Common use of Lawful Rate Clause in Contracts

Lawful Rate. All agreements between the Company, the Agent and each of the Banks, whether now existing or hereafter arising and whether written or oral, are expressly limited so that in no event whatsoever, whether by reason of demand or acceleration of the maturity of any of the indebtedness hereunder or otherwise, shall the amount contracted for, charged, received, reserved, paid or agreed to be paid to the Agent or each Bank for the use, forbearance, or detention of the funds advanced hereunder or otherwise, or for the performance or payment of any covenant or obligation contained in any Loan Document, exceed the highest lawful rate permissible under applicable law (the “Highest Lawful Rate”), it being the intent of the Company, the Agent and each of the Banks in the execution hereof and of the Loan Documents to contract in strict accordance with any applicable usury laws, if any. If, as a result of any circumstances whatsoever, performance by the Company of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve exceeding the limits of applicable usury laws or result in the Agent or any Bank having or being deemed to have contracted for, charged, reserved or received interest (or amounts deemed to be interest) in excess of the maximum, lawful rate or amount of interest allowed by applicable law to be so contracted for, charged, reserved or received by the Agent or such Bank, then the obligation to be performed by the Company shall be reduced to the legal limit of such performance, and if, from any such circumstance, the Agent or such Bank shall ever receive interest or anything of value which might be deemed interest under applicable law which would exceed the Highest Lawful Rate, such amount which would be unlawful interest shall be refunded to the Company or, if permitted by applicable law and such unlawful interest does not exceed the unpaid principal balance of the Notes and the amounts owing on other obligations of the Company to the Agent or any Bank under any Loan Document such unlawful interest may be applied to the reduction of the principal amount owing on the Notes or the amounts owing on other obligations of the Company to the Agent or any Bank under any Loan Document. All interest paid or agreed to be paid to the Agent or any Bank shall, to the extent permitted by applicable law, be amortized, prorated, allocated, and spread throughout the full period of the indebtedness hereunder until payment in full of the principal of the indebtedness hereunder (including the period of any renewal or extension thereof) so that the interest on account of the indebtedness hereunder for such full period shall not exceed the highest amount permitted by applicable law. This Section 3.7 shall control all agreements between the Company, the Agent and the Banks.

Lawful Rate. All agreements between the Company, the Agent and each of the Banks, whether now existing or hereafter arising and whether written or oral, are expressly limited so that in no contingency or event whatsoever, whether by reason of demand or acceleration of the maturity of any of the indebtedness hereunder or otherwise, shall the amount contracted for, charged, received, reserved, paid or agreed to be paid to the Agent or each Bank for the use, forbearance, or detention of the funds advanced hereunder or otherwise, or for the performance or payment of any covenant or obligation contained in any Loan Documentdocument executed in connection herewith (all such documents being hereinafter collectively referred to as the "CREDIT DOCUMENTS"), exceed the highest lawful rate permissible under applicable law (the “Highest Lawful Rate”"HIGHEST LAWFUL RATE"), it being the intent of the Company, the Agent and each of the Banks in the execution hereof and of the Loan Credit Documents to contract in strict accordance with any applicable usury laws, if any. If, as a result of any circumstances whatsoever, performance fulfillment by the Company of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve exceeding transcending the limits limit of validity prescribed by applicable usury laws law or result in the Agent or any Bank having or being deemed to have contracted for, charged, reserved or received interest (or amounts deemed to be interest) in excess of the maximum, lawful rate or amount of interest allowed by applicable law to be so contracted for, charged, reserved or received by the Agent or such Bank, then then, IPSO FACTO, the obligation to be performed fulfilled by the Company shall be reduced to the legal limit of such performancevalidity, and if, from any such circumstance, the Agent or such Bank shall ever receive interest or anything of value which might be deemed interest under applicable law which would exceed the Highest Lawful Rate, such amount which would be unlawful excessive interest shall be refunded to the Company or, if to the extent (i) permitted by applicable law and (ii) such unlawful excessive interest does not exceed the unpaid principal balance of the Notes and the amounts owing on other obligations of the Company to the Agent or any Bank under any Loan Document such unlawful interest may be applied to the reduction of the principal amount owing on account of the Notes or the amounts owing on other obligations of the Company to the Agent or any Bank under any Loan DocumentDocument and not to the payment of interest. All interest paid or agreed to be paid to the Agent or any Bank shall, to the extent permitted by applicable law, be amortized, prorated, allocated, and spread throughout the full period of the indebtedness hereunder until payment in full of the principal of the indebtedness hereunder (including the period of any renewal or extension thereof) so that the interest on account of the indebtedness hereunder for such full period shall not exceed the highest amount permitted by applicable law. This Section 3.7 paragraph shall control all agreements between the Company, the Agent and the Banks.

