Common use of Limitation of Interest and Other Charges Clause in Contracts

Limitation of Interest and Other Charges. If, at any time, the rate of interest, together with all amounts which constitute interest and which are reserved, charged or taken by the Bank as compensation for fees, services or expenses incidental to the making, negotiating or collection of the loan evidenced hereby, shall be deemed by any competent court of law, governmental agency or tribunal to exceed the maximum rate of Interest permitted to be charged by the Bank to the Borrower under applicable law, then, during such time as such rate of interest would be deemed excessive, that portion of each sum paid attributable to that portion of such interest rate that exceeds the maximum rate of interest so permitted shall be deemed a voluntary prepayment of principal. As used herein, the term “applicable laws 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 interest, then this Agreement shall be governed by such new law as of its effective date. The Borrower executed this Agreement as of the date stated at the top of the first page, intending to create an instrument executed under seal. Bank: Bank of America, NA, By: /s/ XX Xxxxxxx Xxxxxxxxxxx X. Xxxxxxx, Senior Vice President Borrower: WAYFAIR LLC By: /s/ Xxxxxxxx Xxxxxx (Seal) Xxxxxxxx X. Xxxxxx, Chief Financial Officer /s/ Xxxxx Xxxxxxxx Witness Address where notices to WAYFAIR LLC are to be sent 000 Xxxxxxxxxx Xxx Xxxxxx, XX 00000 Telephone: (000) 000-0000 Email: xxxxx@xxxxxxx.xxx Address where notices to the Bank are to be sent Doc Retention-CF CT2-515-BB-03 00 Xxxxxxxxx Xxxx Road Farmington, CT 06032 Federal law requires Bank of America, N.A. (the “Bank”), to provide the following notice. The notice is not part of the foregoing agreement or instrument and may not be altered. Please read the notice carefully.

Limitation of Interest and Other Charges. If, at any time, the rate of interest, together with all amounts which constitute interest and which are reserved, charged or taken by the Bank as compensation for fees, services or expenses incidental to the making, negotiating or collection of the loan evidenced hereby, shall be deemed by any competent court of law, governmental agency or tribunal to exceed the maximum rate of Interest interest permitted to be charged by the Bank to the Borrower under applicable law, then, during such time as such rate of interest would be deemed excessive, that portion of each sum paid attributable to that portion of such interest rate that exceeds the maximum rate of interest so permitted shall be deemed a voluntary prepayment of principal. As used herein, the term “applicable laws 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 interest, then this Agreement shall be governed by such new law as of its effective date. The Borrower executed this Agreement as of the date stated at the top of the first page, intending to create an instrument executed under seal. Bank: Bank of America, NA, N.A. By: /s/ XX Xxxxxxx Xxxxxxxxxxx Txxxxx X. XxxxxxxXxxxxx Txxxxx X. Xxxxxx, Senior Vice President Borrower: WAYFAIR LLC The Ontario Knife Company By: /s/ Xxxxxxxx Xxxxxx Cxxx Xxxxxxxxxxx (Seal) Xxxxxxxx X. XxxxxxCxxx Xxxxxxxxxxx, Treasurer and Chief Financial Officer /s/ Xxxxx Xxxxxxxx Witness Address where notices to WAYFAIR LLC The Ontario Knife Company are to be sent 000 Xxxxxxxxxx Xxx Xxxxxx, XX 00000 Telephonesent: (000) 000-0000 Email: xxxxx@xxxxxxx.xxx Address where notices to the Bank are to be sent Doc Retention-CF CT2-515-BB-03 00 Xxxxxxxxx Xxxx Road Farmington, CT 06032 Federal law requires Bank of America, N.A. (the “Bank”), to provide the following notice. The notice is not part of the foregoing agreement or instrument and may not be altered. Please read the notice carefully.sent:

Limitation of Interest and Other Charges. If, at any time, the rate of interest, together with all amounts which constitute interest and which are reserved, charged or taken by the Bank as compensation for fees, services or expenses incidental to the making, negotiating or collection of the loan evidenced hereby, shall be deemed by any competent court of law, governmental agency or tribunal to exceed the maximum rate of Interest interest permitted to be charged by the Bank to the Borrower under applicable law, then, during such time as such rate of interest would be deemed excessive, that portion of each sum paid attributable to that portion of such interest rate that exceeds the maximum rate of interest so permitted shall be deemed a voluntary prepayment of principal. As used herein, the term “"applicable laws 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 interest, then this Agreement shall be governed by such new law as of its effective date. The Borrower executed this Agreement as of the date stated at the top of the first page, intending to create an instrument executed under seal. Bank: Bank of America, NA, By: /s/ XX Xxxxxxx Xxxxxxxxxxx N.A. By:/s/ Sxxxx X. XxxxxxxCard Sxxxx X. Card, Senior Vice President Borrower: WAYFAIR LLC By: /s/ Xxxxxxxx Xxxxxx Mechanical Technology, Incorporated By:/s/ Rxxx Xxxxx (Seal) Xxxxxxxx X. XxxxxxRxxx Xxxxx, Chief Financial Officer /s/ Xxxxx Xxxxxxxx Witness Address where notices to WAYFAIR LLC are to be sent 000 Xxxxxxxxxx Xxx XxxxxxMechanical Technology, XX 00000 Telephone: (000) 000-0000 Email: xxxxx@xxxxxxx.xxx Address where notices to the Bank are to be sent sent: Incorporated are to be sent: 300 Xxxxxxxxxx Xxxxxx Ext Doc Retention-CF Retention - GCF Axxxxx, XX 00000 CT2-515-BB-03 00 70 Xxxxxxxxx Xxxx Road Farmington, CT 06032 Ref#: 1001553577 : - MECHANICAL TECHNOLOGY, INCORPORATED AFS Loan Agreement Federal law requires Bank of America, N.A. (the “"Bank”), ") to provide the following notice. The notice is not part of the foregoing agreement or instrument and may not be altered. Please read the notice carefully.

