement Term B-2 Loans pursuant to Section 2.1(d)) participate in each newly-deemed Eurodollar Borrowing of 2017 Replacement Term B-2 Loans based on their respective pro rata shares. (y) Notwithstanding anything to the contrary contained in the definition of “Interest Period” or elsewhere in this Agreement, (i) each Eurodollar Borrowing of 2018 Replacement Term B-3 Loans existing on the Subsequent Fourth Amendment Effective Date immediately prior to the 2018 Replacement Term B-3 Loan Conversion (each, a “2018 Eurodollar Borrowing”) shall, upon the occurrence of the 2018 Replacement Term B-3 Loan Conversion, be deemed to be a new Eurodollar Borrowing of 2018 Replacement Term B-3 Loans for all purposes of this Agreement, (ii) each such newly-deemed Eurodollar Borrowing of 2018 Replacement Term B-3 Loans shall be subject to the same Interest Period (and Adjusted LIBO Rate) as the 2018 Eurodollar Borrowing to which it relates (as if no new Eurodollar Borrowing had in fact occurred), (iii) 2018 New Replacement Term B-3 Loans shall be initially incurred pursuant to a single Borrowing of Eurodollar Loans which shall be added to (and thereafter be deemed to constitute a part of) each such newly-deemed Eurodollar Borrowing of 2018 Replacement Term B-3 Loans described in preceding subclause (i) on a pro rata basis (based on the relative sizes of such newly-deemed Eurodollar Borrowings of 2018 Replacement Term B-3 Loans), which such Borrowing shall be subject to (x) an Interest Period that commences on the Subsequent Fourth Amendment Effective Date and ends on the last day of the Interest Period of the applicable 2018 Eurodollar Borrowing to which it is added as contemplated above by this clause (iii), and (y) the same Adjusted LIBO Rate applicable to the 2018 Eurodollar Borrowing to which it is added as contemplated above by this clause (iii) and (iv) in connection with the 2018 Replacement Term B-3 Loan Conversion, the incurrence of 2018 New Replacement Term B-3 Loans pursuant to Section 2.1(e), the Administrative Agent shall (and is hereby authorized to) take all appropriate actions to ensure that all 2018 Replacement Term B-3 Lenders with outstanding 2018 Replacement Term B-3 Loans (after giving effect to the 2018 Replacement Term B-3 Loan Conversion and the incurrence of 2018 New Replacement Term B-3 Loans pursuant to Section 2.1(e)) participate in each newly-deemed Eurodollar Borrowing of 2018 Replacement Term B-3 Loans based on their respective pro rata shares. (z) Notwithstanding anything to the contrary contained in the definition of “Interest Period” or elsewhere in this Agreement, (i) each Eurodollar Borrowing of 2018 Replacement Term B-3 Loans existing on the Initial Seventh Amendment Effective Date immediately prior to the 2019 Replacement Term B-4 Loan Conversion (each, a “2019 Eurodollar Borrowing”) shall, upon the occurrence of the 2019 Replacement Term B-4 Loan Conversion, be deemed to be a new Eurodollar Borrowing of 2019 Replacement Term B-4 Loans for all purposes of this Agreement, (ii) each such newly-deemed Eurodollar Borrowing of 2019 Replacement Term B-4 Loans shall be subject to the same Interest Period (and Adjusted LIBO Rate) as the 2019 Eurodollar Borrowing to which it relates (as if no new Eurodollar Borrowing had in fact occurred), (iii) 2019 New Replacement Term B-4 Loans shall be initially incurred pursuant to a single Borrowing of Eurodollar Loans which shall be added to (and thereafter be deemed to constitute a part of) each such newly-deemed Eurodollar Borrowing of 2019 Replacement Term B-4 Loans described in preceding subclause (i) on a pro rata basis (based on the relative sizes of such newly-deemed Eurodollar Borrowings of 2019 Replacement Term B-4 Loans), which such Borrowing shall be subject to (x) an Interest Period that commences on the Initial Seventh Amendment Effective Date and ends on the last day of the Interest Period of the applicable 2019 Eurodollar Borrowing to which it is added as contemplated above by this clause (iii), and (y) the same Adjusted LIBO Rate applicable to the 2019 Eurodollar Borrowing to which it is added as contemplated above by this clause (iii) and (iv) 2019 Incremental Term B-4 Loans shall be initially incurred pursuant to a single Borrowing of Eurodollar Loans which shall be added to (and thereafter be deemed to constitute a part of) each such newly-deemed Eurodollar Borrowing of 2019 Replacement Term B-4 Loans described in preceding subclause (i) on a pro rata basis (based on the relative sizes of such newly-deemed Eurodollar Borrowings of 2019 Replacement Term B-4 Loans), which such Borrowing shall be subject to (x) an Interest Period that commences on the Initial Seventh Amendment Effective Date and ends on the last day of the Interest Period of the applicable 2019 Eurodollar Borrowing to which it is added as contemplated above by this clause (iv), and (y) the same Adjusted LIBO Rate applicable to the 2019 Eurodollar Borrowing to which it is added as contemplated above by this clause (iv) and (v) in connection with the 2019 Replacement Term B-4 Loan Conversion, the incurrence of 2019 New Replacement Term B-4 Loans pursuant to Section 2.1(f) and the incurrence of 2019 Incremental Term B-4 Loans pursuant to Section 2.1(f), the Administrative Agent shall (and is hereby authorized to) take all appropriate actions to ensure that all 2019 Replacement Term B-4 Lenders with outstanding 2019 Replacement Term B-4 Loans (after giving effect to the 2019 Replacement Term B-4 Loan Conversion, the incurrence of 2019 New Replacement Term B-4 Loans pursuant to Section 2.1(f) and the incurrence of 2019 Incremental Term B-4 Loans pursuant to Section 2.01(f) and the 2019 Incremental Term B-4 Conversion) participate in each newly-deemed Eurodollar Borrowing of 2019 Replacement Term B-4 Loans based on their respective pro rata shares.

Interest Rates and Payment Dates. (a) Each Eurodollar Eurocurrency Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Eurocurrency Rate determined for such day plus the Applicable Margin. (b) Each Base Rate ABR Loan shall bear interest at a rate per annum equal to the Alternate Base Rate plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred Overdue principal, interest, Reimbursement Obligations, commitment fees and be continuing, such overdue other amounts payable hereunder shall bear interest at a rate per annum equal to (i) in the case of payments of overdue principal of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, 2% per annum and (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans any other overdue amounts under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular FacilityLoan Documents, the non-default rate then applicable to Base Rate ABR Loans under the Revolving applicable Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuing2% per annum. (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (ciii) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall (i) if a LIBORSOFR Loan, bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day LIBOR Adjusted RateTerm SOFR plus the Applicable Margin. ; and (bii) Each if a Base Rate Loan shall Loan, bear interest at a rate per annum equal to the Base Rate plus the Applicable Margin. (cb) If an any Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue all amounts outstanding hereunder shall bear interest at a rate per annum equal to (i) in the case of the Loans, the rate that would otherwise be applicable thereto determined pursuant to the foregoing provisions of this Section plus 2.00%, (ii2.7(a) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facilityper annum, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of the occurrence of such Event of Default until such Event of Default is no longer continuingcontinuing (after as well as before judgment). (dc) Interest shall be payable in arrears on each Interest Payment Date; provided provided, however, that interest accruing pursuant to paragraph (cb) of this Section shall be payable from time to time on demand. (d) For purposes of determining the Applicable Margin for Revolving Loans and Delayed Draw Term Loans, subject to the last paragraph of the definition of “Applicable Margin” contained in Section 1.1, interest rates on such Loans shall be calculated on the basis of the Total Funded Debt Ratio set forth in the most recent Pricing Certificate received by the Agent. A Pricing Certificate may be delivered to the Agent by the Borrower no more frequently than quarterly, and shall be accompanied by the financial statements and other deliveries referred to in Section 5.1(b) for the quarter then most-recently ended. For accrued and unpaid interest only (no changes being made for interest payments previously made), changes in interest rates on Revolving Loans and Delayed Draw Term Loans attributable to changes in the Applicable Margin caused by changes in the Total Funded Debt Ratio shall be calculated upon the delivery of a Pricing Certificate, and such change shall be effective with respect to Base Rate Loans and LIBORSOFR Loans that are Revolving Loans or Delayed Draw Term Loans from the day which is three (3) Business Days after receipt by the Agent of such Pricing Certificate. If, for any reason, the Borrower shall fail to deliver a Pricing Certificate within forty-five (45) days, following the end of its fiscal quarter at any time when the Total Funded Debt Ratio has increased, or shall fail to deliver a Covenant Compliance Certificate when due in accordance with Section 5.2(a), and such failure shall continue for a period of fifteen (15) days, then the Applicable Margin shall be set at Leverage Level 1, retroactive to the date on which the Borrower should have delivered such Pricing Certificate, and shall continue until a Pricing Certificate indicating a different Applicable Margin is delivered to the Agent. (e) Notwithstanding anything herein or in any other Loan Document to the contrary, in the event that any financial statement or certificate delivered pursuant to Section 5.1 or Section 5.2 is shown to be inaccurate, and such inaccuracy, if corrected, would have led to the application of a higher Applicable Margin (the “Correct Applicable Margin”) for any period that such financial statement or certificate, as applicable, covered, then (i) the Borrower shall promptly deliver to the Agent a corrected financial statement or certificate, as the case may be, for such period, (ii) the Applicable Margin for Revolving Loans and Delayed Draw Term Loans shall be reset to the Correct Applicable Margin for such period, and (iii) the Borrower shall promptly pay to the Agent the accrued additional interest owing as a result of such Correct Applicable Margin for such period. (f) In connection with the use or administration of Term SOFR, Agent will 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. Agent will promptly notify the Borrower and the Lenders of the effectiveness of any Conforming Changes in connection with the use or administration of Term SOFR. (g) Notwithstanding anything to the contrary contained herein, any Existing LIBOR Loans shall remain “LIBOR Loans” (as defined in any Loan Document, this Agreement as in effect prior to the interest paid or agreed First Amendment Effective Date) until the end of the applicable Interest Period (as defined in this Agreement as in effect prior to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”First Amendment Effective Date). If any Agent or any Lender shall receive interest in an amount that exceeds For the Maximum Rate, the excess interest shall be applied to the principal avoidance of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable lawdoubt, (i) characterize any payment that is not principal as an expense, fee, new Loans requested on or premium rather than interest, after the First Amendment Effective Date shall be either Base Rate Loans or SOFR Loans and (ii) exclude voluntary prepayments and Existing LIBOR Loans may not be continued as “LIBOR Loans” (as defined in this Agreement as in effect prior to the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunderFirst Amendment Effective Date).

Interest Rates and Payment Dates. (a) Each Eurodollar Loan Loans shall bear interest for each day during each Interest Period with respect thereto applicable thereto, commencing on (and including) the first day of such Interest Period to, but excluding, the last day of such Interest Period, on the unpaid principal amount thereof at a rate per annum equal to the Eurodollar Rate determined for such day Interest Period plus the Applicable Margin. (b) Each Alternate Base Rate Loan Loans shall bear interest for the period from and including the date such Loans are made to, but excluding, the maturity date thereof, or to, but excluding, the conversion date if such Loans are earlier converted into Eurodollar Loans on the unpaid principal amount thereof at a rate per annum equal to the Alternate Base Rate plus the Applicable Margin. (c) If all or a portion of (i) the principal amount of any of the Loans or (ii) any interest payable thereon shall not be paid when due (whether at the stated maturity, by acceleration or otherwise) such Loan, if a Eurodollar Loan, shall be converted into an Event Alternate Base Rate Loan at the end of Default the then- current Interest Period for said Eurodollar Loan (which conversion shall occur automatically and without need for compliance with the conditions for conversion set forth in subsection 4.2), and any such overdue amount shall, without limiting the rights of the Lenders under Section 9.1(a) shall have occurred and be continuing9, such overdue amounts shall bear interest (which shall be payable on demand) at a rate per annum equal to which is 2% plus the Alternate Base Rate plus the Applicable Margin (i) or, in the case of the Loansa Eurodollar Loan, the rate that would otherwise be applicable thereto pursuant to Eurodollar Rate for the foregoing provisions of this Section Interest Period plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuing.Applicable Margin plus (d) Interest Except as otherwise expressly provided for in this subsection 4.5, interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Subject to the provisions of Section 2.12(c) and (d), each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable Margin. (b) Each Base Rate Subject to the provisions of Section 2.12(c) and (d), each ABR Loan shall bear interest at a rate per annum equal to the Base Rate ABR plus the Applicable Margin. (c) Notwithstanding anything to the contrary contained in this Section 2.12, upon the occurrence and during the continuance of a Liquidity Event, interest on the Loans for the succeeding Interest Period shall be paid, at the Borrower’s option, in cash (a “Cash Election”) or by increasing the principal amount of the outstanding Loans (a “PIK Election”), in each case quarterly in arrears. The Borrower shall make an Interest Election with respect to each Interest Period by providing prior irrevocable notice of such election (the “Interest Election Notice”) no later than 11:00 A.M., New York City time, on the third Business Day preceding the beginning of such Interest Period. Each Interest Election Notice shall include information to the following effect: (1) the relevant Interest Payment Date, (2) whether the Borrower is electing a Cash Election or a PIK Election and (3) if the Borrower elects a PIK Election, the increase in the principal amount of the Loans to be effective upon the relevant Interest Payment Date as a result of such payment and the principal amount of the Loans outstanding as of such Interest Payment Date after giving effect to such payment. If an the Borrower shall fail to give timely notice as described above in this paragraph, the Borrower shall be deemed to have elected to continue with the last Interest Election made for the previous period (and in the case of the first Interest Election upon the occurrence of a Liquidity Event, the Borrower shall be deemed to have made a Cash Election). (d) If any Event of Default under Section 9.1(a) shall have occurred and be continuing, on and after the date the Borrower receives notice from the Administrative Agent stating that interest is to accrue pursuant to this paragraph (d) or following acceleration of payment of the Loans, all outstanding Loans and other Obligations under the Loan Documents (whether or not overdue at such overdue amounts time) shall bear interest at a rate per annum equal to (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, 2% or and (ii) in the case of Reimbursement Obligationsany other Obligation, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate ABR Loans under the Revolving Facility plus 2.002%, in each case case, with respect to clauses (i) and (ii) above, from the date of such Event of Default non-payment until such Event of Default amount is no longer continuingpaid in full (after as well as before judgment). (de) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph (cd) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar LIBOR Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar LIBO Adjusted Rate determined for such day Loan plus the Applicable Margin. (b) Each Base CIBC Offered Rate Loan (other than a Backdated Loan) shall bear interest at a rate per annum equal to the CIBC Offered Rate from time to time in effect plus the Applicable Margin. (c) Each Prime Rate Loan that is (i) a Tranche A Loan shall bear interest at a rate per annum equal to the Base U.S. Prime Rate from time to time in effect plus the Applicable Margin. Margin and (cii) If a Tranche B Loan or an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts Overdraft Loan shall bear interest at a rate per annum equal to the Canadian Prime Rate from time to time in effect plus the Applicable Margin. (d) Each Backdated Loan shall bear interest at a rate per annum calculated as follows: with respect to the portion of such Backdated Loan that is (i) equal to or less than C$10,000,000, the applicable rate shall be the CIBC Offered Rate from time to time in effect plus 0.40%, (ii) greater than C$10,000,000, but less than or equal to C$20,000,000, the applicable rate shall be the Prime Rate from time to time in effect and (iii) greater than C$20,000,000, the applicable rate shall be determined by the applicable Tranche B Lender on a case-by-case basis in its sole discretion, but in no event shall the interest rate so determined pursuant to this clause (iii) exceed the CIBC Offered Rate from time to time in effect plus 2.00%. (i) If all or a portion of the Loansprincipal amount of any Loan 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 equal to the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, 2.0% and (ii) in if all or a portion of any interest payable on any Loan or any commitment fee or other amount payable hereunder shall not be paid when due (whether at the case of Reimbursement Obligationsstated maturity, by acceleration or otherwise), such overdue amount shall bear interest at a rate per annum equal to the non-default rate then applicable to Base Rate such Loans under the Revolving Facility plus 2.002.0% and (iii) or, in the case of any such other amounts overdue amount that do does not relate to a particular FacilityLoan, (x) if such amount is payable in U.S. Dollars, the non-default rate then applicable to Base U.S. Prime Rate Loans under plus 2.0% or (y) if such amount is payable in Canadian Dollars, the Revolving Facility Canadian Prime Rate plus 2.002.0%), in each case case, with respect to clauses (i) and (ii) above, from the date of such Event of Default non-payment until such Event of Default amount is no longer continuingpaid in full (as well after as before judgment). (df) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph (ce) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan Subject to the provisions of clause (b) below, each Bridge Note shall initially bear interest for each day during each Interest Period with respect thereto the period from and including the Closing Date to, but excluding, the Bridge Note Maturity Date or the date such Bridge Note is exchanged for an Exchange Note at a rate per annum (computed on the basis of the actual number of days elapsed over a year of 360 days) equal to the Eurodollar LIBO Rate determined (unless The Chase Manhattan Bank reasonably determines that for any reason adequate and reasonable means do not exist for determining the LIBO Rate for any requested Interest Period, in which case, ABR minus 100 basis points shall be included in lieu thereof) plus a margin of 725 basis points, which margin shall increase, for so long as such day plus Bridge Note remains outstanding, by 50 basis points at the Applicable Marginend of each three-month period following the Closing Date; provided that (i) in no event shall the interest rate on the Bridge Notes exceed 17% and (ii) to the extent interest on any Bridge Note exceeds an interest rate of 15% per annum, the Issuer may elect to pay the interest in excess of such interest of 15% through the issuance of additional Bridge Notes in an aggregate principal amount equal to all or a portion of such excess interest to be paid. (b) Each Base Rate Loan If all or a portion of the principal amount of any Note, premium (if any) or interest shall bear not be paid when due (whether by stated maturity, acceleration or otherwise), the Issuer shall pay interest at a rate per annum equal to the Base Rate plus the Applicable Margin. (cincluding post-petition interest in any bankruptcy or insolvency proceeding) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum equal to (i) in the case of the Loanson overdue principal and premium, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%if any, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuing. (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything demand at a rate equal to the contrary contained sum of (x) 200 basis points and (y) the rate per annum on the Notes then in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law effect (the “Maximum "Default Rate”). If ") and (ii) on overdue installments of interest (without regard to any Agent or any Lender shall receive interest in an amount that exceeds applicable grace periods) from time to time on demand at the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, Default Rate to the extent permitted by applicable lawlawful, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and in each case computed on the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term basis of the Obligations hereunderactual number of days elapsed over a year of 360 days.