Lawful Rate. All agreements between the Company, the Agent and each of the Banks, whether now existing or hereafter arising and whether written or oral, are expressly limited so that in no event whatsoever, whether by reason of demand or acceleration of the maturity of any of the indebtedness hereunder or otherwise, shall the amount contracted for, charged, received, reserved, paid or agreed to be paid to the Agent or each Bank for the use, forbearance, or detention of the funds advanced hereunder or otherwise, or for the performance or payment of any covenant or obligation contained in any Loan Document, exceed the highest lawful rate permissible under applicable law (the “"Highest Lawful Rate”"), it being the intent of the Company, the Agent and each of the Banks in the execution hereof and of the Loan Documents to contract in strict accordance with any applicable usury laws, if any. If, as a result of any circumstances whatsoever, performance by the Company of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve exceeding the limits of applicable usury laws or result in the Agent or any Bank having or being deemed to have contracted for, charged, reserved or received interest (or amounts deemed to be interest) in excess of the maximum, lawful rate or amount of interest allowed by applicable law to be so contracted for, charged, reserved or received by the Agent or such Bank, then the obligation to be performed by the Company shall be reduced to the legal limit of such performance, and if, from any such circumstance, the Agent or such Bank shall ever receive interest or anything of value which might be deemed interest under applicable law which would exceed the Highest Lawful Rate, such amount which would be unlawful interest shall be refunded to the Company or, if permitted by applicable law and such unlawful interest does not exceed the unpaid principal balance of the Notes and the amounts owing on other obligations of the Company to the Agent or any Bank under any Loan Document such unlawful interest may be applied to the reduction of the principal amount owing on the Notes or the amounts owing on other obligations of the Company to the Agent or any Bank under any Loan Document. All interest paid or agreed to be paid to the Agent or any Bank shall, to the extent permitted by applicable law, be amortized, prorated, allocated, and spread throughout the full period of the indebtedness hereunder until payment in full of the principal of the indebtedness hereunder (including the period of any renewal or extension thereof) so that the interest on account of the indebtedness hereunder for such full period shall not exceed the highest amount permitted by applicable law. This Section 3.7 shall control all agreements between the Company, the Agent and the Banks.

Lawful Rate. All agreements between the Company, the Agent and each of the Banks, whether now existing or hereafter arising and whether written or oral, are expressly limited so that in no event whatsoever, whether by reason of demand or acceleration of the maturity of any of the indebtedness hereunder or otherwise, shall the amount contracted for, charged, received, reserved, paid or agreed to be paid to the Agent or each Bank for the use, forbearance, or detention of the funds advanced hereunder or otherwise, or for the performance or payment of any covenant or obligation contained in any Loan Document, exceed the highest lawful rate permissible under applicable law (the “Highest Lawful Rate”), it being the intent of the Company, the Agent and each of the Banks in the execution hereof and of the Loan Documents to contract in strict accordance with any applicable usury laws, if any. If, as a result of any circumstances whatsoever, performance by the Company fulfillment of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve exceeding transcending the limits limit of validity prescribed by applicable usury laws or result in the Agent or any Bank having or being deemed to have contracted forlaw, chargedthen, reserved or received interest (or amounts deemed to be interest) in excess of the maximumipso facto, lawful rate or amount of interest allowed by applicable law to be so contracted for, charged, reserved or received by the Agent or such Bank, then the obligation to be performed by the Company fulfilled shall be reduced to the legal limit of such performancevalidity, and if, from any such circumstance, the Administrative Agent or such any Bank shall ever receive interest or anything of value which that might be deemed interest under applicable law which that would exceed the Highest Lawful Rate, such amount which that would be unlawful excessive interest shall be refunded to the Company or, if permitted by applicable law and such unlawful interest does not exceed the unpaid principal balance of the Notes and the amounts owing on other obligations of the Company to the Agent or any Bank under any Loan Document such unlawful interest may be applied to the reduction of the principal amount owing on the Notes account of such Bank’s Loans or the amounts owing on other obligations of the Company Borrower to the Administrative Agent or any Bank under any Loan Document and not to the payment of interest, or if such excessive interest exceeds the unpaid principal balance of such Bank’s Loans and the amounts owing on other obligations of the Borrower to the Administrative Agent or any Bank under any Loan Document, as the case may be, such excess shall be refunded to the Borrower. All interest sums paid or agreed to be paid to the Administrative Agent or any Bank for the use, forbearance or detention of the indebtedness of the Borrower to the Administrative Agent or any Bank shall, to the fullest extent permitted by applicable law, be amortized, prorated, allocated, allocated and spread throughout the full period term of the such indebtedness hereunder until payment in full of the principal of the indebtedness hereunder (including the period of any renewal or extension thereof) so that the interest on account of the such indebtedness hereunder for such full period shall not exceed the highest Highest Lawful Rate. Notwithstanding anything to the contrary contained in any Loan Document, it is understood and agreed that if at any time the rate of interest that accrues on the outstanding principal balance of any Loan shall exceed the Highest Lawful Rate, the rate of interest that accrues on the outstanding principal balance of any Loan shall be limited to the Highest Lawful Rate, but any subsequent reductions in the rate of interest that accrues on the outstanding principal balance of any Loan shall not reduce the rate of interest that accrues on the outstanding principal balance of any Loan below the Highest Lawful Rate until the total amount permitted by applicable lawof interest accrued on the outstanding principal balance of any Loan equals the amount of interest that would have accrued if such interest rate had at all times been in effect. This The terms and provisions of this Section 3.7 10.15 shall control and supersede every other provision of all agreements between the Company, the Agent and the BanksLoan Documents. SECTION 10.16.