Limitation of Interest and Other Charges. If, at any time, the rate of interest, together with all amounts which constitute interest and which are reserved, charged or taken by the Bank as compensation for fees, services or expenses incidental to the making, negotiating or collection of the loan evidenced hereby, shall be deemed by any competent court of law, governmental agency or tribunal to exceed the maximum rate of Interest interest permitted to be charged by the Bank to the Borrower under applicable law, then, during such time as such rate of interest would be deemed excessive, that portion of each sum paid attributable to that portion of such interest rate that exceeds the maximum rate of interest so permitted shall be deemed a voluntary prepayment of principal. As used herein, the term “applicable laws 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 interest, then this Agreement shall be governed by such new law as of its effective date. Ref #: 1001754312 : - Servotronics Inc Standard Loan Agreement The Borrower executed this Agreement as of the date stated at the top of the first page, intending to create an instrument executed under seal. Bank: Bank of America, NA, N.A. By: /s/ XX Xxxxxxx Xxxxxxxxxxx Txxxxx X. XxxxxxxXxxxxx Txxxxx X. Xxxxxx, Senior Vice President Borrower: WAYFAIR LLC Servotronics, Inc. By: /s/ Xxxxxxxx Xxxxxx (Seal) Xxxxxxxx X. XxxxxxCxxx Xxxxxxxxxxx Cxxx Xxxxxxxxxxx, Treasurer and Chief Financial Officer /s/ Xxxxx Xxxxxxxx Witness Address where notices to WAYFAIR LLC Servotronics, Inc. are to be sent 000 Xxxxxxxxxx Xxx Xxxxxx, XX 00000 Telephonesent: (000) 000-0000 Email: xxxxx@xxxxxxx.xxx Address where notices to the Bank are to be sent Doc Retentionsent: 1000 Xxxxx Xxxxxx Xxx Retention - GCF Exxx, XX 00000-CF 0000 CT2-515-BB-03 00 70 Xxxxxxxxx Xxxx Road Farmington, CT 06032 Telephone: 700.000.0000 Facsimile: Facsimile: 700 000-0000 Federal law requires Bank of America, N.A. (the “Bank”), ) to provide the following notice. The notice is not part of the foregoing agreement or instrument and may not be altered. Please read the notice carefully.