Interest Rates and Payment Dates. (a) Each Eurodollar Base Rate Loan shall bear interest for each day it is outstanding at a rate per annum equal to the Base Rate in effect on such day. (b) Each LIBOR Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar LIBO Rate determined for applicable to such day Interest Period, plus the Applicable Margintwo and one-quarter percent (2.25%). (bc) Each Base Rate Notwithstanding the foregoing, the unpaid principal amount of each Loan shall bear interest from and after the occurrence of any Event of Default and until such Event of Default is cured or waived, and any interest, fee or other amount payable hereunder or under any other Loan Document that is not paid when due shall bear interest from its due date until it is paid in full, in each case after as well as before judgment, at a rate per annum equal to the Base Rate plus the Applicable Margin. (c) If an Event of Post-Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum equal to (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuingRate. (d) Interest (i) on each Base Rate Loan shall be payable monthly in arrears on the first Business Day of each calendar month, on the Commitment Termination Date, and on any earlier repayment or conversion of such Loan and (ii) on each LIBOR Loan shall be payable in arrears on the last day of each Interest Payment DatePeriod applicable thereto; provided that interest accruing pursuant to paragraph (c) of this Section 2.9 shall be payable from time to time on demand. (e) Notwithstanding anything to It is the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal intention of the Loans orparties hereto to comply strictly with applicable usury laws; accordingly, if it exceeds such unpaid principalis stipulated and agreed that the aggregate of all amounts which constitute interest under applicable usury laws, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Ratetaken, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, feereserved, or premium rather than interestreceived, (ii) exclude voluntary prepayments and in connection with the effects thereof, and (c) amortize, prorate, allocate, and spread in equal Indebtedness evidenced by this Agreement or unequal parts any other Loan Document shall never exceed under any circumstance whatsoever the total maximum amount of interest throughout the contemplated term of the Obligations hereunderallowed by applicable usury laws.

Interest Rates and Payment Dates. (a) Each Base Rate Loan shall bear interest for each day it is outstanding at a rate per annum equal to the Base Rate in effect on such day. (b) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for applicable to such day Interest Period, plus the Applicable Marginone and one-quarter percent (1.25%). (bc) Each Base Rate LIBOR Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Base LIBO Rate applicable to such Interest Period, plus the Applicable Marginone and one-quarter percent (1.25%). (cd) If an Event all or a portion of Default under Section 9.1(a(i) shall have occurred and be continuingthe principal amount of any Loan, (ii) any interest payable thereon or (iii) any Fee or other amount payable hereunder is not paid when due (whether at the stated maturity thereof, by acceleration or otherwise), such overdue amounts amount shall bear interest from its due date until it is paid in full (after as well as before judgment) at a rate per annum equal to the Eurodollar Rate plus the margin applicable to Eurodollar Loans under paragraph (b) of this Section 2.10, plus 2%. (e) Interest (i) on each Base Rate Loan shall be payable monthly in arrears on the case first Business Day of each calendar month, on the LoansRevolving Credit Termination Date, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions and on any earlier repayment or conversion of this Section plus 2.00%, such Loan and (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base on each Fixed Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuing. (d) Interest Loan shall be payable in arrears on the last day of each Interest Payment DatePeriod applicable thereto; provided that interest accruing pursuant to paragraph (cd) of this Section 2.10 shall be payable from time to time on demand. (ef) Notwithstanding anything to It is the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal intention of the Loans orparties hereto to comply strictly with applicable usury laws; accordingly, if it exceeds such unpaid principalis stipulated and agreed that the aggregate of all amounts which constitute interest under applicable usury laws, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Ratetaken, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, feereserved, or premium rather than interestreceived, (ii) exclude voluntary prepayments and in connection with the effects thereof, and (c) amortize, prorate, allocate, and spread in equal Indebtedness evidenced by this Agreement or unequal parts any other Loan Document shall never exceed under any circumstance whatsoever the total maximum amount of interest throughout the contemplated term of the Obligations hereunderallowed by applicable usury laws.

Interest Rates and Payment Dates. (a) Each Eurodollar LIBOR Rate Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar LIBOR Rate determined for such day plus the Applicable Margin. (b) Each Base Rate ABR Loan shall bear interest at a rate per annum equal to the Base Rate ABR plus the Applicable Margin. (c) If the Borrower shall default in the payment of the principal or interest on any Term Loan or any other amount becoming due hereunder, by acceleration or otherwise, or under any other Loan Document (or including, as a result of an Event of Default under Section 9.1(aSections 8(a) or (f)), the Borrower shall have occurred and be continuing, pay interest on any such overdue amounts shall bear interest defaulted amount at a rate per annum equal to (i) in the case of the Term Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.002%, and (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facilityamounts, the non-default non‑default rate then applicable to Base Rate ABR Loans under the Revolving Facility plus 2.002%, in each case from the date of such Event of Default until such Event of Default is no longer continuing. (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious non‑usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Term Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (ciii) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) (x) Each Eurodollar Term SOFR Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to Term SOFR determined for such day plus the Applicable Margin in effect for such day and (y) each Eurocurrency Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Eurocurrency Rate determined for such day plus the Applicable MarginMargin in effect for such day. (b) Each Base ABR Loan shall bear interest for each day that it is outstanding at a rate per annum equal to the ABR for such day plus the Applicable Margin in effect for such day. (c) Each BA Equivalent Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the BA Rate in effect for such day plus the Applicable Margin in effect for such day. (d) Each Canadian Prime Rate Loan shall bear interest for each day that it is outstanding at a rate per annum equal to the Canadian Prime Rate in effect for such day plus the Applicable Margin in effect for such day. (e) Each SXXXX Loan shall bear interest for each day that it is outstanding at a rate per annum equal to Daily Simple SXXXX determined for such day plus the Applicable Margin in effect for such day. (f) If all or a portion of (i) the principal amount of any Loan, (ii) any interest payable thereon or (iii) any commitment fee, letter of credit fee or other amount 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 equal to the Base Rate plus the Applicable Margin. which is (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum equal to (ix) in the case of the Loansoverdue principal, the rate that would otherwise be applicable thereto pursuant to the relevant foregoing provisions of this Section 4.1 plus 2.00%, (iiy) in the case of Reimbursement Obligationsoverdue interest, the non-default rate that would be otherwise applicable to Base Rate Loans under principal of the Revolving Facility related Loan pursuant to the relevant foregoing provisions of this Section 4.1 (other than clause (x) above) plus 2.00% and (iiiz) in the case of any such fees or other amounts that do not relate to a particular Facilityamounts, the non-default rate then applicable to Base Rate described in paragraph (b) of this Section 4.1 for ABR Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default non-payment until such Event of Default amount is paid in full (after as well as before judgment); provided that (1) no longer continuingamount shall be payable pursuant to this Section 4.1(f) to a Defaulting Lender so long as such Lender shall be a Defaulting Lender and (2) no amounts shall accrue pursuant to this Section 4.1(f) on any overdue amount or other amount payable to a Defaulting Lender so long as such Lender shall be a Defaulting Lender. (dg) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph (cf) of this Section 4.1 shall be payable from time to time on demand. (eh) Notwithstanding anything to It is the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal intention of the Loans orparties hereto to comply strictly with applicable usury laws; accordingly, if it exceeds such unpaid principalis stipulated and agreed that the aggregate of all amounts which constitute interest under applicable usury laws, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Ratetaken, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, feereserved, or premium rather than interestreceived, (ii) exclude voluntary prepayments and in connection with the effects thereofindebtedness evidenced by this Agreement or any Notes, and (c) amortizeor any other document relating or referring hereto or thereto, proratenow or hereafter existing, allocate, and spread in equal or unequal parts shall never exceed under any circumstance whatsoever the total maximum amount of interest throughout the contemplated term of the Obligations hereunderallowed by applicable usury laws.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable MarginMargin in effect for such day. (b) Each Base Rate ABR Loan shall bear interest for each day that it is outstanding at a rate per annum equal to the Base Rate ABR for such day plus the Applicable MarginMargin in effect for such day. (c) If an Event all or a portion of Default under Section 9.1(a(i) the principal amount of any Loan, (ii) any interest payable thereon or (iii) any commitment fee, letter of credit commission, letter of credit fee or other amount payable hereunder, including Reimbursement Obligations, shall have occurred and not be continuingpaid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amounts amount shall 50 44 bear interest at a rate per annum equal to which is (ix) in the case of the Loansoverdue principal, the rate that would otherwise be applicable thereto pursuant to the relevant foregoing provisions of this Section subsection plus 2.00%, % or (iiy) in the case of Reimbursement Obligationsoverdue interest, fees, commissions or other amounts, the non-default rate applicable to Base Rate described in paragraph (b) of this subsection for ABR Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default non-payment until such Event of Default amount is no longer continuingpaid in full (as well after as before judgment). (d) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph (c) of this Section subsection shall be payable from time to time on demand. (e) Notwithstanding anything to It is the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal intention of the Loans orparties hereto to comply strictly with applicable usury laws; accordingly, if it exceeds such unpaid principalis stipulated and agreed that the aggregate of all amounts which constitute interest under applicable usury laws, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Ratetaken, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, feereserved, or premium rather than interestreceived, (ii) exclude voluntary prepayments and in connection with the effects thereofindebtedness evidenced by this Agreement or any Notes, and (c) amortizeor any other document relating or referring hereto or thereto, proratenow or hereafter existing, allocate, and spread in equal or unequal parts shall never exceed under any circumstance whatsoever the total maximum amount of interest throughout the contemplated term of the Obligations hereunderallowed by applicable usury laws.

Interest Rates and Payment Dates. (a) Each Eurodollar EurodollarTerm SOFR Rate Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Adjusted LIBORTerm SOFR Rate determined for such day plus the Applicable MarginMargin in effect for such day. (b) Each ABR Loan shall bear interest for each day that it is outstanding at a rate per annum equal to the Alternate Base Rate Loan in effect for such day plus the Applicable Margin in effect for such day. (c) [Reserved]. (d) [Reserved]. (e) If all or a portion of (i) the principal amount of any Loan, (ii) any interest payable thereon or (iii) any other amount 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 equal to the Base Rate plus the Applicable Margin. which is (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum equal to (ix) in the case of the Loansoverdue principal, the rate that would otherwise be applicable thereto pursuant to the relevant foregoing provisions of this Section Subsection 4.1, plus 2.00%, (iiy) in the case of Reimbursement Obligationsoverdue interest, the non-default rate that would otherwise be applicable to Base Rate Loans under principal of the Revolving Facility related Loan pursuant to the relevant foregoing provisions of this Subsection 4.1, plus 2.00% and (iiiz) in the case of any such other amounts that do not relate to a particular Facilityamounts, the non-default rate then applicable to described in clause (b) of this Subsection 4.1 for ABR Loans accruing interest at the Alternate Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default nonpayment until such Event of Default amount is paid in full (after as well as before judgment); provided that (1) no longer continuingamount shall be payable pursuant to this Subsection 4.1(e) to a Defaulting Lender so long as such Lender shall be a Defaulting Lender and (2) no amounts shall accrue pursuant to this Subsection 4.1(e) on any overdue amount or other amount payable to a Defaulting Lender so long as such Lender shall be a Defaulting Lender. (df) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph clause (ce) of this Section Subsection 4.1 shall be payable from time to time on demanddemand exercised in accordance with Subsection 9.2. (eg) Notwithstanding anything to It is the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal intention of the Loans orparties hereto to comply strictly with applicable usury laws; accordingly, if it exceeds such unpaid principalis stipulated and agreed that the aggregate of all amounts which constitute interest under applicable usury laws, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Ratetaken, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, feereserved, or premium rather than interestreceived, (ii) exclude voluntary prepayments and in connection with the effects thereofindebtedness evidenced by this Agreement or any Notes, and (c) amortizeor any other document relating or referring hereto or thereto, proratenow or hereafter existing, allocate, and spread in equal or unequal parts shall never exceed under any circumstance whatsoever the total maximum amount of interest throughout the contemplated term of the Obligations hereunderallowed by applicable usury laws.