Lawful Rate. All agreements between Notwithstanding anything contained in this Note to the Companycontrary, the Agent and each Holder shall never be deemed to have contracted for or be entitled to receive, collect or apply as interest on this Note any amount in excess of the Banksamount permitted and calculated at the Maximum Rate (defined below). The Company shall never be required to pay unearned interest hereon, whether now existing or hereafter arising and whether written or oral, are expressly limited so that to pay interest at a rate in no event whatsoever, whether by reason of demand or acceleration excess of the maturity of any Maximum Rate, or in an amount in excess of the indebtedness hereunder or otherwise, maximum amount of interest permitted to be charged under Applicable Law. The “interest” shall include the amount aggregate of all charges which constitute interest under Applicable Law that are contracted for, charged, received, reserved, received or paid or agreed to be paid to the Agent or each Bank for the use, forbearance, or detention of the funds advanced hereunder or otherwise, or for the performance or payment of under this Note. If under any covenant or obligation contained in any Loan Document, exceed the highest lawful rate permissible under applicable law (the “Highest Lawful Rate”), it being the intent of the Companycontingency, the Agent and each of the Banks in the execution hereof and of the Loan Documents to contract in strict accordance with any applicable usury laws, if any. If, as a result of any circumstances whatsoever, performance by the Company of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve exceeding the limits of applicable usury laws or result in the Agent or any Bank having or being deemed to have contracted for, charged, reserved or received interest (or amounts deemed to be interest) in excess of the maximum, lawful effective rate or amount of interest allowed by applicable law to that would otherwise be so contracted for, charged, reserved or received by the Agent or such Bank, then the obligation to be performed by the Company shall be reduced to the legal limit of such performance, and if, from any such circumstance, the Agent or such Bank shall ever receive interest or anything of value which might be deemed interest payable under applicable law which this Note would exceed the Highest Lawful RateMaximum Rate or maximum amount of interest that the Holder is allowed by Applicable Law to charge, contract for, take or reserve, or receive, such amount which that would be unlawful excessive interest shall be refunded to the Company or, if permitted by applicable law and such unlawful interest does not exceed the unpaid principal balance of the Notes and the amounts owing on other obligations of the Company to the Agent or any Bank under any Loan Document such unlawful interest may be applied to the reduction of the unpaid principal amount owing on balance of this Note, and, if the Notes or the amounts owing on other obligations principal balance of the Company to the Agent or this Note is paid in full, any Bank under any Loan Document. All interest paid or agreed to remaining excess shall forthwith be paid to the Agent Company. The term “Maximum Rate” as used herein, with respect to the Holder, the maximum non-usurious interest rate, if any, that, at any time, or any Bank shallfrom time to time, may be contracted for, taken, reserved, charged or received on the indebtedness evidenced by this Note under the laws presently in effect of the State of California, and to the extent controlling and providing for a different lawful rate of interest, laws of the United States of America (“Applicable Law”), applicable to the transactions between the Company and the Holder pursuant to this Note and such indebtedness or, to the extent permitted by applicable law, be amortized, prorated, allocated, and spread throughout the full period under such applicable laws of the indebtedness hereunder until payment in full United States of the principal of the indebtedness hereunder (including the period of any renewal or extension thereof) so that the interest on account of the indebtedness hereunder for such full period shall not exceed the highest amount permitted by applicable law. This Section 3.7 shall control all agreements between the Company, the Agent America and the BanksState of California that may hereafter be in effect and that allow a higher maximum non-usurious interest rate than applicable laws now allow.