Limitation of Interest and Other Charges. If, at any time, the rate of interest, together with all amounts which constitute interest and which are reserved, charged or taken by the Bank as compensation for fees, services or expenses incidental to the making, negotiating or collection of the loan evidenced hereby, shall be deemed by any competent court of law, governmental agency or tribunal to exceed the maximum rate of Interest interest permitted to be charged by the Bank to the Borrower under applicable law, then, during such time as such rate of interest would be deemed excessive, that portion of each sum paid attributable to that portion of such interest rate that exceeds the maximum rate of interest so permitted shall be deemed a voluntary prepayment of principal. As used herein, the term “applicable laws 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 interest, then this Agreement shall be governed by such new law as of its effective date. The Borrower executed this Agreement as of the date stated at the top of the first page, intending to create an instrument executed under seal. Borrower: PARAMOUNT BIOSCIENCES, LLC Bank: Bank of America, NA, N.A. By: /s/ XX Xxxxxxx Xxxxxxxxxxx X. XxxxxxxXxxxxxxxx (Seal) Xxxxxxx X. Xxxxxxxxx, Senior Vice President M.D., Member Borrower: WAYFAIR LLC BALBOA BIOSCIENCES, INC. By: /s/ Xxxxxx Xxxxxxxx Xxxxxx Xxxxxxx Xxxxxxxx, SVP; SR CLIENT MANAGER By: /s/ Xxxxxxx Xxxxxxxx (Seal) Xxxxxxx Xxxxxxxx, Corporate Treasurer Borrower: PACIFIC BEACH BIOSCIENCES, INC.. By: /s/ Xxxxxxx Xxxxxxxx X. Xxxxxx(Seal) Xxxxxxx Xxxxxxxx, Chief Financial Officer Corporate Treasurer Borrower: ASPHELIA PHARMACEUTICALS, INC. By: /s/ Xxxxx Xxxxxxx Xxxxxxxx Witness (Seal) Xxxxxxx Xxxxxxxx, Corporate Treasurer Borrower: VENTRUS BIOSCIENCES, INC. By: /s/ Xxxxxxx Xxxxxxxx (Seal) Xxxxxxx Xxxxxxxx, Corporate Treasurer Borrower: CORONADO BIOSCIENCES, INC. By: /s/ Xxxxxxx Xxxxxxxx (Seal) Xxxxxxx Xxxxxxxx, Corporate Treasurer Borrower: MT. XXXX PHARMA, INC. By: /s/ Xxxxxxx Xxxxxxxx (Seal) Xxxxxxx Xxxxxxxx, Corporate Treasurer Address where notices to WAYFAIR LLC Pacific Beach Biosciences, Inc are to be sent 000 Xxxxxxxxxx Xxx Xxxxxx, XX 00000 Telephonesent: (000) 000-0000 Email: xxxxx@xxxxxxx.xxx Address where notices to the Bank are to be sent Doc Retention-CF CT2-515-BB-03 00 Xxxxxxxxx Xxxx Road Farmington, CT 06032 Federal law requires Bank of America, N.A. (the “Bank”), to provide the following notice. The notice is not part of the foregoing agreement or instrument and may not be altered. Please read the notice carefully.sent:

Limitation of Interest and Other Charges. If, at any time, the rate of interest, together with all amounts which constitute interest and which are reserved, charged or taken by the Bank as compensation for fees, services or expenses incidental to the making, negotiating or collection of the loan evidenced hereby, shall be deemed by any competent court of law, governmental agency or tribunal to exceed the maximum rate of Interest interest permitted to be charged by the Bank to the Borrower under applicable law, then, during such time as such rate of interest would be deemed excessive, that portion of each sum paid attributable to that portion of such interest rate that exceeds the maximum rate of interest so permitted shall be deemed a voluntary prepayment of principal. As used herein, the term “"applicable laws 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 interest, then this Agreement shall be governed by such new law as of its effective date. The Borrower This Agreement is executed this Agreement as of the date stated at the top of the first page, intending to create an instrument executed under seal. Bank: Bank of America, NA, By: /s/ XX Xxxxxxx Xxxxxxxxxxx X. Xxxxxxx, Senior Vice President Borrower: WAYFAIR LLC By: /s/ Xxxxxxxx Xxxxxx (Seal) Xxxxxxxx X. Xxxxxx, Chief Financial Officer /s/ Xxxxx Xxxxxxxx Witness Tel-Instrument Electronics Corp. Address where notices to WAYFAIR LLC Tel-Instrument Electronics Corp, are to be sent 000 Xxxxxxxxxx Xxx Xxxxxxsent: 0 Xxxxxx Xxxx Xxxx Xxxxxxxxxx, XX 00000 Telephone: (000) 000-0000 Email: xxxxx@xxxxxxx.xxx Address where notices to the Bank are to be sent sent: Doc Retention-CF Retention -GCF CT2-515-BB-03 00 Xxxxxxxxx Xxxx Road Farmington, CT 06032 Federal law requires Bank of America, N.A. (the “"Bank”), ") to provide the following notice. The notice is not part of the foregoing agreement or instrument and may not be altered. Please read the notice carefully.