Interest Rates and Payment Dates. (a) Each Eurodollar (i) Eurocurrency Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Eurocurrency Rate determined for such day plus the Applicable MarginMargin in effect for such day and (ii) BA Equivalent Loan shall bear interest (computed on the basis of the actual number of days elapsed over a year of 365 or 366 days, as applicable) at a rate per annum that shall be equal to the BA Rate, plus the Applicable Margin for BA Equivalent Loans. (b) Each Base ABR Loan (other than a Canadian Facility Revolving Credit Loan made to a Canadian Borrower) shall bear interest for each day that it is outstanding at a rate per annum equal to the ABR for such day plus the Applicable Margin in effect for such day and each ABR Loan that is a Canadian Facility Revolving Credit Loan made to a Canadian Borrower shall bear interest for each day that it is outstanding at a rate per annum equal to the Canadian Prime Rate Loan in effect for such day plus the Applicable Margin in effect for such day. (c) If all or a portion of (i) the principal amount of any Loan, (ii) any interest payable thereon or (iii) any commitment fee, letter of credit commission, letter of credit fee or other amount 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 equal to the Base Rate plus the Applicable Margin. which is (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum equal to (ix) in the case of the Loansoverdue principal, the rate that would otherwise be applicable thereto pursuant to the relevant foregoing provisions of this Section 4.1 plus 2.00%, (iiy) in the case of Reimbursement Obligationsoverdue interest, the non-default rate that would be otherwise applicable to Base Rate Loans under principal of the Revolving Facility related Loan pursuant to the relevant foregoing provisions of this Section 4.1 (other than clause (x) above) plus 2.00% and (iiiz) in the case of, fees, commissions or other amounts, the rate described in paragraph (b) of any such this Section 4.1 for ABR Loans that are Revolving Credit Loans accruing interest at the ABR Rate (or the Canadian Prime Rate in the case of fees, commissions or other amounts that do not relate owing to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility Canadian Borrower) plus 2.00%, in each case from the date of such Event of Default non-payment until such Event of Default amount is no longer continuingpaid in full (as well after as before judgment). (d) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph (c) of this Section 4.1 shall be payable from time to time on demand. (e) It is the intention of the parties hereto to comply strictly with applicable usury laws; accordingly, it is stipulated and agreed that the aggregate of all amounts which constitute interest under applicable usury laws, whether contracted for, charged, taken, reserved, or received, in connection with the indebtedness evidenced by this Agreement or any Notes, or any other document relating or referring hereto or thereto, now or hereafter existing, shall never exceed under any circumstance whatsoever the maximum amount of interest allowed by applicable usury laws. (f) Notwithstanding anything to the contrary contained in this Agreement or in any other Loan Document, solely to the extent that a court of competent jurisdiction finally determines that the calculation or determination of interest paid or agreed any fee payable by the Canadian Borrowers in respect of their obligations pursuant to this Agreement and the other Credit Documents shall be governed by the laws of any province of Canada or the federal laws of Canada: (i) whenever any interest or fee payable by the Canadian Borrowers is calculated using a rate based on a year of 360 days, the rate determined pursuant to such calculation, when expressed as an annual rate, is, for the purposes of the Interest Act (Canada) and disclosure thereunder, equivalent to the applicable rate based on a year of 360 days multiplied by the actual number of days in the applicable calendar year in which such rate is to be ascertained and divided by 360; (ii) if any provision of this Agreement or of any of the other Loan Documents would obligate the Canadian Borrowers to make any payment of interest or other amount payable to any of the Administrative Agent, the Canadian Agent or any Lender under this Agreement or any other Loan Document in an amount or calculated at a rate which would be prohibited by law or would result in a receipt by any of the Administrative Agent, the Canadian Agent or any Lender of interest at a criminal rate (as such terms are construed under the Criminal Code (Canada)) then, notwithstanding such provisions, such amount or rate shall be deemed to have been adjusted with retroactive effect to the maximum amount or rate of interest, as the case may be, as would not be so prohibited by law or so result in a receipt by the Administrative Agent, the Canadian Agent or any Lender of interest at a criminal rate, such adjustment to be effected, to the extent necessary, as follows: (1) firstly, by reducing the amount or rate of interest required to be paid to the Administrative Agent, the Canadian Agent or any Lender under this Section 4.1, and (2) thereafter, by reducing any fees, commissions, premiums and other amounts required to be paid to the Loan Documents shall not exceed Administrative Agent, the maximum rate Canadian Agent or any Lender which would constitute “interest” for purposes of non-usurious interest permitted by applicable law Section 347 of the Criminal Code (the “Maximum Rate”Canada). If any Notwithstanding the foregoing, and after giving effect to all adjustments contemplated thereby, if the Administrative Agent, the Canadian Agent or any Lender shall receive interest have received an amount in excess of the maximum permitted by that Section of the Criminal Code (Canada), the Canadian Borrowers shall be entitled, by notice in writing to the applicable Administrative Agent, Canadian Agent or Lender, to obtain reimbursement from such party in an amount that exceeds the Maximum Rateequal to such excess and, the excess interest pending such reimbursement, such amount shall be applied deemed to be an amount payable by the applicable Administrative Agent, Canadian Agent or Lender to the principal Canadian Borrowers. Any amount or rate of interest referred to in this Section 4.1(f) shall be determined in accordance with generally accepted actuarial practices and principles as an effective annual rate of interest over the term that the applicable loan remains outstanding on the assumption that any charges, fees or expenses that fall within the meaning of “interest” (as defined in the Criminal Code (Canada)) and, in the event of a dispute, a certificate of a Fellow of the Loans or, if it exceeds Canadian Institute of Actuaries appointed by the Canadian Agent shall be conclusive for the purposes of such unpaid principal, refunded determination; and (iii) all calculations of interest payable by the Canadian Borrowers under this Agreement or any other Loan Document are to be made on the basis of the nominal interest rate described herein and therein and not on the basis of effective yearly rates or on any other basis which gives effect to the Borrowerprinciple of deemed reinvestment of interest which principle does not apply to any interest calculated under this Agreement or any Loan Document. In determining whether The parties hereto acknowledge that there is a material difference between the stated nominal interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments rates and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount effective yearly rates of interest throughout and that they are capable of making the contemplated term calculations required to determine such effective yearly rates of the Obligations hereunderinterest.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto on the unpaid principal amount thereof at a rate per annum equal to the applicable Eurodollar Rate determined for such day Interest Period plus the Applicable Margin. (b) Each Base Rate Loan ABR Loans shall bear interest for the period from and including the date thereof until maturity thereof on the unpaid principal amount thereof at a rate per annum equal to the ABR, PROVIDED that at any time when the Applicable Margin for Eurodollar Loans is greater than or equal to 112.50 basis points, ABR Loans shall bear interest at a rate per annum equal to the Base Rate plus the Applicable MarginABR PLUS 12.5 basis points. (c) Money Market Rate Loans shall bear interest for the period from and including the date thereof until maturity thereof on the unpaid principal amount thereof at a rate per annum equal to the Money Market Rate. (d) If an Event all or a portion of Default under Section 9.1(a(i) the principal amount of any of the Loans (other than Bid Loans) or (ii) any interest payable thereon shall have occurred and not be continuingpaid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amounts shall amount shall, without limiting the rights of the Banks under Section 8, bear interest at a rate per annum equal to which is (ix) in the case of the Loansoverdue principal, 2% above the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, subsection or (iiy) in the case of Reimbursement Obligationsoverdue interest, 2% above the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and described in paragraph (iiib) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%this subsection, in each case from the date of such Event of Default nonpayment until such Event of Default amount is no longer continuingpaid in full (as well after as before judgment). (de) Interest shall be payable in arrears on each Interest Payment Date; provided PROVIDED that interest accruing pursuant to paragraph (cd) of this Section subsection shall be payable from time to time on demand. (e) Notwithstanding anything to demand by the contrary contained in any Loan Document, Administrative Agent made at the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal request of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunderRequired Banks.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable Margin. (b) Each Base Rate Loan shall bear interest at a rate per annum equal to the Base Rate plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue at the election of the Required Lenders, all outstanding Loans, Reimbursement Obligations, commitment fees and other amounts payable hereunder (whether or not overdue) shall bear interest at a rate per annum equal to (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.002%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.002% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Term Facility plus 2.002%, in each case from the date of such Event of Default election until such Event of Default is no longer continuing; provided that the foregoing interest rate shall apply automatically, without any election of the Required Lenders, in the case of any Event of Default under Section 9.1(a) or (f). (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Eurocurrency Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Eurocurrency Rate determined for such day plus the Applicable MarginMargin in effect for such day plus (in the case of a Eurocurrency Loan of any Lender which is lent from a Lending Office in the United Kingdom or a Participating Member State) the Mandatory Cost. (ba) Each Base Rate Loan shall bear interest for each day that it is outstanding at a rate per annum equal to the Base Rate for such day plus the Applicable MarginMargin in effect for such day. (cb) If an Event all or a portion of Default under Section 9.1(a(i) the principal amount of any Loan, (ii) any interest payable thereon or (iii) any commitment fee, letter of credit commission, Letter of Credit - BA Fee or other amount payable hereunder shall have occurred and not be continuingpaid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amounts amount shall bear interest at a rate per annum which is equal to (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Default Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such non-payment until such amount is paid in full (as well after as before judgment). While any Event of Default until such Event specified in Section 9(f) exists, the Borrower shall pay interest on the principal amount of all outstanding Obligations hereunder at a fluctuating interest rate per annum equal at all times to the Default is no longer continuingRate to the fullest extent permitted by applicable Laws. (dc) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph (c) of this Section subsection shall be payable from time to time on demand. (ed) Notwithstanding anything to It is the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal intention of the Loans orparties hereto to comply strictly with applicable usury laws; accordingly, if it exceeds such unpaid principalis stipulated and agreed that the aggregate of all amounts which constitute interest under applicable usury laws, refunded to the Borrower. In determining whether the interest contracted for, charged, taken, reserved, or received received, in connection with the indebtedness evidenced by an Agent this Agreement or a Lender exceeds any Notes, or any other document relating or referring hereto or thereto, now or hereafter existing, shall never exceed under any circumstance whatsoever the Maximum Rate, such Person may, to the extent permitted maximum amount of interest allowed by applicable lawusury laws. (e) Notwithstanding subsection 4.4(a), for the purposes of the Interest Act (Canada), (i) characterize any payment whenever a rate of interest or fee rate hereunder is calculated on the basis of a year (the “deemed year”) that is not principal contains fewer days than the actual number of days in the calendar year of calculation, such rate of interest or fee rate shall be expressed as an expense, fee, a yearly rate by multiplying such rate of interest or premium rather than interestfee rate by the actual number of days in the calendar year of calculation and dividing it by the number of days in the deemed year, (ii) exclude voluntary prepayments the principle of deemed reinvestment of interest shall not apply to any interest calculation hereunder and (iii) the effects thereofrates of interest stipulated herein are intended to be nominal rates and not effective rates or yields. (f) Interest on any Loan in an Alternative Currency advanced by the Alternative Currency Funding Fronting Lender shall be for the benefit of the Alternative Currency Funding Fronting Lender, and (c) amortizenot any Alternative Currency Participating Lender, prorate, allocate, and spread in equal or unequal parts until the total amount of interest throughout applicable Alternative Currency Participating Lender has funded its participation therein to the contemplated term of the Obligations hereunderAlternative Currency Funding Fronting Lender.

Interest Rates and Payment Dates. (a) Each Eurodollar SOFR Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate Term SOFR determined for such day plus the Applicable Margin. (b) Each Alternative Base Rate Loan shall bear interest at a rate per annum equal to the Alternative Base Rate plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum equal to (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Alternative Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Alternative Base Rate Loans under the Revolving Facility plus 2.00%, in each case case, from the date of such Event of Default until such Event of Default is no longer continuing. (d) Interest shall be payable in arrears on each Interest Payment DateDate and as provided in Section 3.11; provided provided, that interest accruing pursuant to paragraph clause (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (ciii) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable Margin. (b) Each Base Rate Loan shall bear interest at a rate per annum equal to the Base Rate plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue Overdue amounts shall bear interest at a rate per annum equal to (i) in the case of the LoansLoans (including, overdue payments of principal and interest), the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date payment of such Event of Default amount was due until such Event of Default is no longer continuingpaid in full. (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (ciii) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan Initial Loans shall bear interest for each day during each Interest Period with respect thereto the period from and including the date such Initial Loans are made to, but excluding, the Initial Maturity Date on the unpaid principal thereof at a rate per annum equal to the Eurodollar Initial Loan Rate determined for the Interest Period in effect for such day Initial Loan plus the Applicable Margin. (b) Each Base Term Loans shall bear interest for the period from and including the Initial Maturity Date to, but excluding, the Final Maturity Date or date of exchange for an Exchange Note on the unpaid principal thereof at a rate per annum equal to the Adjusted Rate plus the Adjusted Margin. (c) Notwithstanding Sections 2.6(a) and (b), the interest rate borne by the Loans shall not be less than 8.50% per annum and shall not exceed 14.0% per annum. To the extent the interest on any Loan exceeds a rate of 12.0% per annum, the Borrower may elect to pay such excess interest (or portion thereof) by paying the appropriate PIK Interest Amount through the increase in the principal amount of the applicable Loans. If requested by any Lender, the Borrower shall issue Subsequent Initial Notes or Subsequent Term Notes, as the case may be, in an aggregate principal amount equal to such PIK Interest Amount. (i) If all or a portion of the principal amount of any Loan shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), all outstanding Loans (whether or not overdue) shall bear interest at a rate per annum equal to the Base Rate plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum equal to (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, 200 basis points and (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case if all or a portion of any interest payable on any Loan or other amount payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), such other amounts that do not relate overdue amount shall bear interest at a rate per annum equal to a particular Facility, the non-default rate then applicable to Base Rate the Loans under the Revolving Facility (without giving effect to clause (i) above) plus 2.00%200 basis points, in each case case, with respect to clauses (i) and (ii) above, from the date of such Event of Default non-payment until such Event of Default amount is no longer continuingpaid in full (as well after as before judgment). Notwithstanding anything to the contrary in Section 2.6(c), all interest payable pursuant to this Section 2.6(d) shall be paid in immediately available funds. (de) Interest shall be payable in arrears on each Interest Payment Date; Date and upon the maturity date of the Loan in respect of which any such interest is accruing, provided that interest accruing pursuant to paragraph (cSection 2.6(d) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each ABR Loan shall bear interest for the period from and including the date thereof until maturity or conversion on the unpaid principal amount thereof at a fluctuating rate per annum equal to the Alternate Base Rate. (b) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto on the unpaid principal amount thereof at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable Margin. (b) Each Base Rate Loan shall bear interest at a rate per annum equal to the Base Rate Interest Period plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts Each CD Rate Loan shall bear interest for each Interest Period with respect thereto on the unpaid principal amount thereof at a rate per annum equal to (i) in the case of Adjusted CD Rate for such Interest Period plus the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuingApplicable Margin. (d) Each Competitive Loan shall bear interest for each day from the applicable Borrowing Date to (but excluding) the applicable Competitive Loan Maturity Date at the rate of interest specified in the Competitive Loan Offer accepted by the Company in connection with such Competitive Loan. (e) If all or a portion of the principal amount of any of the Eurodollar Loans or CD Rate Loans shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), each such Eurodollar Loan or CD Rate Loan shall be converted to an ABR Loan at the end of the last applicable Interest Period therefor for which the Administrative Agent shall have determined, on or prior to the date such unpaid principal amount became due, a Eurodollar Rate or an Adjusted CD Rate, as the case may be. Any overdue principal amount of any Loan and, to the extent permitted by law, any interest payable thereon which shall not be paid when due shall bear interest from the due date thereof until payment in full thereof (as (f) Interest payable under subsection 3.1(a), 3.1(b), 3.1(c) or 3.1(d) shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c. Interest payable under subsection 3.1(e) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar LIBO Rate Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar LIBO Rate determined for such day Interest Period plus the Applicable Margin. (b) Each Base Rate Loan shall bear interest at a rate per annum equal to the Base Rate plus the Applicable Margin. (c) If an any Event of Default under Section 9.1(a) shall have occurred and be continuing, then during the continuance of such overdue Event of Default (i) the principal amount of the Loans and Reimbursement Obligations and (ii) any other amounts payable hereunder or under any of the other Loan Documents not paid when due shall bear interest (after as well as before judgment) at a rate per annum equal to (i) in the case of Base Rate plus the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Applicable Margin for Base Rate Loans under the that are Revolving Facility Loans plus 2.00% and two percent (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.002%, in each case from the date of such Event of Default until such Event of Default is no longer continuing). (d) Interest on each Revolving Loan shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c. Interest under Section 3.5(c) of this and Section 4.3(c) shall also be payable from time to time on upon demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law Law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable lawLaw, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (ciii) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunderObligations.