Lawful Rate. All agreements between the CompanyBorrowers, the Agent and each of the Banks, whether now existing or hereafter arising and whether written or oral, are expressly limited so that in no contingency or event whatsoever, whether by reason of demand or acceleration of the maturity of any of the indebtedness hereunder or otherwise, shall the amount contracted for, charged, received, reserved, paid or agreed to be paid to the Agent or each Bank for the use, forbearance, or detention of the funds advanced hereunder or otherwise, or for the performance or payment of any covenant or obligation contained in any Loan Documentdocument executed in connection herewith (all such documents being hereinafter collectively referred to as the “Credit Documents”), exceed the highest lawful rate permissible under applicable law (the “Highest Lawful Rate”), it being the intent of the CompanyBorrowers, the Agent and each of the Banks in the execution hereof and of the Loan Credit Documents to contract in strict accordance with any applicable usury laws, if any. If, as a result of any circumstances whatsoever, performance fulfillment by the Company Borrowers of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve exceeding transcending the limits limit of validity prescribed by applicable usury laws law or result in the Agent or any Bank having or being deemed to have contracted for, charged, reserved or received interest (or amounts deemed to be interest) in excess of the maximum, lawful rate or amount of interest allowed by applicable law to be so contracted for, charged, reserved or received by the Agent or such Bank, then then, ipso facto, the obligation to be performed fulfilled by the Company Borrowers shall be reduced to the legal limit of such performancevalidity, and if, from any such circumstance, the Agent or such Bank shall ever receive interest or anything of value which might be deemed interest under applicable law which would exceed the Highest Lawful Rate, such amount which would be unlawful excessive interest shall be refunded to the Company Borrowers or, if to the extent (a) permitted by applicable law and (b) such unlawful excessive interest does not exceed the unpaid principal balance of the Notes and the amounts owing on other obligations of the Company Borrowers to the Agent or any Bank under any Loan Document such unlawful interest may be applied to the reduction of the principal amount owing on account of the Notes or the amounts owing on other obligations of the Company Borrowers to the Agent or any Bank under any Loan DocumentDocument and not to the payment of interest. All interest paid or agreed to be paid to the Agent or any Bank shall, to the extent permitted by applicable law, be amortized, prorated, allocated, and spread throughout the full period of the indebtedness hereunder until payment in full of the principal of the indebtedness hereunder (including the period of any renewal or extension thereof) so that the interest on account of the indebtedness hereunder for such full period shall not exceed the highest amount permitted by applicable law. This Section 3.7 paragraph shall control all agreements between the CompanyBorrowers, the Agent and the Banks.

Lawful Rate. All agreements between the Company, the Agent and each of the Banks, whether now existing or hereafter arising and whether written or oral, are expressly limited so that in no contingency or event whatsoever, whether by reason of demand or acceleration of the maturity of any of the indebtedness hereunder or otherwise, shall the amount contracted for, charged, received, reserved, paid or agreed to be paid to the Agent or each Bank for the use, forbearance, or detention of the funds advanced hereunder or otherwise, or for the performance or payment of any covenant or obligation contained in any Loan Documentdocument executed in connection herewith (all such documents being hereinafter collectively referred to as the “Credit Documents”), exceed the highest lawful rate permissible under applicable law (the “Highest Lawful Rate”), it being the intent of the Company, the Agent and each of the Banks in the execution hereof and of the Loan Credit Documents to contract in strict accordance with any applicable usury laws, if any. If, as a result of any circumstances whatsoever, performance fulfillment by the Company of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve exceeding transcending the limits limit of validity prescribed by applicable usury laws law or result in the Agent or any Bank having or being deemed to have contracted for, charged, reserved or received interest (or amounts deemed to be interest) in excess of the maximum, lawful rate or amount of interest allowed by applicable law to be so contracted for, charged, reserved or received by the Agent or such Bank, then then, ipso facto, the obligation to be performed fulfilled by the Company shall be reduced to the legal limit of such performancevalidity, and if, from any such circumstance, the Agent or such Bank shall ever receive interest or anything of value which might be deemed interest under applicable law which would exceed the Highest Lawful Rate, such amount which would be unlawful excessive interest shall be refunded to the Company or, if to the extent (a) permitted by applicable law and (b) such unlawful excessive interest does not exceed the unpaid principal balance of the Notes and the amounts owing on other obligations of the Company to the Agent or any Bank under any Loan Document such unlawful interest may be applied to the reduction of the principal amount owing on account of the Notes or the amounts owing on other obligations of the Company to the Agent or any Bank under any Loan DocumentDocument and not to the payment of interest. All interest paid or agreed to be paid to the Agent or any Bank shall, to the extent permitted by applicable law, be amortized, prorated, allocated, and spread throughout the full period of the indebtedness hereunder until payment in full of the principal of the indebtedness hereunder (including the period of any renewal or extension thereof) so that the interest on account of the indebtedness hereunder for such full period shall not exceed the highest amount permitted by applicable law. This Section 3.7 paragraph shall control all agreements between the Company, the Agent and the Banks.