Limitation of Interest and Other Charges. If, at any time, the rate of interest, together with all amounts which constitute interest and which are reserved, charged or taken by the Bank as compensation for fees, services or expenses incidental to the making, negotiating or collection of the loan evidenced hereby, shall be deemed by any competent court of law, governmental agency or tribunal to exceed the maximum rate of Interest interest permitted to be charged by the Bank to the Borrower under applicable law, then, during such time as such rate of interest would be deemed excessive, that portion of each sum paid attributable to that portion of such interest rate that exceeds the maximum rate of interest so permitted shall be deemed a voluntary prepayment of principal. As used herein, the term “applicable laws 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 interest, then this Agreement shall be governed by such new law as of its effective date. The Borrower executed this Agreement as of the date stated at the top of the first page, intending to create an instrument executed under seal. Bank: Bank of America, NA, X.X. Xxxxxx Corporation By: /s/ XX Xxxxxxx Xxxxxxxxxxx X. Xxxxxxx, Senior Vice President Borrower: WAYFAIR LLC X'Xxxxx By: /s/ Xxxxxxxx Xxxxxxx Xxxxxx (Seal) Xxxxxxxx Typed Name: Xxxxxxx X. Xxxxxx, X’Xxxxx Typed Name: Xxxxxxx Xxxxxx Title: Senior Vice President Title: Vice President-Finance & Administration and Chief Financial Officer /s/ Xxxxx Xxxxxxxx Witness Address where notices to WAYFAIR LLC are to be sent 000 Xxxxxxxxxx Xxx Xxxxxx, XX 00000 Telephone: (000) 000-0000 Email: xxxxx@xxxxxxx.xxx Address where notices to the Bank are to be sent Doc Retentionsent: the Borrower are to be sent: Xxx Xxxx Xxxxxx 00 Xxxxxxxx Xxxxxx Rochester, NY 14638 Xxxxxxx, Xxx Xxxx 00000 Facsimile: (000) 000-CF CT20000 Telephone: (000) 000-5150000 Facsimile: (000) 000-BB-03 00 Xxxxxxxxx Xxxx Road Farmington, CT 06032 0000 USA Patriot Act Notice. Federal law requires Bank of Americaall financial institutions to obtain, N.A. (the “Bank”), to provide the following noticeverify and record information that identifies each person who opens an account or obtains a loan. The notice is not part Bank will ask for the Borrower’s legal name, address, tax ID number or social security number and other identifying information. The Bank may also ask for additional information or documentation or take other actions reasonably necessary to verify the identity of the foregoing agreement Borrower, guarantors or instrument and may not be alteredother related persons. Please read Schedule 8.7 Liens held by the notice carefully.Bank The following leases: Secured Party Financing Statement Date Filing Number Safeco Credit Co., Inc. 08/14/01 d/b/a Safeline Leasing Toyota Motor Credit Corporation 09/07/07 2007 3849360 Toyota Motor Credit Corporation 09/07/07 2007 3849402 Toyota Motor Credit Corporation 11/09/07 2007 4346499 Toyota Motor Credit Corporation 11/09/07 2007 4346507 Toyota Motor Credit Corporation 11/09/07 2007 4346531 GreatAmerica Leasing Corporation 06/12/08 2008 2008413 GreatAmerica Leasing Corporation 08/15/08 2008 2794269 IBM Credit, LLC 01/05/10 2010 0020069

Limitation of Interest and Other Charges. If, at any time, the rate of interest, together with all amounts which constitute interest and which are reserved, charged or taken by the Bank as compensation for fees, services or expenses incidental to the making, negotiating or collection of the loan evidenced hereby, shall be deemed by any competent court of law, governmental agency or tribunal to exceed the maximum rate of Interest interest permitted to be charged by the Bank to the Borrower under applicable law, then, during such time as such rate of interest would be deemed excessive, that portion of each sum paid attributable to that portion of such interest rate that exceeds the maximum rate of interest so permitted shall be deemed a voluntary prepayment of principal. As used herein, the term “applicable laws 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 interest, then this Agreement shall be governed by such new law as of its effective date. The Borrower executed this Agreement as of the date stated at the top of the first page, intending to create an instrument executed under seal. Bank: Bank of America, NA, N.A. By: /s/ XX Xxxxxxx Xxxxxxxxxxx X. XxxxxxxXxxxxxxx Xxxxxxx Xxxxxxxx, Senior Vice President Borrower: WAYFAIR LLC SEQUA CORPORATION By: /s/ Xxxxxxxx Xxxxxx Xxxxx X. Xxxxxxxxxx (Seal) Xxxxxxxx X. XxxxxxXxxxx Xxxxxxxxxx, Chief Financial Officer /s/ Xxxxx Xxxxxxxx Witness Vice President & Treasurer Address where notices to WAYFAIR LLC SEQUA CORPORATION are to be sent 000 Xxxxxxxxxx Xxx Xxxxxx, XX 00000 Telephonesent: (000) 000-0000 Email: xxxxx@xxxxxxx.xxx Address where notices to the Bank are to be sent Doc Retention-CF sent: 000 Xxxx Xxxxxx Xxx Xxxx, XX 00000 Farmington - Attn: Notice Desk X.X. Xxx 0000 Xxxxxxxx, XX 00000 CT2-515-BB-03 00 Xxxxxxxxx Xxxx Road FarmingtonBB-11 Facsimile: (000) 000-0000 Affiliate Sharing Notice. Notice to Individual Borrowers, CT 06032 Federal law requires Guarantors and Pledgors (“Obligors”): From time to time Bank of America, N.A. (the “Bank”) may share information about the Obligor’s experience with Bank of America Corporation (or any successor company) and its subsidiaries and affiliated companies (the “Affiliates”), to provide the following notice. The notice Bank may also share with the Affiliates credit-related information contained in any applications, from credit reports and information it may obtain about the Obligor from outside sources. If the Obligor is an individual, the Obligor may instruct the Bank not part of to share this information with the foregoing agreement Affiliates. The Obligor can make this election by (1) calling the Bank at 0.000.000.0000, (2) visiting the Bank online at xxx.xxxxxxxxxxxxx.xxx, selecting “Privacy & Security,” and then selecting “Set Your Privacy Preferences," or instrument (3) contacting the Obligor’s client manager or local banking center. To help the Bank complete the Obligor’s request, the Obligor should include the Obligor’s name, address, phone number, account number(s) and social security number. If the Obligor makes this election, certain products or services may not be alteredmade available to the Obligor. Please read This request will apply to information from applications, consumer reports and other outside sources only, and may take six to eight weeks to be fully effective. Through the notice carefullynormal course of doing business, including servicing the Obligor’s accounts and better serving the Obligor’s financial needs, the Bank will continue to share transaction and account experience information, as well as other general information among the Affiliates. The Bank may change this policy from time to time. Visit our website, xxx.xxxxxxxxxxxxx.xxx, for the latest policy.