Interest Rates and Payment Dates. (a) Each Eurodollar LIBOR Rate Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar LIBOR Rate determined for such day plus the Applicable Margin. (b) Each Base Rate ABR Loan shall bear interest at a rate per annum equal to the Base Rate ABR plus the Applicable Margin. (c) If the Borrower shall default in the payment of the principal or interest on any Term Loan or any other amount becoming due hereunder, by acceleration or otherwise, or under any other Loan Document (or including, as a result of an Event of Default under Section 9.1(aSections 8(a) or (f)), the Borrower shall have occurred and be continuing, pay interest on any such overdue amounts shall bear interest defaulted amount at a rate per annum equal to (i) in the case of the Term Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.002%, and (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facilityamounts, the non-default rate then applicable to Base Rate ABR Loans under the Revolving Facility plus 2.002%, in each case from the date of such Event of Default until such Event of Default is no longer continuing. (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law Requirements of Law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Term Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable lawRequirements of Law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (ciii) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan Loans shall -------------------------------- bear interest for each day during each Interest Period with respect thereto applicable thereto, commencing on (and including) the first day of such Interest Period to, but excluding, the last day of such Interest Period, on the unpaid principal amount thereof at a rate per annum equal to the Eurodollar Rate determined for such day Interest Period plus the Applicable Margin.. ---- (b) Each Alternate Base Rate Loan Loans shall bear interest for the period from and including the date such Loans are made to, but excluding, the maturity date thereof, or to, but excluding, the conversion date if such Loans are earlier converted into Eurodollar Loans on the unpaid principal amount thereof at a rate per annum equal to the Alternate Base Rate plus the Applicable Margin.. ---- (c) If all or a portion of (i) the principal amount of any of the Loans or (ii) any interest payable thereon shall not be paid when due (whether at the stated maturity, by acceleration or otherwise) such Loan, if a Eurodollar Loan, shall be converted into an Event Alternate Base Rate Loan at the end of Default the then-current Interest Period for such Eurodollar Loan (which conversion shall occur automatically and without need for compliance with the conditions for conversion set forth in subsection 4.2), and any such overdue amount shall, without limiting the rights of the Lenders under Section 9.1(a) shall have occurred and be continuing9, such overdue amounts shall bear interest (which shall be payable on demand) at a rate per annum equal to which is 2% plus the Alternate ---- Base Rate plus the Applicable Margin (i) or, in the case of the Loansa Eurodollar Loan, the rate that would otherwise be applicable thereto pursuant to ---- Eurodollar Rate for the foregoing provisions of this Section Interest Period plus 2.00---- the Applicable Margin plus 2%, (iiif higher) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default non-payment ---- until such Event of Default is no longer continuingpaid in full (as well after as before judgment). (d) Interest Except as otherwise expressly provided for in this subsection 4.5, interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan Loans shall bear interest for each day during each Interest Period with respect thereto applicable thereto, commencing on (and including) the first day of such Interest Period to, but excluding, the last day of such Interest Period, on the unpaid principal amount thereof at a rate per annum equal to the Eurodollar Rate determined for such day Interest Period plus the Applicable Margin. (b) Each Alternate Base Rate Loan Loans shall bear interest for the period from and including the date such Loans are made to, but excluding, the maturity date thereof, or to, but excluding, the conversion date if such Loans are earlier converted into Eurodollar Loans on the unpaid principal amount thereof at a rate per annum equal to the Alternate Base Rate plus the Applicable Margin. (c) If all or a portion of (i) the principal amount of any of the Loans or (ii) any interest payable thereon shall not be paid when due (whether at the stated maturity, by acceleration or otherwise) such Loan, if a Eurodollar Loan, shall be converted into an Event Alternate Base Rate Loan at the end of Default the then-current Interest Period for said Eurodollar Loan (which conversion shall occur automatically and without need for compliance with the conditions for conversion set forth in subsection 4.2), and any such overdue amount shall, without limiting the rights of the Lenders under Section 9.1(a) shall have occurred and be continuing9, such overdue amounts shall bear interest (which shall be payable on demand) at a rate per annum equal to which is 2% above the Alternate Base Rate plus the Applicable Margin (i) or, in the case of the Loansa Eurodollar Loan, the rate that would otherwise be applicable thereto pursuant to Eurodollar Rate for the foregoing provisions of this Section Interest Period plus 2.00the Applicable Margin plus 2%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default non-payment until such Event of Default is no longer continuingpaid in full (as well after as before judgment). (d) Interest shall be payable in arrears on each Interest Payment Date; provided provided, that all unpaid interest accruing pursuant through the Closing Date on Term Loans that have been converted to paragraph (c) of this Section Tranche B Term Loans shall accrue from and after the Closing Date on the Tranche B Term Loans into which they were converted and shall be payable from time to time paid on demandsuch date as would otherwise have been required. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Eurocurrency Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Eurocurrency Rate determined for such day plus the Applicable Margin. (b) Each Base Rate ABR Loan shall bear interest at a rate per annum equal to the Alternate Base Rate plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred Overdue principal, interest, Reimbursement Obligations, commitment fees and be continuing, such overdue other amounts payable hereunder shall bear interest at a rate per annum equal to (i) in the case of payments of overdue principal of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, 2% per annum and (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans any other overdue amounts under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular FacilityLoan Documents, the non-default rate then applicable to Base Rate ABR Loans under the Revolving applicable Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuing2% per annum. (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (ciii) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder. (f) Notwithstanding anything to the contrary contained in the definition of “Interest Period” or elsewhere in this Agreement, (i) each Eurodollar Borrowing of Term Loans existing on the Initial First Amendment Effective Date immediately prior to the 2016 Replacement Term Loan Conversion (each, an “Original Eurodollar Borrowing”) shall, upon the occurrence of the 2016 Replacement Term Loan Conversion, be deemed to be a new Eurodollar Borrowing of 2016 Replacement Term Loans for all purposes of this Agreement, (ii) each such newly-deemed Eurodollar Borrowing of 2016 Replacement Term Loans shall be subject to the same Interest Period (and Adjusted LIBO Rate) as the Original Eurodollar Borrowing to which it relates (as if no new Eurodollar Borrowing had in fact occurred), (iii) 2016 New Replacement Term Loans shall be initially incurred pursuant to a single Borrowing of Eurodollar Loans which shall be added to (and thereafter be deemed to constitute a part of) each such newly-deemed Eurodollar Borrowing of 2016 Replacement Term Loans described in preceding subclause (i) on a pro rata basis (based on the relative sizes of such newly-deemed Eurodollar Borrowings of 2016 Replacement Term Loans), which such Borrowing shall be subject to (x) an Interest Period that commences on the Initial First Amendment Effective Date and ends on the last day of the Interest Period of the applicable Original Eurodollar Borrowing to which it is added as contemplated above by this clause (iii), and (y) the same Adjusted LIBO Rate applicable to the Original Eurodollar Borrowing to which it is added as contemplated above by this clause (iii), (iv) 2016 Incremental Term Loans shall be initially incurred pursuant to a single Borrowing of Eurodollar Loans which shall be added to (and thereafter be deemed to constitute a part of) each such newly-deemed Eurodollar Borrowing of 2016 Replacement Term Loans described in preceding subclause (i) on a pro rata basis (based on the relative sizes of such newly-deemed Eurodollar Borrowings of 2016 Replacement Term Loans), which such Borrowing shall be subject to (x) an Interest Period that commences on the Initial First Amendment Effective Date and ends on the last day of the Interest Period of the applicable Original Eurodollar Borrowing to which it is added as contemplated above by this clause (iv), and (y) the same Adjusted LIBO Rate applicable to the Original Eurodollar Borrowing to which it is added as contemplated above by this clause (iv) and (v) in connection with the 2016 Replacement Term Loan Conversion, the incurrence of 2016 New Replacement Term Loans pursuant to Section 2.1(b) and the incurrence of 2016 Incremental Term Loans pursuant to Section 2.1(b), the Administrative Agent shall (and is hereby authorized to) take all appropriate actions to ensure that all Lenders with outstanding 2016 Replacement Term Loans (after giving effect to the 2016 Replacement Term Loan Conversion, the incurrence of 2016 New Replacement Term Loans pursuant to Section 2.1(b), the incurrence of 2016 Incremental Term Loans pursuant to Section 2.01(d)(C) and the 2016 Incremental Term Loan Conversion) participate in each newly-deemed Eurodollar Borrowing of 2016 Replacement Term Loans based on their respective pro rata shares. (g) Notwithstanding anything to the contrary contained in the definition of “Interest Period” or elsewhere in this Agreement, (i) each Eurodollar Borrowing of 2016 Replacement Term Loans existing on the Initial Second Amendment Effective Date immediately prior to the 2017 Replacement Term Loan Conversion (each, a “2016 Eurodollar Borrowing”) shall, upon the occurrence of the 2017 Replacement Term Loan Conversion, be deemed to be a new Eurodollar Borrowing of 2017 Replacement Term Loans for all purposes of this Agreement, (ii) each such newly-deemed Eurodollar Borrowing of 2017 Replacement Term Loans shall be subject to the same Interest Period (and Adjusted LIBO Rate) as the 2016 Eurodollar Borrowing to which it relates (as if no new Eurodollar Borrowing had in fact occurred), (iii) 2017 New Replacement Term Loans shall be initially incurred pursuant to a single Borrowing of Eurodollar Loans which shall be added to (and thereafter be deemed to constitute a part of) each such newly-deemed Eurodollar Borrowing of 2017 Replacement Term Loans described in preceding subclause (i) on a pro rata basis (based on the relative sizes of such newly-deemed Eurodollar Borrowings of 2017 Replacement Term Loans), which such Borrowing shall be subject to (x) an Interest Period that commences on the Initial Second Amendment Effective Date and ends on the last day of the Interest Period of the applicable 2016 Eurodollar Borrowing to which it is added as contemplated above by this clause (iii), and (y) the same Adjusted LIBO Rate applicable to the 2016 Eurodollar Borrowing to which it is added as contemplated above by this clause (iii), and (iv) in connection with the 2017 Replacement Term Loan Conversion, the incurrence of 2017 New Replacement Term Loans pursuant to Section 2.1(c) and the incurrence of 2017 Incremental Term Loans pursuant to Section 2.1(c), the Administrative Agent shall (and is hereby authorized to) take all appropriate actions to ensure that all 2016 Replacement Lenders with outstanding 2017 Replacement Term Loans (after giving effect to the 2017 Replacement Term Loan Conversion and the incurrence of 2017 New Replacement Term Loans pursuant to Section 2.1(c)) participate in each newly-deemed Eurodollar Borrowing of 2017 Replacement Term Loans based on their respective pro rata shares.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan Loans shall bear interest for each day during each Interest Period with respect thereto applicable thereto, commencing on (and including) the first day of such Interest Period to, but excluding, the last day of such Interest Period, on the unpaid principal amount thereof at a rate per annum equal to the Eurodollar Rate determined for such day Interest Period plus the Applicable Margin. (b) Each Alternate Base Rate Loan Loans shall bear interest for the period from and including the date such Loans are made to, but excluding, the maturity date thereof, or to, but excluding, the conversion date if such Loans are earlier converted into Eurodollar Loans, on the unpaid principal amount thereof at a rate per annum equal to the Alternate Base Rate plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts C$ Prime Loans shall bear interest for the period from and including the date such Loans are made to, but excluding, the maturity date thereof, or to, but excluding the conversion date if such Loans are earlier converted into Bankers' Acceptances, on the unpaid principal amount thereof at a rate per annum equal to the C$ Prime Rate plus the Applicable Margin for Revolving Credit Loans that are Alternate Base Rate Loans. (d) If all or a portion of (i) the principal amount of any of the Loans or any Bankers' Acceptance, (ii) any interest payable thereon or (iii) any other amount payable by a Credit Party hereunder or under any other Credit Document, shall not be 57 paid when due (whether at the stated maturity, by acceleration or otherwise), then any such Loan, if a Eurodollar Loan, shall be converted into an Alternate Base Rate Loan at the end of the then-current Interest Period for such Eurodollar Loan (which conversion shall occur automatically and without need for compliance with the conditions for conversion set forth in subsection 5.2), and any such overdue amount shall, without limiting the rights of the Lenders under Section 10, bear interest (which shall be payable on demand) at a rate per annum which is (x) in the case of a Loan, 2% plus the LoansAlternate Base Rate plus the Applicable Margin (or, in the case of a Eurodollar Loan, the Eurodollar Rate for the Interest Period plus the Applicable Margin plus 2%, if higher), or (y) in all other cases, equal to the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to an Alternate Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility Term Loan plus 2.00%, in each case from the date of such Event of Default non-payment until such Event of Default is no longer continuingpaid in full (as well after as before judgment). (de) Interest Except as otherwise expressly provided for in this subsection 5.5, interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (ei) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent provision of this Agreement would obligate any party to this Agreement to make any payment of interest or other amount payable to any Canadian Lender shall receive interest in an amount or calculated at a rate that exceeds would be prohibited by law or would result in a receipt by the Maximum Ratesuch Lender of interest at a criminal rate (as such terms are construed under the Criminal Code (Canada)), the excess interest then notwithstanding such provision, such amount or rate shall be applied deemed to have been adjusted with retroactive effect to the principal maximum amount or rate of interest, as the Loans orcase may be, if it exceeds as would not be so prohibited by law or so result in a receipt by such unpaid principal, refunded to the Borrower. In determining whether the Lender of interest contracted for, charged, or received by an Agent or at a Lender exceeds the Maximum Ratecriminal rate, such Person mayadjustment to be effected, to the extent permitted by applicable lawnecessary, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.follows:

Interest Rates and Payment Dates. (a) Each Eurodollar Eurocurrency Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Eurocurrency Rate determined for such day plus the Applicable Margin. (b) Each Base Rate ABR Loan shall bear interest at a rate per annum equal to the Alternate Base Rate plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred Overdue principal, interest, Reimbursement Obligations, commitment fees and be continuing, such overdue other amounts payable hereunder shall bear interest at a rate per annum equal to (i) in the case of payments of overdue principal of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, 2% per annum and (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans any other overdue amounts under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular FacilityLoan Documents, the non-default rate then applicable to Base Rate ABR Loans under the Revolving applicable Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuing2% per annum. (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (ciii) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder. (f) Notwithstanding anything to the contrary contained in the definition of “Interest Period” or elsewhere in this Agreement, (i) each Eurodollar Borrowing of Term Loans existing on the Initial First Amendment Effective Date immediately prior to the 2016 Replacement Term Loan Conversion (each, an “Original Eurodollar Borrowing”) shall, upon the occurrence of the 2016 Replacement Term Loan Conversion, be deemed to be a new Eurodollar Borrowing of 2016 Replacement Term Loans for all purposes of this Agreement, (ii) each such newly-deemed Eurodollar Borrowing of 2016 Replacement Term Loans shall be subject to the same Interest Period (and Adjusted LIBO Rate) as the Original Eurodollar Borrowing to which it relates (as if no new Eurodollar Borrowing had in fact occurred), (iii) 2016 New Replacement Term Loans shall be initially incurred pursuant to a single Borrowing of Eurodollar Loans which shall be added to (and thereafter be deemed to constitute a part of) each such newly-deemed Eurodollar Borrowing of 2016 Replacement Term Loans described in preceding subclause (i) on a pro rata basis (based on the relative sizes of such newly-deemed Eurodollar Borrowings of 2016 Replacement Term Loans), which such Borrowing shall be subject to (x) an Interest Period that commences on the Initial First Amendment Effective Date and ends on the last day of the Interest Period of the applicable Original Eurodollar Borrowing to which it is added as contemplated above by this clause (iii), and (y) the same Adjusted LIBO Rate applicable to the Original Eurodollar Borrowing to which it is added as contemplated above by this clause (iii), (iv) 2016 Incremental Term Loans shall be initially incurred pursuant to a single Borrowing of Eurodollar Loans which shall be added to (and thereafter be deemed to constitute a part of) each such newly-deemed Eurodollar Borrowing of 2016 Replacement Term Loans described in preceding subclause (i) on a pro rata basis (based on the relative sizes of such newly-deemed Eurodollar Borrowings of 2016 Replacement Term Loans), which such Borrowing shall be subject to (x) an Interest Period that commences on the Initial First Amendment Effective Date and ends on the last day of the Interest Period of the applicable Original Eurodollar Borrowing to which it is added as contemplated above by this clause (iv), and (y) the same Adjusted LIBO Rate applicable to the Original Eurodollar Borrowing to which it is added as contemplated above by this clause (iv) and (v) in connection with the 2016 Replacement Term Loan Conversion, the incurrence of 2016 New Replacement Term Loans pursuant to Section 2.1(b) and the incurrence of 2016 Incremental Term Loans pursuant to Section 2.1(b), the Administrative Agent shall (and is hereby authorized to) take all appropriate actions to ensure that all Lenders with outstanding 2016 Replacement Term Loans (after giving effect to the 2016 Replacement Term Loan Conversion, the incurrence of 2016 New Replacement Term Loans pursuant to Section 2.1(b), the incurrence of 2016 Incremental Term Loans pursuant to Section 2.01(d)(C) and the 2016 Incremental Term Loan Conversion) participate in each newly-deemed Eurodollar Borrowing of 2016 Replacement Term Loans based on their respective pro rata shares. (g) Notwithstanding anything to the contrary contained in the definition of “Interest Period” or elsewhere in this Agreement, (i) each Eurodollar Borrowing of 2016 Replacement Term Loans existing on the Initial Second Amendment Effective Date immediately prior to the 2017 Replacement Term Loan Conversion (each, a “2016 Eurodollar Borrowing”) shall, upon the occurrence of the 2017 Replacement Term Loan Conversion, be deemed to be a new Eurodollar Borrowing of 2017 Replacement Term Loans for all purposes of this Agreement, (ii) each such newly-deemed Eurodollar Borrowing of 2017 Replacement Term Loans shall be subject to the same Interest Period (and Adjusted LIBO Rate) as the 2016 Eurodollar Borrowing to which it relates (as if no new Eurodollar Borrowing had in fact occurred), (iii) 2017 New Replacement Term Loans shall be initially incurred pursuant to a single Borrowing of Eurodollar Loans which shall be added to (and thereafter be deemed to constitute a part of) each such newly-deemed Eurodollar Borrowing of 2017 Replacement Term Loans described in preceding subclause (i) on a pro rata basis (based on the relative sizes of such newly-deemed Eurodollar Borrowings of 2017 Replacement Term Loans), which such Borrowing shall be subject to (x) an Interest Period that commences on the Initial Second Amendment Effective Date and ends on the last day of the Interest Period of the applicable 2016 Eurodollar Borrowing to which it is added as contemplated above by this clause (iii), and (y) the same Adjusted LIBO Rate applicable to the 2016 Eurodollar Borrowing to which it is added as contemplated above by this clause (iii), and (iv) in connection with the 2017 Replacement Term Loan Conversion, the incurrence of 2017 New Replacement Term Loans pursuant to Section 2.1(c), the Administrative Agent shall (and is hereby authorized to) take all appropriate actions to ensure that all 2016 Replacement Lenders with outstanding 2017 Replacement Term Loans (after giving effect to the 2017 Replacement Term Loan Conversion and the incurrence of 2017 New Replacement Term Loans pursuant to Section 2.1(c)) participate in each newly-deemed Eurodollar Borrowing of 2017 Replacement Term Loans based on their respective pro rata shares. (h) Notwithstanding anything to the contrary contained in the definition of “Interest Period” or elsewhere in this Agreement, (i) each Eurodollar Borrowing of 2017 Replacement Term Loans existing on the Subsequent Third Amendment Effective Date immediately prior to the 2017 Replacement Term B-2 Loan Conversion (each, a “2017 Eurodollar Borrowing”) shall, upon the occurrence of the 2017 Replacement Term B-2 Loan Conversion, be deemed to be a new Eurodollar Borrowing of 2017 Replacement Term B-2 Loans for all purposes of this Agreement, (ii) each such newly-deemed Eurodollar Borrowing of 2017 Replacement Term B-2 Loans shall be subject to the same Interest Period (and Adjusted LIBO Rate) as the 2017 Eurodollar Borrowing to which it relates (as if no new Eurodollar Borrowing had in fact occurred), (iii) 2017 New Replacement Term B-2 Loans shall be initially incurred pursuant to a single Borrowing of Eurodollar Loans which shall be added to (and thereafter be deemed to constitute a part of) each such newly-deemed Eurodollar Borrowing of 2017 Replacement Term B-2 Loans described in preceding subclause (i) on a pro rata basis (based on the relative sizes of such newly-deemed Eurodollar Borrowings of 2017 Replacement Term B-2 Loans), which such Borrowing shall be subject to (x) an Interest Period that commences on the Subsequent Third Amendment Effective Date and ends on the last day of the Interest Period of the applicable 2017 Eurodollar Borrowing to which it is added as contemplated above by this clause (iii), and (y) the same Adjusted LIBO Rate applicable to the 2017

Interest Rates and Payment Dates. (a) Each Eurodollar LIBOR Rate Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar LIBOR Rate determined for such day plus the Applicable Margin. (b) Each Base Rate Loan shall bear interest at a rate per annum equal to the Alternative Base Rate plus the Applicable MarginRate. (c) If an Event all or a portion of Default under Section 9.1(a(i) any principal of any Loan, (ii) any interest payable thereon, (iii) any commitment fee or (iv) any other amount payable hereunder shall have occurred not be paid when due (whether at the stated maturity, by acceleration or otherwise), the principal of the Loans and be continuing, any such overdue amounts interest, commitment fee or other amount shall bear interest at a rate per annum equal to (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuing.rate (d) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph subsection (c) of this Section above shall be payable from time to time on demand. (e) Notwithstanding anything Interest on any Loan shall be paid in Dollars to the contrary contained Administrative Agent at the Administrative Agent's Dollar Account or, with respect to Loans denominated in any Loan DocumentAlternative Currencies, in the interest Applicable Currency at the Administrative Agent's Alternative Currency Account for the Applicable Currency. (f) All agreements between each Borrower and each Lender are hereby expressly limited so that in no contingency or event whatsoever shall the amount paid or agreed to be paid under to each Lender for the Loan Documents shall not use or the forbearance of the indebtedness evidenced hereby exceed the maximum permissible under applicable law. As used herein, the term "applicable law" shall mean the law in effect as of the date hereof; provided, however, that in the event there is a change in the law which results in a higher permissible rate of non-usurious interest permitted interest, then this Credit Agreement shall be governed by such new law as of its effective date. In this regard, it is expressly agreed that it is the intent of each Borrower and each Lender in the execution and delivery and acceptance of this Credit Agreement to contract in strict compliance with the laws of the State of New York from time to time in effect. If, under or from any circumstances whatsoever, fulfillment of any provision hereof or of any of the Credit Agreement documents at the time of performance of such provision shall be due, shall involve transcending the limit of such validity prescribed by applicable law (law, then the “Maximum Rate”). If any Agent obligation to be fulfilled shall automatically be reduced to the limits of such validity, and if under or from circumstances whatsoever any Lender shall should ever receive as interest in an amount that exceeds which would exceed the Maximum Ratehighest lawful rate, the excess such amount which would be excessive interest shall be applied to the principal reduction of the Loans or, if it exceeds such unpaid principal, refunded principal balance evidenced hereby and not to the Borrowerpayment of interest. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments This provision shall control every other provision of all agreements between each Borrower and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereundereach Lender.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan [Intentionally Deleted]. (b) The Overnight Rate Loans shall bear interest on the unpaid principal amount thereof at a rate per annum equal to the Overnight Rate plus the relevant Applicable Margin. (c) The Revolving Loans shall bear interest for each day during each Peso Interest Period with respect thereto for such Revolving Loans on the unpaid principal amount thereof at a rate per annum equal to the Eurodollar TIIE Rate determined for such day Peso Interest Period plus the relevant Applicable Margin. (bd) Each Base The Borrowers hereby agree that the interest rates for the TIIE Rate Loan Loans shall bear interest at a rate per annum equal vary based on changes in the TIIE Rate in the manner described herein and consents to the Base Rate plus the Applicable Marginsuch adjustments, with such notices as is required in accordance herewith. (ce) If Upon the occurrence and during the continuance of an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum equal to (i) in the case of the Loans7.1, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions principal amount of this Section plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate all Revolving Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuing. (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person mayand, to the extent permitted by applicable law, any overdue interest payments on the Revolving Loans or any overdue fees or other amounts owed hereunder, shall thereafter bear interest (iincluding post-petition interest, fees or expenses in any Insolvency Proceeding (including any such interest, fees or expenses which, but for the filing of a petition in bankruptcy, would have accrued, whether or not a claim is allowed for such interest in the related Insolvency Proceeding)) characterize any payment payable on demand at a rate that is not principal 2% per annum in excess of the rate otherwise payable hereunder applicable to the Overnight Rate Loans or the TIIE Rate Loans, as an expense, fee, applicable. Payment or premium rather than interest, (ii) exclude voluntary prepayments and acceptance of the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount increased rate of interest throughout provided for in this Section 2.5(e) is not a permitted alternative to timely payment and full compliance with the contemplated term covenants hereunder and shall not constitute a waiver of any Default or Event of Default or otherwise prejudice or limit any rights or remedies of Administrative Agent or any Lender. (f) Except as otherwise provided in paragraph (e) of this Section 2.5, interest on each TIIE Rate Loan shall be payable in arrears on each Peso Interest Payment Date; and interest on each Overnight Rate Loan shall be payable in arrears on the Obligations hereunderfirst day of each calendar quarter. (g) [Intentionally Deleted].

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable MarginMargin plus the PIK Rate, provided that, subject to Section 2.13(e), interest accruing and payable to each Lender based on the PIK Rate shall be deemed to be a term loan (a "PIK Term Loan") made by such Lender to the Borrower on each Interest Payment Date pursuant to Section 2.2(b) in an amount equal to the PIK Rate multiplied by the outstanding Eurodollar Loans of such Lender. (b) Each Base Rate Loan shall bear interest at a rate per annum equal to the Base Rate plus the Applicable MarginMargin plus the PIK Rate, provided that, subject to Section 2.13(e), interest accruing and payable to each Lender based on the PIK Rate shall be deemed to be a PIK Term Loan made by such Lender to the Borrower on each Interest Payment Date pursuant to Section 2.2(b) in an amount equal to the PIK Rate multiplied by the outstanding Base Rate Loans of such Lender. (ci) If an Event all or a portion of Default under Section 9.1(athe principal amount of any Loan shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), all outstanding Loans (whether or not overdue) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum that is equal to (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, 2% and (ii) in if all or a portion of any interest payable on any Loan or any commitment fee or other amount payable hereunder shall not be paid when due (whether at the case of Reimbursement Obligationsstated maturity, by acceleration or otherwise), such overdue amount shall bear interest at a rate per annum equal to the non-default rate then applicable to Base Rate Loans under the Revolving relevant Facility plus 2.002% and (iii) or, in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Credit Facility plus 2.002%), in each case case, with respect to clauses (i) and (ii) above, from the date of such Event of Default non-payment until such Event of Default amount is no longer continuingpaid in full (after as well as before judgment). (d) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to Upon the contrary contained in any occurrence and during the continuation of an Event of Default, interest payable on each Loan Document, based on the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest PIK Rate after such occurrence and during such continuation shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread payable in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereundercash on each Interest Payment Date.

Interest Rates and Payment Dates. (a) Each Eurodollar Base Rate Loan shall bear interest at a rate per annum equal to the Adjusted Base Rate. (b) Each Revolving Credit Loan that is a LIBOR Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Adjusted LIBOR Rate determined for such day plus the Applicable MarginInterest Period. (bc) Each Base Rate Bid Loan shall bear interest as provided in subsection 2.18. (d) (i) If all or a portion of the principal amount of any Loan or Reimbursement Obligation 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 equal to the Base Rate rate that would otherwise be applicable thereto plus 2%; and (ii) if all or a portion of any interest payable on any Loan or Reimbursement Obligation or any fee or other amount payable hereunder or under any Note or Fee Letter shall not be paid when due (whether at the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuingstated maturity, by acceleration or otherwise), such overdue amounts amount shall bear interest at a rate per annum equal to the Adjusted Base Rate plus 2%; in each case, with respect to clauses (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, and (ii) in the case of Reimbursement Obligationsabove, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default non-payment until such Event of Default amount is no longer continuingpaid in full (as well after as before judgment). (de) Interest on each Revolving Credit Loan and each Swing Line Loan shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (csubsection 2.9(d) of this Section shall be payable on demand. Interest on each Bid Loan shall be payable as set forth in the applicable Bid Note. (f) Nothing contained in this Agreement or in any other Loan Document shall be deemed to establish or require the payment of interest to any Bank at a rate in excess of the maximum rate permitted by applicable law. If the amount of interest payable for the account of any Bank on any interest payment date would exceed the maximum amount permitted by applicable law to be charged by such Bank, the amount of interest payable for its account on such interest payment date shall be automatically reduced to such maximum permissible amount. In the event of any such reduction affecting any Bank, if from time to time thereafter the amount of interest payable for the account of such Bank on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to payment date would be paid under the Loan Documents shall not exceed less than the maximum rate of non-usurious interest amount permitted by applicable law (to be charged by such Bank, then the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout payable for its account on such subsequent interest payment date shall be automatically increased to such maximum permissible amount; provided that at no time shall the contemplated term aggregate amount by which interest paid for the account of any Bank has been increased pursuant to this sentence exceed the Obligations hereunderaggregate amount by which interest paid for its account has theretofore been reduced pursuant to the previous sentence.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable MarginMargin then in effect. (b) Each Base Rate ABR Loan shall bear interest at a rate per annum equal to the Base Rate ABR plus the Applicable MarginMargin then in effect. (c) If an Event all or a portion of Default under Section 9.1(a(i) the principal amount of any Loan, (ii) any interest payable thereon or (iii) any facility fee, utilization fees or other amount payable hereunder shall have occurred and not be continuingpaid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amounts amount shall bear interest at a rate per annum equal to which is (ix) in the case of the Loansoverdue principal, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section subsection plus 2.00%, 2% or (iiy) in the case of Reimbursement Obligationsoverdue interest, facility fees, utilization fees or other amounts, the non-default rate applicable to Base Rate Loans under the Revolving Facility described in paragraph (b) of this subsection plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.002%, in each case from the date of such Event of Default non-payment until such Event of Default amount is no longer continuingpaid in full (as well after as before judgment). (d) Interest Except as otherwise expressly provided herein, interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph (c) of this Section subsection shall be payable from time to time on demand. (e) Notwithstanding anything The Applicable Margin applicable to Eurodollar Loans, the Applicable Margin applicable to ABR Loans, (individually or collectively, the “Applicable Margin”) and the Applicable Facility Fee Rate shall be equal to the contrary contained percentage per annum set forth in any Loan Documentthe appropriate column in the table below, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied relating to the principal Company’s LT Rating by S&P and Xxxxx’x. For purposes of determining the Loans or, if it exceeds such unpaid principal, refunded to Applicable Margin or the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Applicable Facility Fee Rate, such Person may, to the extent permitted by applicable law, (i) characterize if any payment of the Company’s LT Ratings appears in more than one column of the table, the Applicable Margin and the Applicable Facility Fee Rate will be based on the column which includes the higher rating (provided that if the higher rating is not principal as an expensemore than one Level higher, fee, or premium rather than interestthe Level between the two ratings shall apply), (ii) exclude voluntary prepayments if Xxxxx’x or S&P, shall not have in effect a LT Rating (other than because such rating agency shall no longer be in the business of rating corporate debt obligations), then such rating agency will be deemed to have established a LT Rating one level lower than the LT rating of either Xxxxx’x or S&P, as the case may be, that remains in effect, (iii) the Applicable Margin and the effects thereofApplicable Facility Fee Rate shall be subject to adjustment (upwards or downwards, as appropriate), effective as of the date on which S&P or Xxxxx’x announces a rating change which results in a change in the Applicable Margin and the Applicable Facility Fee Rate, and (civ) amortizeif the rating system of either S&P or Xxxxx’x shall change, prorateor if either S&P or Xxxxx’x shall cease to be in the business of rating corporate debt obligations, allocate, amendments shall be negotiated in good faith (and spread shall be effective only upon approval by the Company and the Majority Lenders) to the references to specific ratings in equal the table below to reflect such changed rating system or unequal parts the total amount unavailability of interest throughout the contemplated term of the Obligations hereunder.ratings from such rating agency. S&P-LT Rating A- or better BBB+ BBB BBB- BB+ BB or below Xxxxx’x-LT Rating A3 or better Baal Xxx0 Xxx0 Xx0 Xx0 or below Applicable Eurodollar Margin .625 % .85 % 1.05 % 1.25 % 1.45 % 1.625 % Applicable ABR Margin .00 % .00 % .05 % .25 % .45 % .625 % Applicable Facility Fee Rate .125 % .15 % .20 % .25 % .30 % .375 %

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable MarginMargin in effect for such day. (b) Each Base Rate Loan shall bear interest for each day on which it is outstanding at a rate per annum equal to the Base Rate in effect for such day plus the Applicable MarginMargin in effect for such day. (c) If an Notwithstanding the rates of interest specified in clause (b) above or elsewhere in any Loan Document, effective immediately upon (A) the occurrence of any Event of Default under Section 9.1(aor (B) the delivery of a notice by the Administrative Agent or the Required Lenders to the Borrower during the continuance of any other Event of Default and, in each case, for as long as such Event of Default shall have occurred and be continuing, such overdue amounts the principal balance of all Obligations (including any Obligation that bears interest by reference to the rate applicable to any other Obligation) then due and payable shall bear interest at a rate that is 2% per annum equal in excess of the interest rate applicable to (i) such Obligations from time to time, payable on demand or, in the case absence of demand, on the Loans, the rate date that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuingapplicable. (d) Interest shall be payable in arrears on each Interest Payment Date; provided , PROVIDED that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained set forth in any Loan Documentthis Section 2.9, if a court of competent jurisdiction determines in a final order that the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable payable hereunder exceeds the highest rate of interest permissible under law (the “"MAXIMUM LAWFUL RATE"), then so long as the Maximum Lawful Rate would be so exceeded, the rate of interest payable hereunder shall be equal to the Maximum Lawful Rate”); PROVIDED, HOWEVER, that if at any time thereafter the rate of interest payable hereunder is less than the Maximum Lawful Rate, the Borrower shall continue to pay interest hereunder at the Maximum Lawful Rate until such time as the total interest received by the Lenders is equal to the total interest which would have been received had the interest rate payable hereunder been (but for the operation of this paragraph) the interest rate payable since the Closing Date as otherwise provided in this Agreement. If any Agent or any Lender Thereafter, interest hereunder shall receive be paid at the rate of interest and in an amount that the manner provided in this Section, unless and until the rate of interest again exceeds the Maximum Lawful Rate, and at that time this paragraph shall again apply. In no event shall the total interest received by the Lenders pursuant to the terms hereof exceed the amount which the Lenders could lawfully have received had the interest due hereunder been calculated for the full term hereof at the Maximum Lawful Rate. If, notwithstanding the provisions of this Section 2.9(e), a court of competent jurisdiction shall finally determine that the Lenders have received interest hereunder in excess of the Maximum Lawful Rate, the Lenders shall refund any excess interest shall be applied to the principal Borrower or as a court of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereundercompetent jurisdiction may otherwise order.

Interest Rates and Payment Dates. (a) Each Eurodollar Eurocurrency Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Eurocurrency Rate determined for such day plus the Applicable Margin. (b) Each Base Rate ABR Loan shall bear interest at a rate per annum equal to the Alternate Base Rate plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred Overdue principal, interest, Reimbursement Obligations, commitment fees and be continuing, such overdue other amounts payable hereunder shall bear interest at a rate per annum equal to (i) in the case of payments of overdue principal of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, 2% per annum and (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans any other overdue amounts under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular FacilityLoan Documents, the non-default rate then applicable to Base Rate ABR Loans under the Revolving applicable Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuing2% per annum. (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (ciii) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder. (f) Notwithstanding anything to the contrary contained in the definition of “Interest Period” or elsewhere in this Agreement, (i) each Eurodollar Borrowing of Term Loans existing on the Initial First Amendment Effective Date immediately prior to the 2016 Replacement Term Loan Conversion (each, an “Original Eurodollar Borrowing”) shall, upon the occurrence of the 2016 Replacement Term Loan Conversion, be deemed to be a new Eurodollar Borrowing of 2016 Replacement Term Loans for all purposes of this Agreement, (ii) each such newly-deemed Eurodollar Borrowing of 2016 Replacement Term Loans shall be subject to the same Interest Period (and Adjusted LIBO Rate) as the Original Eurodollar Borrowing to which it relates (as if no new Eurodollar Borrowing had in fact occurred), (iii) 2016 New Replacement Term Loans shall be initially incurred pursuant to a single Borrowing of Eurodollar Loans which shall be added to (and thereafter be deemed to constitute a part of) each such newly-deemed Eurodollar Borrowing of 2016 Replacement Term Loans described in preceding subclause (i) on a pro rata basis (based on the relative sizes of such newly-deemed Eurodollar Borrowings of 2016 Replacement Term Loans), which such Borrowing shall be subject to (x) an Interest Period that commences on the Initial First Amendment Effective Date and ends on the last day of the Interest Period

Interest Rates and Payment Dates. (a) Each Eurodollar (i) Eurocurrency Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Eurocurrency Rate determined for such day plus the Applicable MarginMargin in effect for such day and (ii) BA Equivalent Loan shall bear interest (computed on the basis of the actual number of days elapsed over a year of 365 or 366 days, as applicable) at a rate per annum that shall be equal to the BA Rate, plus the Applicable Margin for BA Equivalent Loans. (b) Each Base ABR Loan (other than a Canadian Facility Revolving Credit Loan made to a Canadian Borrower) shall bear interest for each day that it is outstanding at a rate per annum equal to the ABR for such day plus the Applicable Margin in effect for such day and each ABR Loan that is a Canadian Facility Revolving Credit Loan made to a Canadian Borrower shall bear interest for each day that it is outstanding at a rate per annum equal to the Canadian Prime Rate Loan in effect for such day plus the Applicable Margin in effect for such day. (c) If all or a portion of (i) the principal amount of any Loan, (ii) any interest payable thereon or (iii) any commitment fee, letter of credit commission, letter of credit fee or other amount 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 equal to the Base Rate plus the Applicable Margin. which is (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum equal to (ix) in the case of the Loansoverdue principal, the rate that would otherwise be applicable thereto pursuant to the relevant foregoing provisions of this Section 4.1 plus 2.00%, (iiy) in the case of Reimbursement Obligationsoverdue interest, the non-default rate that would be otherwise applicable to Base Rate Loans under principal of the Revolving Facility related Loan pursuant to the relevant foregoing provisions of this Section 4.1 (other than clause (x) above) plus 2.00% and (iiiz) in the case of, fees, commissions or other amounts, the rate described in paragraph (b) of any such this Section 4.1 for ABR Loans that are Revolving Credit Loans accruing interest at the ABR Rate (or the Canadian Prime Rate in the case of fees, commissions or other amounts that do not relate owing to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility Canadian Borrower) plus 2.00%, in each case from the date of such Event of Default non-payment until such Event of Default amount is no longer continuingpaid in full (as well after as before judgment). (d) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph (c) of this Section 4.1 shall be payable from time to time on demand. (e) It is the intention of the parties hereto to comply strictly with applicable usury laws; accordingly, it is stipulated and agreed that the aggregate of all amounts which constitute interest under applicable usury laws, whether contracted for, charged, taken, reserved, or received, in connection with the indebtedness evidenced by this Agreement or any Notes, or any other document relating or referring hereto or thereto, now or hereafter existing, shall never exceed under any circumstance whatsoever the maximum amount of interest allowed by applicable usury laws. (f) Notwithstanding anything to the contrary contained in this Agreement or in any other Loan Document, solely to the extent that a court of competent jurisdiction finally determines that the calculation or determination of interest paid or agreed any fee payable by the Canadian Borrowers in respect of their obligations pursuant to this Agreement and the other Credit Documents shall be governed by the laws of any province of Canada or the federal laws of Canada: (i) whenever any interest or fee payable by the Canadian Borrowers is calculated using a rate based on a year of 360 days, the rate determined pursuant to such calculation, when expressed as an annual rate, is, for the purposes of the Interest Act (Canada) and disclosure thereunder, equivalent to the applicable rate based on a year of 360 days multiplied by the actual number of days in the applicable calendar year in which such rate is to be ascertained and divided by 360; (ii) if any provision of this Agreement or of any of the other Loan Documents would obligate the Canadian Borrowers to make any payment of interest or other amount payable to any of the Administrative Agent, the Canadian Agent or any Lender under this Agreement or any other Loan Document in an amount or calculated at a rate which would be prohibited by law or would result in a receipt by any of the Administrative Agent, the Canadian Agent or any Lender of interest at a criminal rate (as such terms are construed under the Criminal Code (Canada)) then, notwithstanding such provisions, such amount or rate shall be deemed to have been adjusted with retroactive effect to the maximum amount or rate of interest, as the case may be, as would not be so prohibited by law or so result in a receipt by the Administrative Agent, the Canadian Agent or any Lender of interest at a criminal rate, such adjustment to be effected, to the extent necessary, as follows: (1) firstly, by reducing the amount or rate of interest required to be paid to the Administrative Agent, the Canadian Agent or any Lender under this Section 4.1, and (2) thereafter, by reducing any fees, commissions, premiums and other amounts required to be paid to the Loan Documents shall not exceed Administrative Agent, the maximum rate Canadian Agent or any Lender which would constitute “interest” for purposes of non-usurious interest permitted by applicable law Section 347 of the Criminal Code (the “Maximum Rate”Canada). If any Notwithstanding the foregoing, and after giving effect to all adjustments contemplated thereby, if the Administrative Agent, the Canadian Agent or any Lender shall receive interest have received an amount in excess of the maximum permitted by that Section of the Criminal Code (Canada), the Canadian Borrowers shall be entitled, by notice in writing to the applicable Administrative Agent, Canadian Agent or Lender, to obtain reimbursement from such party in an amount that exceeds the Maximum Rateequal to such excess and, the excess interest pending such reimbursement, such amount shall be applied deemed to be an amount payable by the applicable Administrative Agent, Canadian Agent or Lender to the principal Canadian Borrowers. Any amount or rate of interest referred to in this Section 4.1(f) shall be determined in accordance with generally accepted actuarial practices and principles as an effective annual rate of interest over the term that the applicable loan remains outstanding on the assumption that any charges, fees or expenses that fall within the meaning of “interest” (as defined in the Criminal Code (Canada)) and, in the event of a dispute, a certificate of a Fellow of the Loans or, if it exceeds Canadian Institute of Actuaries appointed by the Canadian Agent shall be conclusive for the purposes of such unpaid principal, refunded determination; and (iii) all calculations of interest payable by the Canadian Borrowers under this Agreement or any other Loan Document are to be made on the basis of the nominal interest rate described herein and therein and not on the basis of effective yearly rates or on any other basis which gives effect to the Borrowerprinciple of deemed reinvestment of interest which principle does not apply to any interest calculated under this Agreement or any Loan Document. In determining whether The parties hereto acknowledge that there is a material difference between the stated nominal interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments rates and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount effective yearly rates of interest throughout and that they are capable of making the contemplated term calculations required to determine such effective yearly rates of the Obligations hereunderinterest.