Limitation of Interest and Other Charges. If, at any time, the rate of interest, together with all amounts which constitute interest and which are reserved, charged or taken by the Bank as compensation for fees, services or expenses incidental to the making, negotiating or collection of the loan evidenced hereby, shall be deemed by any competent court of law, governmental agency or tribunal to exceed the maximum rate of Interest interest permitted to be charged by the Bank to the Borrower under applicable law, then, during such time as such rate of interest would be deemed excessive, that portion of each sum paid attributable to that portion of such interest rate that exceeds the maximum rate of interest so permitted shall be deemed a voluntary prepayment of principal. As used herein, the term “"applicable laws 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 interest, then this Agreement shall be governed by such new law as of its effective date. Ref #: 1000000000 : - Mechanical Technology, Incorporated Standard Loan Agreement The Borrower executed this Agreement as of the date stated at the top of the first page, intending to create an instrument executed under seal. Bank: Bank of America, NA, N.A. By: /s/ XX Xxxxxxx Xxxxxxxxxxx Sxxxx X. XxxxxxxCard, Senior Vice President . Borrower: WAYFAIR LLC MECHANICAL TECHNOLOGY, INCORPORATED By: /s/ Xxxxxxxx Xxxxxx (Seal) Xxxxxxxx X. XxxxxxRxxx Xxxxx, Chief Financial Officer /s/ Xxxxx Xxxxxxxx Witness Address where notices to WAYFAIR LLC are to be sent 000 Xxxxxxxxxx Xxx XxxxxxMECHANICAL TECHNOLOGY, XX 00000 Telephone: (000) 000-0000 Email: xxxxx@xxxxxxx.xxx Address where notices to the Bank are to be sent sent: INCORPORATED are to be sent: 300 Xxxxxxxxxx Xxxxxx Ext Doc Retention-CF Retention - GCF Axxxxx, XX 00000 CT2-515-BB-03 00 70 Xxxxxxxxx Xxxx Road Farmington, CT 06032 Telephone: 500.000.0000 Facsimile: (000) 000-0000 Federal law requires Bank of America, N.A. (the “"Bank”), ") to provide the following notice. The notice is not part of the foregoing agreement or instrument and may not be altered. Please read the notice carefully.

Limitation of Interest and Other Charges. If, at any time, the rate of interest, together with all amounts which constitute interest and which are reserved, charged or taken by the Bank as compensation for fees, services or expenses incidental to the making, negotiating or collection of the loan evidenced hereby, shall be deemed by any competent court of law, governmental agency or tribunal to exceed the maximum rate of Interest interest permitted to be charged by the Bank to the Borrower under applicable law, then, during such time as such rate of interest would be deemed excessive, that portion of each sum paid attributable to that portion of such interest rate that exceeds the maximum rate of interest so permitted shall be deemed a voluntary prepayment of principal. As used herein, the term “"applicable laws 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 interest, then this Agreement shall be governed by such new law as of its effective date. The Borrower executed this Agreement as of the date stated at the top of the first page, intending to create an instrument executed under seal. Bank: Bank of America, NA, N.A. By: /s/ XX Xxxxxxx Xxxxxxxxxxx X. Xxxxxxx, Senior Vice President ________________________________________ Xxxxxxx Xxxxxxx, ViCe8Sident Borrower: WAYFAIR LLC Scientific Industries, Inc. By: /s/ Xxxxxxxx Xxxxxx Xxxxxx _____________________ (Seal) Xxxxxxxx X. Xxxxxx Xxxxxx, Chief Financial Executive Officer /s/ Xxxxx Xxxxxxxx Witness Address where notices to WAYFAIR LLC Scientific Industries, Inc. are to be sent 000 Xxxxxxxxxx Xxx Xxxxxxsent: 00 Xxxxxxx Xxxxx Bohemia, XX 00000 Telephone: (000) 000NY 11716-0000 Email: xxxxx@xxxxxxx.xxx 2547 Address where notices to the Bank are to be sent sent: Doc Retention-CF Retention - GCF CT2-515-BB-03 00 Xxxxxxxxx Xxxx Park Road Farmington, CT 06032 Facsimile: (000) 000-0000 Federal law requires Bank of America, N.A. (the “"Bank”), ") to provide the following notice. The notice is not part of the foregoing agreement or instrument orinstrument and may not be altered. Please read the notice carefully.