Interest Rates and Payment Dates. (a) Each Eurodollar Revolving Credit Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable Margin. (b) Each Base Rate ABR Loan shall bear interest at a rate per annum equal to the Alternate Base Rate plus the Applicable Margin. (ci) If an Event of Default under Each Eurodollar Competitive Loan shall bear interest for each day during the Competitive Loan Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus (or minus, as the case may be) the Margin offered by the Lender making such Loan and accepted by the Company pursuant to Section 9.1(a2.3, (ii) shall have occurred and be continuing, such overdue amounts each Fixed Rate Competitive Loan shall bear interest at a rate per annum equal to (i) in the case fixed rate of interest offered by the Loans, Lender making such Loan and accepted by the rate that would otherwise be applicable thereto Company pursuant to the foregoing provisions of this Section plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% 2.3 and (iii) each Fronted Loan shall bear interest for each day during each Interest Period with respect thereto (or, if there is no Interest Period with respect thereto, for each day such Loan is outstanding) at a rate per annum equal to the applicable Cost of Funds determined for such day. (d) During the continuation of any Event of Default pursuant to Section 8(a), the relevant Borrower shall pay, on demand, interest (after as well as before judgment to the extent permitted by law) on (i) the principal amount of all outstanding Loans at a rate per annum equal to the rate of interest otherwise applicable in respect of such Loans pursuant to Section 2.11(a), (b), or (c) as the case of any such may be, plus 2% and (ii) to the extent permitted by applicable law, all interest and other amounts that do not relate due and unpaid hereunder, at a rate per annum equal to a particular Facilitythe Alternate Base Rate plus the Applicable Margin plus 2%; provided, however, that, on and after the non-default rate then expiration of the Interest Period or the maturity date applicable to Base Rate Loans under the any Eurodollar Revolving Facility plus 2.00%Credit Loan, in each case from Competitive Loan or Fronted Loan outstanding on the date of occurrence of such Event of Default until Default, the principal amount of such Loan shall, during the continuation of such Event of Default is no longer continuingDefault, bear interest at a rate per annum equal to the Alternate Base Rate plus the Applicable Margin plus 2%. (de) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (cd) of this Section 2.11 shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Eurocurrency Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Eurocurrency Rate determined for such day plus the Applicable Margin. (b) Each Base Rate ABR Loan shall bear interest at a rate per annum equal to the Alternate Base Rate plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred Overdue principal, interest, Reimbursement Obligations, commitment fees and be continuing, such overdue other amounts payable hereunder shall bear interest at a rate per annum equal to (i) in the case of payments of overdue principal of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, 2% per annum and (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans any other overdue amounts under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular FacilityLoan Documents, the non-default rate then applicable to Base Rate ABR Loans under the Revolving applicable Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuing2% per annum. (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (ciii) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder. (f) Notwithstanding anything to the contrary contained in the definition of “Interest Period” or elsewhere in this Agreement, (i) each Eurodollar Borrowing of Term Loans existing on the Initial First Amendment Effective Date immediately prior to the 2016 Replacement Term Loan Conversion (each, an “Original Eurodollar Borrowing”) shall, upon the occurrence of the 2016 Replacement Term Loan Conversion, be deemed to be a new Eurodollar Borrowing of 2016 Replacement Term Loans for all purposes of this Agreement, (ii) each such newly-deemed Eurodollar Borrowing of 2016 Replacement Term Loans shall be subject to the same Interest Period (and Adjusted LIBO Rate) as the Original Eurodollar Borrowing to which it relates (as if no new Eurodollar Borrowing had in fact occurred), (iii) 2016 New Replacement Term Loans shall be initially incurred pursuant to a single Borrowing of Eurodollar Loans which shall be added to (and thereafter be deemed to constitute a part of) each such newly-deemed Eurodollar Borrowing of 2016 Replacement Term Loans described in preceding subclause (i) on a pro rata basis (based on the relative sizes of such newly-deemed Eurodollar Borrowings of 2016 Replacement Term Loans), which such Borrowing shall be subject to (x) an Interest Period that commences on the Initial First Amendment Effective Date

Interest Rates and Payment Dates. (a) Each Eurodollar SOFR Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to (i) the Eurodollar Adjusted Term SOFR Rate determined for such day plus (ii) the Applicable Margin. (b) Each Base Rate Loan shall bear interest at a rate per annum equal to the Base Rate plus the Applicable Margin. (cincluding any Swingline Loan) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum equal to (i) the Base Rate plus (ii) the Applicable Margin. (c) If requested by Required Lenders in writing during the case continuance of the Loansan Event of Default (or, if an Event of Default under Section 8.1(f) shall have occurred, automatically), all outstanding Loans and other amounts hereunder shall bear interest at a rate per annum equal to the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%% (the “Default Rate”), provided that for any SOFR Loan denominated in an Alternative Currency that is not redenominated into Dollars at the end of the applicable Interest Period, the Default Rate for such Loans shall be a rate per annum equal to the sum of (i) the Applicable Margin for SOFR Loans plus (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility two percent (2%) plus 2.00% and (iii) the rate of interest per annum as determined by the Administrative Agent (rounded upwards, if necessary, to the next higher 1/100,000 of 1%) at which overnight or weekend deposits (or, if such amount due remains unpaid more than three Business Days, then for such other period of time not longer than one month as the Administrative Agent may determine) of the relevant Alternative Currency for delivery in immediately available and freely transferable funds would be offered by the Administrative Agent to major banks in the case interbank market upon request of such major banks for the applicable period as determined above and in an amount comparable to the unpaid principal amount of any such other amounts SOFR Loan (or, if the Administrative Agent is not placing deposits in such currency in the interbank market, then the Administrative Agent’s cost of funds in such currency for such period); provided further that do not relate the Default Rate shall apply to a particular Facility, all outstanding Loans automatically and without any Required Lender notice thereof upon the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date occurrence of such any Event of Default until such arising under Section 8.1(a) or Section 8.1(f); and provided further, that the Default Rate shall be automatically suspended when any Event of Default is no longer continuingwaived. (d) Interest on the outstanding principal amount of each Loan shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (cSection 2.10(c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan Loans shall bear interest for each day during each Interest Period with respect thereto applicable thereto, commencing on (and including) the first day of such Interest Period to, but excluding, the last day of such Interest Period, on the unpaid principal amount thereof at a rate per annum equal to the Eurodollar Rate determined for such day Interest Period plus the Applicable Margin. (b) Each Alternate Base Rate Loan Loans shall bear interest for the period from and including the date such Loans are made to, but excluding, the maturity date thereof, or to, but excluding, the conversion date if such Loans are earlier converted into Eurodollar Loans on the unpaid principal amount thereof at a rate per annum equal to the Alternate Base Rate plus the Applicable Margin. (c) If all or a portion of (i) the principal amount of any of the Loans or (ii) any interest payable thereon shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), such Loan, if a Eurodollar Loan, shall be converted into an Event Alternate Base Rate Loan at the end of Default the then-current Interest Period for said Eurodollar Loan (which conversion shall occur automatically and without need for compliance with the conditions for conversion set forth in subsection 5.2), and any such overdue amount shall, without limiting the rights of the Lenders under Section 9.1(a10, bear interest (which shall be payable on demand) shall have occurred and be continuingat a rate per annum which is 2% plus the Alternate Base Rate plus the Applicable Margin (or, in the case of a Eurodollar Loan, the Eurodollar Rate for the Interest Period plus the Applicable Margin plus 2%) provided that if any Loan comes due during an Interest Period, then for the remainder of such overdue Interest Period such unpaid amounts in respect thereof shall bear interest at a rate per annum equal to (i) which is 2% in the case excess of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iiisuch borrowings) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default non-payment until such Event of Default is no longer continuingpaid in full (as well after as before judgment). (d) Interest Except as otherwise expressly provided for in this subsection 5.5, interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable Margin. (b) Each Base Rate Loan shall bear interest at a rate per annum equal to the Base Rate plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue Overdue amounts shall bear interest at a rate per annum equal to (i) in the case of the LoansLoans (including, overdue payments of principal and interest), the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, % and (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facilityamounts, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date payment of such Event of Default amount was due until such Event of Default is no longer continuingpaid in full. (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest nonusuriousinterest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (ciii) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. Borrower shall pay interest to Administrative Agent for the account of each Lender on the outstanding and unpaid principal amount of that Lender's Loans made under this Agreement at a rate per annum as follows: (a) Each For each ABR Loan, at a rate equal to the sum of the Adjusted Base Rate in effect from day to day plus the Applicable Margin, PROVIDED THAT in no event will the rate charged hereunder or under any Note exceed the Maximum Lawful Rate. Interest which accrues on each ABR Loan shall be payable in arrears on the first day of January, April, July, and October of each year. (b) For each Eurodollar Loan, for the Interest Period applicable thereto, at a rate equal to the sum of the Eurodollar Rate plus the Applicable Margin, PROVIDED THAT in no event will the rate charged hereunder or under any Note exceed the Maximum Lawful Rate. Interest which accrues on each Eurodollar Loan shall be payable in arrears on the expiration of each applicable Interest Period and, in the case of any Eurodollar Loan with an Interest Period of longer than three months, at the expiration of each three-month period during such Interest Period. (c) Administrative Agent shall determine each interest rate applicable to the Loans in accordance with the terms hereof. Administrative Agent shall promptly notify Borrower and Lenders of each rate of interest so determined, and its determination thereof shall be conclusive in the absence of manifest error. (d) Notwithstanding the foregoing, if at any time the rate of interest calculated with reference to the Adjusted Base Rate or the Eurodollar Rate hereunder (the "CONTRACT RATE") is limited to the Maximum Lawful Rate, any subsequent reductions in the contract rate shall not reduce the rate of interest on the affected Loan below the Maximum Lawful Rate until the total amount of interest accrued equals the amount of interest which would have accrued if the contract rate had at all times been in effect. In the event that at maturity (stated or by acceleration), or at final payment of a Note, the total amount of interest paid or accrued on such Note is less than the amount of interest which would have accrued if the contract rate had at all times been in effect with respect thereto, then at that time, to the extent permitted by law, Borrower shall pay to the holder of the Note an amount equal to the difference between (i) the lesser of the amount of interest which would have accrued if the contract rate had at all times been in effect and the amount of interest which would have accrued if the Maximum Lawful Rate had at all times been in effect, and (ii) the amount of interest actually paid on such Note. (e) Any change in the interest rate on a Loan resulting from a change in the Adjusted Base Rate or the Eurodollar Reserve Percentage shall be effective as of the opening of business on the Business Day on which the change becomes effective. Interest on the unpaid principal of (i) each Eurodollar Loan shall be calculated on the basis of the actual days elapsed in a year consisting of 360 days (except to the extent that such calculation would result in a usurious rate, in which case a year consisting of 365 or 366 days, as the case may be, shall be used), and (ii) each ABR Loan shall be calculated on the basis of the actual days elapsed in a year consisting of 365 days or 366 days, as the case may be. (f) Any overdue principal of and, to the extent permitted by law, overdue interest on any Loan (after giving effect to all grace periods) shall bear interest payable on demand, for each day during each Interest Period with respect thereto until paid at a rate per annum equal to the Eurodollar Rate determined for such day plus lesser of (i) the Applicable Margin. (b) Each Base Rate Loan shall bear interest at a rate per annum equal to sum of the Adjusted Base Rate plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred 2% and be continuing, such overdue amounts shall bear interest at a rate per annum equal to (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuing. (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Lawful Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar (i) Eurocurrency Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Eurocurrency Rate determined for such day plus the Applicable MarginMargin in effect for such day and (ii) BA Equivalent Loan shall bear interest (computed on the basis of the actual number of days elapsed over a year of 365 or 366 days, as applicable) at a rate per annum that shall be equal to the BA Rate, plus the Applicable Margin for BA Equivalent Loans. (b) Each Base ABR Loan (other than a Canadian Facility Revolving Credit Loan made to a Canadian Borrower) shall bear interest for each day that it is outstanding at a rate per annum equal to the ABR for such day plus the Applicable Margin in effect for such day and each ABR Loan that is a Canadian Facility Revolving Credit Loan made to a Canadian Borrower shall bear interest for each day that it is outstanding at a rate per annum equal to the Canadian Prime Rate Loan in effect for such day plus the Applicable Margin in effect for such day. (c) If all or a portion of (i) the principal amount of any Loan, (ii) any interest payable thereon or (iii) any commitment fee, letter of credit commission, letter of credit fee or other amount 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 equal to the Base Rate plus the Applicable Margin. which is (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum equal to (ix) in the case of the Loansoverdue principal, the rate that would otherwise be applicable thereto pursuant to the relevant foregoing provisions of this Section subsection plus 2.00%, (iiy) in the case of Reimbursement Obligationsoverdue interest, the non-default rate that would be otherwise applicable to Base Rate Loans under principal of the Revolving Facility related Loan pursuant to the relevant foregoing provisions of this subsection (other than clause (x) above) plus 2.00% and (iiiz) in the case of, fees, commissions or other amounts, the rate described in paragraph (b) of any such other amounts this subsection for ABR Loans that do not relate are Revolving Credit Loans accruing interest at the ABR Rate (or the Canadian Prime Rate in the case of Canadian Facility Revolving Credit Loans made to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility Canadian Borrower) plus 2.00%, in each case from the date of such Event of Default non-payment until such Event of Default amount is no longer continuingpaid in full (as well after as before judgment). (d) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph (c) of this Section subsection shall be payable from time to time on demand. (e) It is the intention of the parties hereto to comply strictly with applicable usury laws; accordingly, it is stipulated and agreed that the aggregate of all amounts which constitute interest under applicable usury laws, whether contracted for, charged, taken, reserved, or received, in connection with the indebtedness evidenced by this Agreement or any Notes, or any other document relating or referring hereto or thereto, now or hereafter existing, shall never exceed under any circumstance whatsoever the maximum amount of interest allowed by applicable usury laws. (f) Notwithstanding anything to the contrary contained in this Agreement or in any other Loan Document, solely to the extent that a court of competent jurisdiction finally determines that the calculation or determination of interest paid or agreed any fee payable by the Canadian Borrowers in respect of their obligations pursuant to this Agreement and the other Credit Documents shall be governed by the laws of any province of Canada or the federal laws of Canada: (i) whenever any interest or fee payable by the Canadian Borrowers is calculated using a rate based on a year of 360 days, the rate determined pursuant to such calculation, when expressed as an annual rate, is, for the purposes of the Interest Act (Canada) and disclosure thereunder, equivalent to the applicable rate based on a year of 360 days multiplied by the actual number of days in the applicable calendar year in which such rate is to be ascertained and divided by 360; (ii) if any provision of this Agreement or of any of the other Loan Documents would obligate the Canadian Borrowers to make any payment of interest or other amount payable to any of the Administrative Agent, the Canadian Agent or any Lender under this Agreement or any other Loan Document in an amount or calculated at a rate which would be prohibited by law or would result in a receipt by any of the Administrative Agent, the Canadian Agent or any Lender of interest at a criminal rate (as such terms are construed under the Criminal Code (Canada)) then, notwithstanding such provisions, such amount or rate shall be deemed to have been adjusted with retroactive effect to the maximum amount or rate of interest, as the case may be, as would not be so prohibited by law or so result in a receipt by the Administrative Agent, the Canadian Agent or any Lender of interest at a criminal rate, such adjustment to be effected, to the extent necessary, as follows: (1) firstly, by reducing the amount or rate of interest required to be paid to the Administrative Agent, the Canadian Agent or any Lender under this subsection 4.1, and (2) thereafter, by reducing any fees, commissions, premiums and other amounts required to be paid to the Loan Documents shall not exceed Administrative Agent, the maximum rate Canadian Agent or any Lender which would constitute “interest” for purposes of non-usurious interest permitted by applicable law Section 347 of the Criminal Code (the “Maximum Rate”Canada). If any Notwithstanding the foregoing, and after giving effect to all adjustments contemplated thereby, if the Administrative Agent, the Canadian Agent or any Lender shall receive interest have received an amount in excess of the maximum permitted by that Section of the Criminal Code (Canada), the Canadian Borrowers shall be entitled, by notice in writing to the applicable Administrative Agent, Canadian Agent or Lender, to obtain reimbursement from such party in an amount that exceeds the Maximum Rateequal to such excess and, the excess interest pending such reimbursement, such amount shall be applied deemed to be an amount payable by the applicable Administrative Agent, Canadian Agent or Lender to the principal Canadian Borrowers. Any amount or rate of interest referred to in this subsection 4.1(b) shall be determined in accordance with generally accepted actuarial practices and principles as an effective annual rate of interest over the term that the applicable loan remains outstanding on the assumption that any charges, fees or expenses that fall within the meaning of “interest” (as defined in the Criminal Code (Canada)) and, in the event of a dispute, a certificate of a Fellow of the Loans or, if it exceeds Canadian Institute of Actuaries appointed by the Canadian Agent shall be conclusive for the purposes of such unpaid principal, refunded determination; and (iii) all calculations of interest payable by the Canadian Borrowers under this Agreement or any other Loan Document are to be made on the basis of the nominal interest rate described herein and therein and not on the basis of effective yearly rates or on any other basis which gives effect to the Borrowerprinciple of deemed reinvestment of interest which principle does not apply to any interest calculated under this Agreement or any Loan Document. In determining whether The parties hereto acknowledge that there is a material difference between the stated nominal interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments rates and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount effective yearly rates of interest throughout and that they are capable of making the contemplated term calculations required to determine such effective yearly rates of the Obligations hereunderinterest.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable Margin. (b) Each Base Rate Loan shall bear interest at a rate per annum equal to the Base Rate plus the Applicable Margin. (c) Each Fronted Offshore Revolving Credit Loan shall bear interest for each day during each Interest Period with respect thereto (or, if there is no Interest Period with respect thereto, for each day such Loan is outstanding) at a rate per annum equal to the applicable Cost of Funds determined for such day. (i) If an Event all or a portion of Default under Section 9.1(athe principal amount of any Loan or Reimbursement Obligation shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), all outstanding Loans and Reimbursement Obligations (whether or not overdue) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum which is equal to (ix) in the case of the principal of Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section 5.7 plus 2.00%, 2% or (iiy) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Credit Facility plus 2.00% 2%, and (iiiii) if all or a portion of any interest payable on any Loan or Reimbursement Obligation or any commitment fee, participation fee, or other amount 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 equal to (x) in the case of amounts denominated in Dollars, the rate applicable to Base Rate Loans under the relevant Facility plus 2% (or, in the case of any such other amounts that do not relate to a particular Facility, the nonBase Rate plus 3-default rate then 3/4%) and (y) in the case of amounts denominated in an Offshore Currency, the Cost of Funds determined by the Administrative Agent in respect of such Offshore Currency plus the Applicable Margin applicable to Base Rate Loans under the Revolving Credit Facility plus 2.002%, in each case case, with respect to clauses (i) and (ii) above, from the date of such Event of Default non-payment until such Event of Default amount is no longer continuingpaid in full (as well after as before judgment). (de) Interest shall be payable by the relevant Borrower in arrears on each Interest Payment Date; Date and on the Revolving Credit Termination Date (in the case of the Revolving Credit Loans and the Fronted Offshore Revolving Credit Loans) and the date of the final installment of principal of the Term Loans, provided that interest accruing pursuant to paragraph (cd) of this Section 5.7 shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar (i) Eurocurrency Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Eurocurrency Rate determined for such day plus the Applicable MarginMargin in effect for such day with respect to such Loan and (ii) BA Equivalent Loans shall bear interest (computed on the basis of the actual number of days elapsed over a year of 365 or 366 days, as applicable) at a rate per annum that shall be equal to the BA Rate, plus the Applicable Margin for BA Equivalent Loans. (b) Each Base ABR Loan denominated in Dollars shall bear interest for each day that it is outstanding at a rate per annum equal to the ABR in effect for such day plus the Applicable Margin in effect for such day and eachwith respect to such Loan. Each ABR Loan denominated in Canadian Dollars shall bear interest for each day that it is outstanding at a rate per annum equal to the Canadian Prime Rate Loan in effect for such day plus the Applicable Margin in effect for such day. with respect to such Loan. (c) If all or a portion of (i) the principal amount of any Loan, (ii) any interest payable thereon or (iii) any commitment fee, letter of credit commission, letter of credit fee or other amount 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 equal to the Base Rate plus the Applicable Margin. which is (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum equal to (iw) in the case of the Loansoverdue principal, the rate that would otherwise be applicable thereto pursuant to the relevant foregoing provisions of this Section subsection 4.1 plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iiix) in the case of any Reimbursement Obligation, at the rate applicable under subsection 3.5 without giving effect to the proviso thereto plus 2.00%, (y) in the case of overdue interest, the rate that would be otherwise applicable to principal of the related Loan or Reimbursement Obligation pursuant to the relevant foregoing provisions of this subsection 4.1 (other than clauses (w) and (x) above) plus 2.00% and (z) in the case of any other amountsamount, the rate described in paragraph (b) of this subsection 4.1 for ABR Loans that arethat would otherwise be applicable thereto if such other amounts that do not relate to amount had been borrowed as a particular Facility, Revolving Credit LoansLoan accruing interest at the non-default rate then applicable to Base ABR (or the Canadian Prime Rate in the case of Canadian Facility Revolving Credit Loans under the Revolving Facility denominated in Canadian Dollars) plus 2.00%, in each case from the date of such Event of Default non-payment until such Event of Default amount is no longer continuingpaid in full (after as well as before judgment). (d) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing pursuant to paragraph (c) of this Section subsection 4.1 shall be payable from time to time on demand. (e) Notwithstanding anything to It is the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal intention of the Loans orparties hereto to comply strictly with applicable usury laws; accordingly, if it exceeds such unpaid principalis stipulated and agreed that the aggregate of all amounts which constitute interest under applicable usury laws, refunded to the Borrower. In determining whether the interest contracted for, charged, taken, reserved, or received received, in connection with the indebtedness evidenced by this Agreement or any Notes, or any other document relating or referring hereto or thereto, now or hereafter existing, shall never exceed under any circumstance whatsoever the maximum amount of interest allowed by applicable usury laws. (f) Any provision of this Agreement that would oblige a Canadian Loan Party to pay any fine, penalty or rate of interest on any arrears of principal or interest secured by a mortgage on real property or hypothec on immovables that has the effect of increasing the charge on arrears beyond the rate of interest payable on principal money not in arrears shall not apply to such Canadian Loan Party, which shall be required to pay interest on money in arrears at the same rate of interest payable on principal money not in arrears. (g) If any provision of this Agreement would oblige a Canadian Loan Party to make any payment of interest or other amount payable to any Secured Party in an Agent amount or calculated at a rate which would be prohibited by law or would result in a receipt by that Lender exceeds of “interest” at a “criminal rate” (as such terms are construed under the Maximum RateCriminal Code (Canada)), then, notwithstanding such provision, such Person mayamount or rate shall be deemed to have been adjusted with retroactive effect to the maximum amount or rate of interest, as the case may be, as would not be so prohibited by applicable law or so result in a receipt by that Canadian Loan Party of “interest” at a “criminal rate”, such adjustment to be effected, to the extent permitted by applicable lawnecessary (but only to the extent necessary), as follows: (i) characterize any payment that is not principal as an expensefirst, fee, by reducing the amount or premium rather than rate of interest, ; and (ii) exclude voluntary prepayments thereafter, by reducing any fees, commissions, costs, expenses, premiums and other amounts required to be paid which would constitute interest for purposes of section 347 of the effects thereofCriminal Code (Canada). (h) Whenever interest or fees payable by a Canadian Loan Party is calculated on the basis of a period which is less than the actual number of days in a calendar year, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount each rate of interest throughout and fee determined pursuant to such calculation is, for the contemplated term purpose of the Obligations hereunderInterest Act (Canada), equivalent to such rate multiplied by the actual number of days in the calendar year in which such rate is to be ascertained and divided by the number of days used as the basis of such calculation.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable Margin. (b) Each Base Rate Loan shall bear interest at a rate per annum equal to the Base Rate plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue at the election of the Required Lenders, all outstanding Loans, Reimbursement Obligations, commitment fees and other amounts payable hereunder (whether or not overdue) shall bear interest at a rate per annum equal to (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.002%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.002% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.002%, in each case from the date of such Event of Default election until such Event of Default is no longer continuing; provided that the foregoing interest rate shall apply automatically, without any election of the Required Lenders, in the case of any Event of Default under Section 9.1(a) or (f). (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder. (f) Notwithstanding anything to the contrary contained in any Loan Document, all interest rate calculations for all periods prior to the Amendment No. 5 Effective Date shall be made in accordance with the Existing Credit Agreement.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable Margin. (b) Each Base Rate Loan shall bear interest at a rate per annum equal to the Base Rate plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts The Term Loans shall bear interest at a rate per annum equal to (i) from the Closing Date until the Conversion Date, 16% per annum; provided, however that the Borrower shall only be required to pay in cash interest at a rate of 12% per annum (the case “Minimum Interest Payment”), and any interest that has accrued on the Term Loans in excess of the Minimum Interest Payment that is not paid by the Borrower (the “Excess Unpaid Interest”) shall be capitalized and added to the then unpaid principal amount of the Term Loans on each applicable Payment Date, and (ii) from and after the Conversion Date, 8.5% per annum, payable in cash. If the Borrower elects to pay any accrued interest in excess of the Minimum Interest Payment on any Payment Date, the Borrower shall provide notice to the Administrative Agent specifying the additional accrued interest to be paid on such Payment Date not less than thirty (30) days prior to such Payment Date; provided, however, that upon delivery of such notice, the Borrower shall be obligated to pay such accrued interest in cash on such Payment Date. (i) If all or a portion of the principal amount of the Term Loans, any interest payable thereon (other than any Excess Unpaid Interest) or any fee or other amount payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration or otherwise), the entire outstanding amount of the Term Loans (whether or not overdue) (to the extent legally permitted) shall bear interest at a rate per annum that is equal to the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, 2% (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%“Default Rate”), in each case case, from the date of such Event of Default non-payment until such Event of Default amount is no longer continuingpaid in full (after as well as before judgment). (dc) Interest accrued for each fiscal quarter shall be payable in arrears on each Interest the Payment Date; Date immediately following the end of such fiscal quarter, provided that (i) interest payable on October 5, 2011 shall be the interest that accrued from the Closing Date until September 30, 2011 and (ii) interest accruing pursuant to paragraph (cb) of this Section shall be payable from time to time on demand. (ed) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that Any Obligation which is not principal paid when due shall accrue interest at the Default Rate from the date due until such amount is paid in full (after as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunderwell as before judgment).