Limitation of Interest and Other Charges. If, at any time, the rate of interest, together with all amounts which constitute interest and which are reserved, charged or taken by the Bank as compensation for fees, services or expenses incidental to the making, negotiating or collection of the loan evidenced hereby, shall be deemed by any competent court of law, governmental agency or tribunal to exceed the maximum rate of Interest interest permitted to be charged by the Bank to the Borrower under applicable law, then, during such time as such rate of interest would be deemed excessive, that portion of each sum paid attributable to that portion of such interest rate that exceeds the maximum rate of interest so permitted shall be deemed a voluntary prepayment of principal. As used herein, the term “"applicable laws 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 interest, then this Agreement shall be governed by such new law as of its effective date. The Borrower executed this Agreement as of the date stated at the top of the first page, intending to create an instrument executed under sealbe legally bound. Bank: Bank of America, NA, N.A. By: /s/ XX Xxxxxxx Xxxxxxxxxxx X. XxxxxxxMxxxxxx XxXxxxx, Senior Vice President Borrower: WAYFAIR LLC Saker Aviation Services, Inc. By: /s/ Xxxxxxxx Xxxxxx (Seal) Xxxxxxxx Rxxxxx X. XxxxxxXxxxxxxxx, President/Chief Financial Officer /s/ Xxxxx Xxxxxxxx Witness Executive Officer/Secretary Address where notices to WAYFAIR LLC Saker Aviation Services, Inc. are to be sent 000 Xxxxxxxxxx Xxx Xxxxxx, XX 00000 Telephonesent: (000) 000-0000 Email: xxxxx@xxxxxxx.xxx Address where notices to the Bank are to be sent Doc Retentionsent: 100 Xxxxxx Xxxx Xxx Retention – GCF Axxxx, XX 00000-CF 0000 CT2-515-BB-03 UX 00 Xxxxxxxxx Xxxx Road Farmington, CT 06032 Telephone: (000) 000-0000 Fascimile: (000) 000-0000 Federal law requires Bank of America, N.A. (the “"Bank”), ") to provide the following noticefollowing. The notice is not part of the foregoing agreement or instrument and may not be altered. Please read the notice carefully.

Limitation of Interest and Other Charges. If, at any time, the rate of interest, together with all amounts which constitute interest and which are reserved, charged or taken by the Bank as compensation for fees, services or expenses incidental to the making, negotiating or collection of the loan evidenced hereby, shall be deemed by any competent court of law, governmental agency or tribunal to exceed the maximum rate of Interest interest permitted to be charged by the Bank to the Borrower under applicable law, then, during such time as such rate of interest would be deemed excessive, that portion of each sum paid attributable to that portion of such interest rate that exceeds the maximum rate of interest so permitted shall be deemed a voluntary prepayment of principal. As used herein, the term “"applicable laws 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 interest, then this Agreement shall be governed by such new law as of its effective date. The Borrower This Agreement is executed this Agreement as of the date stated at the top of the first page, intending to create an instrument executed under seal. Bank: Bank of America, NAN.A. By: -------------------------------- William Baker, Officer Borrowex: SWK Technologies By: /s/ XX Xxxxxxx Xxxxxxxxxxx X. XxxxxxxJeffrey D. Roth -------------------------------- Jeffrey D. Roth, Senior Chief Executive Officer Xx: /s/ Lynn K. Berman -------------------------------- Lynn K. Berman, President By: /x/ Xxxx Xxxxxx -------------------------------- Gary Berman, Vice President -------------------------------------------------------------------------------- AFFILIATE SHARING NOTICE -------------------------------------------------------------------------------- From time to time the Bank may share information about the Borrower: WAYFAIR LLC By: /s/ Xxxxxxxx Xxxxxx 's experience with Bank of America Corporation (Sealor any successor company) Xxxxxxxx X. Xxxxxxand its subsidiaries and affiliated companies ("Bank of America Affiliates"). The Bank may also share information contained in any applications and information it may obtain about the Borrower from outside sources with the Bank of America Affiliates, Chief Financial Officer /s/ Xxxxx Xxxxxxxx Witness Address where notices provided if the Borrower is an individual the Borrower may instruct the Bank that the Borrower prefers that the Bank not share this information with the Bank of America Affiliates by (1) calling the Bank at 1.888.341.5000; (2) sending an email through Contact Us at www.bankoxxxxxxxx.xxx; or (3) contacting the Borrower's relationship xxxxxxx xx xxxxx xxxking center. To help the Bank complete the Borrower's request, the Borrower should include the Borrower's name, address, phone number, account number(s) and social security number. If the Borrower makes this election, certain products or services may not be made available to WAYFAIR LLC are the Borrower. This request will apply to information from applications, consumer reports and other outside sources only, and may take six to eight weeks to be sent 000 Xxxxxxxxxx Xxx Xxxxxxfully effective. Through the normal course of doing business, XX 00000 Telephone: (000) 000-0000 Email: xxxxx@xxxxxxx.xxx Address where notices to including servicing the Borrower's accounts and better serving the Borrower's financial needs, the Bank are will continue to be sent Doc Retention-CF CT2-515-BB-03 00 Xxxxxxxxx Xxxx Road Farmingtonshare transaction and account experience information, CT 06032 Federal law requires as well as other general information among Bank of America Affiliates. BANK OF AMERICA XXXXXXXX: XWK Technologies GUARANTOR: Jeffery Roth CONTINUING AND UNCONDITIONAL GUXXXXXX Xx: Bank of America, N.A. (the “Bank”), to provide the following notice. The notice is not part of the foregoing agreement or instrument and may not be altered. Please read the notice carefully.N.A.

Limitation of Interest and Other Charges. If, at any time, the rate of interest, together with all amounts which constitute interest and which are reserved, charged or taken by the Bank as compensation for fees, services or expenses incidental to the making, negotiating or collection of the loan evidenced hereby, shall be deemed by any competent court of law, governmental agency or tribunal to exceed the maximum rate of Interest interest permitted to be charged by the Bank to the Borrower under applicable law, then, during such time as such rate of interest would be deemed excessive, that portion of each sum paid attributable to that portion of such interest rate that exceeds the maximum rate of interest so permitted shall be deemed a voluntary prepayment of principal. As used herein, the term “applicable laws 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 interest, then this Loan Agreement shall be governed by such new law as of its effective date. The Borrower This Loan Agreement is executed this Agreement as of the date stated at the top of the first page. BANK OF AMERICA, intending to create an instrument executed under sealN.A. IMMUNOMEDICS, INC. Bank: Bank of America, NA, By: /s/ XX Xxxxxxx Xxxxxxxxxxx X. Xxxxxxx, Xxxxxx By: /s/ Xxxxxxx X. Xxxxxxxx Xxxxxxx X. Xxxxxx Xxxxxxx X. Xxxxxxxx Senior Vice President Borrower: WAYFAIR LLC By: /s/ Xxxxxxxx Xxxxxx (Seal) Xxxxxxxx X. Xxxxxx, President & Chief Financial Executive Officer /s/ Xxxxx Xxxxxxxx Witness Address where notices to WAYFAIR LLC are to be sent 000 Xxxxxxxxxx Xxx Xxxxxx, XX 00000 Telephone: (000) 000-0000 Email: xxxxx@xxxxxxx.xxx Address where notices to the Bank are to be sent Doc Retentionsent: Address where notices to this Borrower are to be sent: 000 Xxxxxx Xxxxxx 000 Xxxxxxxx Xxxx Xxxxxxxx, Xxx Xxxxxx 00000 Xxxxxx Xxxxxx, Xxx Xxxxxx 00000 Facsimile: (000) 000-CF CT20000 Attn.: Xxxxxx Xxxxxx Telephone: (000) 000-5150000 Facsimile: (000) 000-BB-03 00 Xxxxxxxxx Xxxx Road Farmington, CT 06032 0000 USA Patriot Act Notice. Federal law requires all financial institutions to obtain, verify and record information that identifies each person who opens an account or obtains a loan. The Bank will ask for the Borrower’s legal name, address, tax ID number or social security number and other identifying information. The Bank may also ask for additional information or documentation or take other actions reasonably necessary to verify the identity of the Borrower, guarantors or other related persons. EXHIBIT “A” ATTACHED TO AND MADE A PART OF THAT CERTAIN LOAN AGREEMENT EXECUTED BY AND BETWEEN IMMUNOMEDICS, INC., AS BORROWER, AND BANK OF AMERICA, N.A., AS LENDER, DATED JUNE 6, 2008 Notice of Borrowing To: Bank of America, N.A. National Association (hereinafter referred to as the “Bank”)) in its capacity as the Bank under that certain Loan Agreement dated June , 2008 (hereinafter, as