Interest Rates and Payment Dates. (a) Each Eurodollar Loan So long as no Event of Default has occurred and is continuing and subject to Section 2.5(b) below, the outstanding principal amount of the Revolving Loans shall bear interest for each interest, computed on the basis of actual days elapsed over a 360-day during each Interest Period year, (i) with respect thereto to the initial $5,000,000 principal amount of Revolving Loans outstanding at any time, at a rate per annum equal of 13%, and (ii) with respect to the Eurodollar Rate determined for such day plus the Applicable Marginall Revolving Loans in excess of $5,000,000 outstanding at any time, at a rate per annum of 15%. (b) Each Base Rate Notwithstanding the rates of interest specified in clause (a) above or elsewhere in any Loan Document, effective immediately upon (i) the occurrence of any Event of Default or (ii) the delivery of a notice by the Administrative Agent or the Required Lenders to the Borrower during the continuance of any other Event of Default and, in each case, for as long as such Event of Default shall be continuing, the principal balance of all Obligations (including any Obligation that bears interest by reference to the rate applicable to any other Obligation) then due and payable shall bear interest at a rate that is 2% per annum equal in excess of the interest rate applicable to such Obligations from time to time, payable on demand or, in the Base Rate plus absence of demand, on the Applicable Margindate that would otherwise be applicable. (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum equal to (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuing. (d) Interest shall be payable in arrears on each Interest Payment Date; provided , PROVIDED that interest accruing pursuant to paragraph (cb) of this Section shall be payable from time to time on demand. (ed) Notwithstanding anything to the contrary contained set forth in any Loan Documentthis Section 2.5, if a court of competent jurisdiction determines in a final order that the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable payable hereunder exceeds the highest rate of interest permissible under law (the “"MAXIMUM LAWFUL RATE"), then so long as the Maximum Lawful Rate would be so exceeded, the rate of interest payable hereunder shall be equal to the Maximum Lawful Rate”); PROVIDED, HOWEVER, that if at any time thereafter the rate of interest payable hereunder is less than the Maximum Lawful Rate, the Borrower shall continue to pay interest hereunder at the Maximum Lawful Rate until such time as the total interest received by the Lenders is equal to the total interest which would have been received had the interest rate payable hereunder been (but for the operation of this paragraph) the interest rate payable since the Closing Date as otherwise provided in this Agreement. If any Agent or any Lender Thereafter, interest hereunder shall receive be paid at the rate of interest and in an amount that the manner provided in this Section, unless and until the rate of interest again exceeds the Maximum Lawful Rate, and at that time this paragraph shall again apply. In no event shall the total interest received by the Lenders pursuant to the terms hereof exceed the amount which the Lenders could lawfully have received had the interest due hereunder been calculated for the full term hereof at the Maximum Lawful Rate. If, notwithstanding the provisions of this Section 2.5(d), a court of competent jurisdiction shall finally determine that the Lenders have received interest hereunder in excess of the Maximum Lawful Rate, the Lenders shall refund any excess interest shall be applied to the principal Borrower or as a court of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereundercompetent jurisdiction may otherwise order.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable Margin. (b) Each Base Rate Loan shall bear interest at a rate per annum equal to the Base Rate plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum equal to (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iiiii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Initial Term Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuing. (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan The Loans shall bear interest, and the Borrower agrees to pay interest for each day during each Interest Period with respect thereto on the Loans, at a rate per annum equal to the Eurodollar Rate determined for such day plus Interest Rate, except upon the Applicable Margin. (b) Each Base Rate Loan shall bear interest at a rate per annum equal to the Base Rate plus the Applicable Margin. (c) If occurrence and continuation of an Event of Default under Section 9.1(a) shall have occurred and be continuing8.1(a), such overdue amounts shall then the Loans will bear interest at a rate per annum equal to (i) in the case of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuingRate. (db) The Cash Component Interest and the Default Cash Component Interest, as applicable, on each Loan shall be due and payable in arrears on each Interest Payment Date applicable thereto and at such other times as may be specified herein. PIK Component Interest and Default PIK Component Interest, as applicable, shall be calculated on each Interest Payment Date and shall be capitalized by adding it to the outstanding principal amount of the Loans on such Interest Payment Date; provided that interest accruing pursuant to paragraph . Interest hereunder shall be due and payable in accordance with the terms hereof before and after judgment and before and after the commencement of any proceeding under any Debtor Relief Law. (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an The outstanding principal amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans ortogether with all other Outstanding Amounts, including all accrued and unpaid interest, shall be due and payable, and paid by the Borrower, on the Maturity Date, provided that, if it exceeds such unpaid principalthe Borrower has not, refunded on or prior to the Borrower. In determining whether the interest contracted forJune 29, charged2009, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, either (i) characterize any payment extended the mandatory redemption date of the Series Z Preferred to a date that is not principal as an expense, fee, on or premium rather than interest, after the date that is seven years and six months after the Closing Date or (ii) exclude voluntary prepayments and redeemed all the effects thereofoutstanding Series Z Preferred with the proceeds of an issuance of Replacement Equity, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout Borrower shall repay the contemplated term remaining outstanding balance of the Obligations hereunderLoans on June 29, 2009, provided, that in the event that the mandatory redemption date of the Series Z Preferred is extended after the date hereof, then the reference to June 29, 2009 shall be deemed to be a reference to the date which is one day prior to the then effective mandatory redemption date of the Series Z Preferred (it being understood, for the avoidance of doubt, that, for purposes of this proviso, any extension of the scheduled redemption date of the Series Z Preferred must be effective and not subject to any conditions (which have not been satisfied) or acceleration provisions).