it may be from time to provide time amended, modified, extended, renewed, substituted, and/or supplemented, referred to as the following notice“Loan Agreement”) entered into by and between Immunomedics, Inc., as borrower (hereinafter referred to as the “Borrower”) and the Bank. Defined terms used but not expressly defined herein shall have the same meanings when used herein as set forth in the Loan Agreement. Pursuant to Section 1.2(b) of the Loan Agreement, this Notice of Borrowing (hereinafter referred to as the “Notice”) represents the request of the Borrower to borrow on ________________, 20___ (hereinafter referred to as the “Borrowing Date”) from the Bank in the principal amount of $ ____________ as an advance under the Loan Facility. Proceeds of such loan shall be deposited on the Borrowing Date into Account No. 2017330457 maintained with the Bank, in immediately available funds. The notice is not part undersigned Borrower hereby certifies that (i) the representations and warranties of the foregoing agreement undersigned Borrower set forth and contained in the Loan Agreement and in any other loan document (except (a) representations and warranties which expressly speak only as of a different date and (b) representations and warranties that are subject to change as permitted or instrument contemplated by the Loan Documents) are true and may not correct in all material respects as of the Borrowing Date and (ii) no Event of Default and no event which, with the giving of notice, the passage of time, or both, would become an Event of Default has occurred and is continuing under the Loan Agreement or any other loan document or will result from this proposed borrowing. The undersigned Borrower hereby represents, warrants, and agrees that the proceeds of the Loan Facility requested by this Notice to be alteredadvanced shall be used for the purposes permitted under the Loan Agreement. Please read the notice carefully.Dated: ___________, 20__ IMMUNOMEDICS, INC. By: Name: Title:

Limitation of Interest and Other Charges. If, at any time, the rate of interest, together with all amounts which constitute interest and which are reserved, charged or taken by the Bank Lender as compensation for fees, services or expenses incidental to the making, negotiating or collection of the loan Loan evidenced hereby, shall will be deemed by any competent court of law, governmental agency or tribunal to exceed the maximum rate of Interest interest permitted to be charged by the Bank Lender to the Borrower under applicable law, then, during such time as such rate of interest would be deemed excessive, that portion of each sum paid attributable to that portion of such interest rate that exceeds the maximum rate of interest so permitted shall will be deemed a voluntary prepayment of principal. As used herein, the term “applicable laws shall law” will 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 interest, then this Agreement shall will be governed by such new law as of its effective date. The Borrower This Loan Agreement is executed this Agreement as of the date stated at the top of the first page. STATUTE OF FRAUDS DISCLOSURE. ORAL AGREEMENTS OR ORAL COMMITMENTS TO LOAN MONEY, intending to create an instrument executed under sealEXTEND CREDIT, OR TO FORBEAR FROM ENFORCING REPAYMENT OF A DEBT ARE NOT ENFORCEABLE UNDER WASHINGTON LAW. BankBORROWER: Bank of AmericaLENDER: GlobeTrac Inc. Acamar Investments, NA, ByInc. Per: /s/ XX Xxxxxxx Xxxxxxxxxxx X. Xxxxxxx, Senior Vice President Borrower: WAYFAIR LLC ByJxxx xx Xxxxx Per: /s/ Xxxxxxxx Xxxxxx (Seal) Xxxxxxxx X. Xxxxxx, Chief Financial Officer /s/ Bxxxxx Xxx Xxxxx Xxxxxxxx Witness Address where notices to WAYFAIR LLC are to be sent 000 Xxxxxxxxxx Jxxx xx Xxxxx – President Bxxxxx Xxx Xxxxxx, XX 00000 Telephone: (000) 000-0000 Email: xxxxx@xxxxxxx.xxx Xxxxx – Secretary Address where notices to the Bank Borrower are to be sent Doc Retention-CF CT2-515-BB-03 00 sent: Address where notices to the Lender are to be sent: GlobeTrac Inc. Acamar Investments, Inc. 610 – 1000 Xxxxxxxx Xxxxxx 40000 Xxxxxxxxx Xxxx Road FarmingtonXxx, CT 06032 Federal law requires Bank of AmericaXxxxx 000 Xxxxxxxxx, N.A. (the “Bank”)Xxxxxxx Xxxxxxxx Chilliwack, to provide the following notice. The notice is not part of the foregoing agreement or instrument and may not be altered. Please read the notice carefully.British Columbia CANADA V6E 4A6 CANADA V2R 5S3