Interest Rates and Payment Dates. (a) Each Eurodollar Eurocurrency Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Eurocurrency Rate determined for such day plus the Applicable Margin. (b) Each Base Rate ABR Loan shall bear interest at a rate per annum equal to the Alternate Base Rate plus the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred Overdue principal, interest, Reimbursement Obligations, commitment fees and be continuing, such overdue other amounts payable hereunder shall bear interest at a rate per annum equal to (i) in the case of payments of overdue principal of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, 2% per annum and (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans any other overdue amounts under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular FacilityLoan Documents, the non-default rate then applicable to Base Rate ABR Loans under the Revolving applicable Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuing2% per annum. (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (ciii) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder. (f) Notwithstanding anything to the contrary contained in the definition of “Interest Period” or elsewhere in this Agreement, (i) each Eurodollar Borrowing of Term Loans existing on the Initial First Amendment Effective Date immediately prior to the 2016 Replacement Term Loan Conversion (each, an “Original Eurodollar Borrowing”) shall, upon the occurrence of the 2016 Replacement Term Loan Conversion, be deemed to be a new Eurodollar Borrowing of 2016 Replacement Term Loans for all purposes of this Agreement, (ii) each such newly-deemed Eurodollar Borrowing of 2016 Replacement Term Loans shall be subject to the same Interest Period (and Adjusted LIBO Rate) as the Original Eurodollar Borrowing to which it relates (as if no new Eurodollar Borrowing had in fact occurred), (iii) 2016 New Replacement Term Loans shall be initially incurred pursuant to a single Borrowing of Eurodollar Loans which shall be added to (and thereafter be deemed to constitute a part of) each such newly-deemed Eurodollar Borrowing of 2016 Replacement Term Loans described in preceding subclause (i) on a pro rata basis (based on the relative sizes of such newly-deemed Eurodollar Borrowings of 2016 Replacement Term Loans), which such Borrowing shall be subject to (x) an Interest Period that commences on the Initial First Amendment Effective Date and ends on the last day of the Interest Period of the applicable Original Eurodollar Borrowing to which it is added as contemplated above by this clause (iii), and (y) the same Adjusted LIBO Rate applicable to the Original Eurodollar Borrowing to which it is added as contemplated above by this clause (iii), (iv) 2016 Incremental Term Loans shall be initially incurred pursuant to a single Borrowing of Eurodollar Loans which shall be added to (and thereafter be deemed to constitute a part of) each such newly-deemed Eurodollar Borrowing of 2016 Replacement Term Loans described in preceding subclause (i) on a pro rata basis (based on the relative sizes of such newly-deemed Eurodollar Borrowings of 2016 Replacement Term Loans), which such Borrowing shall be subject to (x) an Interest Period that commences on the Initial First Amendment Effective Date and ends on the last day of the Interest Period of the applicable Original Eurodollar Borrowing to which it is added as contemplated above by this clause (iv), and (y) the same Adjusted LIBO Rate applicable to the Original Eurodollar Borrowing to which it is added as contemplated above by this clause (iv) and (v) in connection with the 2016 Replacement Term Loan Conversion, the incurrence of 2016 New Replacement Term Loans pursuant to Section 2.1(b) and the incurrence of 2016 Incremental Term Loans pursuant to Section 2.1(b), the Administrative Agent shall (and is hereby authorized to) take all appropriate actions to ensure that all Lenders with outstanding 2016 Replacement Term Loans (after giving effect to the 2016 Replacement Term Loan Conversion, the incurrence of 2016 New Replacement Term Loans pursuant to Section 2.1(b), the incurrence of 2016 Incremental Term Loans pursuant to Section 2.01(d)(C) and the 2016 Incremental Term Loan Conversion) participate in each newly-deemed Eurodollar Borrowing of 2016 Replacement Term Loans based on their respective pro rata shares. (g) Notwithstanding anything to the contrary contained in the definition of “Interest Period” or elsewhere in this Agreement, (i) each Eurodollar Borrowing of 2016 Replacement Term Loans existing on the Initial Second Amendment Effective Date immediately prior to the 2017 Replacement Term Loan Conversion (each, a “2016 Eurodollar Borrowing”) shall, upon the occurrence of the 2017 Replacement Term Loan Conversion, be deemed to be a new Eurodollar Borrowing of 2017 Replacement Term Loans for all purposes of this Agreement, (ii) each such newly-deemed Eurodollar Borrowing of 2017 Replacement Term Loans shall be subject to the same Interest Period (and Adjusted LIBO Rate) as the 2016 Eurodollar Borrowing to which it relates (as if no new Eurodollar Borrowing had in fact occurred), (iii) 2017 New Replacement Term Loans shall be initially incurred pursuant to a single Borrowing of Eurodollar Loans which shall be added to (and thereafter be deemed to constitute a part of) each such newly-deemed Eurodollar Borrowing of 2017 Replacement Term Loans described in preceding subclause (i) on a pro rata basis (based on the relative sizes of such newly-deemed Eurodollar Borrowings of 2017 Replacement Term Loans), which such Borrowing shall be subject to (x) an Interest Period that commences on the Initial Second Amendment Effective Date and ends on the last day of the Interest Period of the applicable 2016 Eurodollar Borrowing to which it is added as contemplated above by this clause (iii), and (y) the same Adjusted LIBO Rate applicable to the 2016 Eurodollar Borrowing to which it is added as contemplated above by this clause (iii), and (iv) in connection with the 2017 Replacement Term Loan Conversion, the incurrence of 2017 New Replacement Term Loans pursuant to Section 2.1(c), the Administrative Agent shall (and is hereby authorized to) take all appropriate actions to ensure that all 2016 Replacement Lenders with outstanding 2017 Replacement Term Loans (after giving effect to the 2017 Replacement Term Loan Conversion and the incurrence of 2017 New Replacement Term Loans pursuant to Section 2.1(c)) participate in each newly-deemed Eurodollar Borrowing of 2017 Replacement Term Loans based on their respective pro rata shares. (h) Notwithstanding anything to the contrary contained in the definition of “Interest Period” or elsewhere in this Agreement, (i) each Eurodollar Borrowing of 2017 Replacement Term Loans existing on the Subsequent Third Amendment Effective Date immediately prior to the 2017 Replacement Term B-2 Loan Conversion (each, a “2017 Eurodollar Borrowing”) shall, upon the occurrence of the 2017 Replacement Term B-2 Loan Conversion, be deemed to be a new Eurodollar Borrowing of 2017 Replacement Term B-2 Loans for all purposes of this Agreement, (ii) each such newly-deemed Eurodollar Borrowing of 2017 Replacement Term B-2 Loans shall be subject to the same Interest Period (and Adjusted LIBO Rate) as the 2017 Eurodollar Borrowing to which it relates (as if no new Eurodollar Borrowing had in fact occurred), (iii) 2017 New Replacement Term B-2 Loans shall be initially incurred pursuant to a single Borrowing of Eurodollar Loans which shall be added to (and thereafter be deemed to constitute a part of) each such newly-deemed Eurodollar Borrowing of 2017 Replacement Term B-2 Loans described in preceding subclause (i) on a pro rata basis (based on the relative sizes of such newly-deemed Eurodollar Borrowings of 2017 Replacement Term B-2 Loans), which such Borrowing shall be subject to (x) an Interest Period that commences on the Subsequent Third Amendment Effective Date and ends on the last day of the Interest Period of the applicable 2017 Eurodollar Borrowing to which it is added as contemplated above by this clause (iii), and (y) the same Adjusted LIBO Rate applicable to the 2017 Eurodollar Borrowing to which it is added as contemplated above by this clause (iii), and (iv) in connection with the 2017 Replacement Term B-2 Loan Conversion, the incurrence of 2017 New Replacement Term B-2 Loans pursuant to Section 2.1(d), the Administrative Agent shall (and is hereby authorized to) take all appropriate actions to ensure that all 2017 Replacement Lenders with outstanding 2017 Replacement Term B-2 Loans (after giving effect to the 2017 Replacement Term B-2 Loan Conversion and the incurrence of 2017 New Replacement Term B-2 Loans pursuant to Section 2.1(d)) participate in each newly-deemed Eurodollar Borrowing of 2017 Replacement Term B-2 Loans based on their respective pro rata shares.

Interest Rates and Payment Dates. Borrower shall pay interest to Administrative Agent for the account of each Lender on the outstanding and unpaid principal amount of that Lender's Loans made under this Agreement at a rate per annum as follows: (a) Each For each ABR Loan, at a rate equal to the sum of the Adjusted Base Rate in effect from day to day plus the Applicable Margin, PROVIDED THAT in no event will the rate charged hereunder or under any Note exceed the Maximum Lawful Rate. Interest which accrues on each ABR Loan shall be payable in arrears on the first day of January, April, July, and October of each year. (b) For each Eurodollar Loan, for the Interest Period applicable thereto, at a rate equal to the sum of the Eurodollar Rate plus the Applicable Margin, PROVIDED THAT in no event will the rate charged hereunder or under any Note exceed the Maximum Lawful Rate. Interest which accrues on each Eurodollar Loan shall be payable in arrears on the expiration of each applicable Interest Period and, in the case of any Eurodollar Loan with an Interest Period of longer than three months, at the expiration of each three-month period during such Interest Period. (c) Administrative Agent shall determine each interest rate applicable to the Loans in accordance with the terms hereof. Administrative Agent shall promptly notify Borrower and Lenders of each rate of interest so determined, and its determination thereof shall be conclusive in the absence of manifest error. (d) Notwithstanding the foregoing, if at any time the rate of interest calculated with reference to the Adjusted Base Rate or the Eurodollar Rate hereunder (the "CONTRACT RATE") is limited to the Maximum Lawful Rate, any subsequent reductions in the contract rate shall not reduce the rate of interest on the affected Loan below the Maximum Lawful Rate until the total amount of interest accrued equals the amount of interest which would have accrued if the contract rate had at all times been in effect. In the event that at maturity (stated or by acceleration), or at final payment of a Note, the total amount of interest paid or accrued on such Note is less than the amount of interest which would have accrued if the contract rate had at all times been in effect with respect thereto, then at that time, to the extent permitted by law, Borrower shall pay to the holder of the Note an amount equal to the difference between (i) the lesser of the amount of interest which would have accrued if the contract rate had at all times been in effect and the amount of interest which would have accrued if the Maximum Lawful Rate had at all times been in effect, and (ii) the amount of interest actually paid on such Note. (e) Any change in the interest rate on a Loan resulting from a change in the Adjusted Base Rate or the Eurodollar Reserve Percentage shall be effective as of the opening of business on the Business Day on which the change becomes effective. Interest on the unpaid principal of (i) each Eurodollar Loan shall be calculated on the basis of the actual days elapsed in a year consisting of 360 days (except to the extent that such calculation would result in a usurious rate, in which case a year consisting of 365 or 366 days, as the case may be, shall be used), and (ii) each ABR Loan shall be calculated on the basis of the actual days elapsed in a year consisting of 365 days or 366 days, as the case may be. (f) Any overdue principal of and, to the extent permitted by law, overdue interest on any Loan (after giving effect to all grace periods) shall bear interest payable on demand, for each day during each Interest Period with respect thereto until paid at a rate per annum equal to the Eurodollar Rate determined for such day plus lesser of (i) the Applicable Margin. (b) Each Base Rate Loan shall bear interest at a rate per annum equal to sum of the Adjusted Base Rate plus (x) 5% until the Applicable Margin. (c) If an Event of Default under Section 9.1(a) shall have occurred and be continuing, such overdue amounts shall bear interest at a rate per annum equal to (i) in the case occurrence of the Loans, Trigger Event and (y) 2% after the rate that would otherwise be applicable thereto pursuant to occurrence of the foregoing provisions of this Section plus 2.00%, Trigger Event; and (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default until such Event of Default is no longer continuing. (d) Interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Lawful Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal to the Eurodollar Rate determined for such day plus the Applicable Margin. (b) Each Base Rate Initial Loan shall bear interest at a rate per annum equal to 13.5%. (b) Each Rollover Term Loan shall bear interest for each day during the Base Rate period from and including the Initial Maturity Date to, but excluding, the Final Maturity Date or date of exchange for an Exchange Note on the unpaid principal thereof at a rate per annum equal to 13.5% plus the Applicable MarginAdjusted Margin in effect for such day. (c) Notwithstanding the foregoing clause (b), the interest rate borne by the Loans shall not exceed the lesser of (i) 18% per annum and (ii) the maximum interest rate permitted by law. To the extent the interest on any Loan for the period ending on any Interest Payment Date exceeds a rate of 14% per annum, the Company may elect to capitalize such excess interest (or portion thereof) as principal and thereby add such capitalized interest to the principal amount of the applicable Loans. Such interest capitalized as principal and thereby added to the principal amount of the applicable Loans shall be referred to as "PIK INTEREST AMOUNT." If requested by any Lender, the Company shall issue Subsequent Rollover Term Notes in an Event aggregate principal amount equal to such PIK Interest Amount or all or a portion of Default such excess interest to be paid, as the case may be. (d) If all or a portion of (i) the principal amount of any of the Loans, (ii) any interest payable thereon, or (iii) any commitment fee or other amount payable hereunder shall not be paid when due (whether at the stated maturity, by acceleration or otherwise, but taking into account any applicable grace period under Section 9.1(a) shall have occurred and be continuing7(b)), such Loan and any such overdue amounts shall amount shall, without limiting the rights of the Lenders under Section 7, bear interest at a rate per annum equal to which is (ix) in the case of the Loansoverdue principal, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, 2% or (iiy) in the case of Reimbursement Obligationsoverdue interest, commitment fees or other amounts due and payable hereunder, the non-default applicable rate applicable hereunder for any Loan (but without giving effect to Base Rate Loans under the Revolving Facility foregoing clause (x)) plus 2.00% and (iii) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.002%, in each case case, from the date of such Event of Default non-payment until such Event of Default amount is no longer continuingpaid in full. (de) Interest Subject to Section 2.6(c), interest shall be payable in arrears on each Interest Payment Date; provided , the Initial Maturity Date and upon the Final Maturity Date of the Loan in respect of which any such interest is accruing, PROVIDED that interest accruing pursuant to paragraph (cSection 2.6(d) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan Loans shall bear interest for each day during each Interest Period with respect thereto applicable thereto, commencing on (and including) the first day of such Interest Period to, but excluding, the last day of such Interest Period, on the unpaid principal amount thereof at a rate per annum equal to the Eurodollar Rate determined for such day Interest Period plus the Applicable Margin. (b) Each Alternate Base Rate Loan Loans shall bear interest for the period from and including the date such Loans are made to, but excluding, the maturity date thereof, or to, but excluding, the conversion date if such Loans are earlier converted into Eurodollar Loans on the unpaid principal amount thereof at a rate per annum equal to the Alternate Base Rate plus the Applicable Margin. (c) If all or a portion of (i) the principal amount of any of the Loans or (ii) any interest payable thereon shall not be paid when due (whether at the stated maturity, by acceleration or otherwise) such Loan, if a Eurodollar Loan, shall be converted into an Event Alternate Base Rate Loan at the end of Default the then-current Interest Period for said Eurodollar Loan (which conversion shall occur automatically and without need for compliance with the conditions for conversion set forth in subsection 5.2), and any such overdue amount shall, without limiting the rights of the Lenders under Section 9.1(a10, bear interest (which shall be payable on demand) shall have occurred and be continuingat a rate per annum which is 2% plus the Alternate Base Rate plus the Applicable Margin for the respective Tranche of Loans (PROVIDED that if any Loan comes due during an Interest Period, then for the remainder of such overdue Interest Period such unpaid amounts in respect thereof shall bear interest at a rate per annum equal to (i) which is 2% in the case excess of the Loans, the rate that would otherwise be applicable thereto pursuant to the foregoing provisions of this Section plus 2.00%, (ii) in the case of Reimbursement Obligations, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.00% and (iiisuch borrowings) in the case of any such other amounts that do not relate to a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%, in each case from the date of such Event of Default non-payment until such Event of Default is no longer continuingpaid in full (as well after as before judgment). (d) Interest Except as otherwise expressly provided for in this subsection 5.5, interest shall be payable in arrears on each Interest Payment Date; provided that interest accruing pursuant to paragraph (c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (i) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rates and Payment Dates. (a) Each Eurodollar Loan shall bear interest for each day during each Interest Period with respect thereto at a rate per annum equal Subject to the Eurodollar Rate determined for such day plus the Applicable Margin. (b) Each provisions of Section 2.12(c), each Base Rate Loan shall bear interest at a rate per annum (computed on the basis of the actual number of days elapsed over a year of 360 days and twelve 30-day months) equal to the Base Rate plus the Applicable MarginMargin for Base Rate Loans. (b) Subject to the provisions of Section 2.12(c), each Eurodollar Loan shall bear interest (computed on the basis of the actual number of days elapsed over a year of 360 days) at a rate per annum equal to the Eurodollar Rate for the Interest Period in effect for such Eurodollar Loan plus the Applicable Margin for Eurodollar Loans in effect for such Interest Period. (c) If an Event all or a portion of Default under Section 9.1(a(A) the principal amount of any Loan, (B) any interest payable thereon or (C) any commitment fee or other amount payable hereunder shall have occurred and not be continuingpaid when due (whether at the stated maturity, by acceleration or otherwise), such overdue amounts shall amount shall, upon notice to the Borrower from the Agent, bear interest at a rate per annum equal to which is (i1) in the case of the Loansoverdue principal, the rate that otherwise would otherwise be applicable thereto pursuant to the foregoing provisions of this Section subsection plus 2.00%2% per annum or such other lower rate as a court may impose, or (ii2) in the case of Reimbursement Obligationsoverdue interest or fees or other amounts, the non-default rate applicable to Base Rate Loans under the Revolving Facility plus 2.002% and (iii) in the case of any per annum or such other amounts that do not relate to lower rate as a particular Facility, the non-default rate then applicable to Base Rate Loans under the Revolving Facility plus 2.00%court may impose, in each case from the date of such Event of Default nonpayment until such Event of Default amount is paid in full (as well as after, to the extent permitted by law, as before judgment). In no longer continuingevent shall any interest to be paid pursuant to this Agreement exceed the maximum rate permitted by law. (d) Interest shall be payable in arrears on each Interest Payment Date; , provided that interest accruing on overdue amounts pursuant to paragraph (cSection 2.12(c) of this Section shall be payable from time to time on demand. (e) Notwithstanding anything As soon as practicable the Agent shall notify the Borrower and the Lenders of (A) each determination of a Eurodollar Rate and Applicable Margin and (B) the effective date and the amount of each change in the interest rate on a Loan. Each determination of an interest rate by the Agent pursuant to any provision of this Agreement shall be conclusive and binding on the Borrower and the Lenders in the absence of clearly demonstrable error. At the request of the Borrower, the Agent shall deliver to the contrary contained Borrower a statement showing the quotations used by the Agent in determining any Loan Document, the interest paid or agreed rate pursuant to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable law (the “Maximum Rate”Sections 2.12(a). If any Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by an Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable law, (ib) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (ii) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder).