Common use of Limitation on Agreements Clause in Contracts

Limitation on Agreements. All agreements between the Borrower, the Administrative Agent or any Bank, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Rate. If, as a result of any circumstances whatsoever, fulfillment of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso facto, the obligation to be fulfilled shall be reduced to the limit of such validity, and if, from any such circumstance, the Administrative Agent or any Bank shall ever receive interest or anything that might be deemed interest under applicable law that would exceed the Highest Lawful Rate, such amount that would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans or the amounts owing on other obligations of the 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 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 and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the 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 of 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. The terms and provisions of this Section 10.14 shall control and supersede every other provision of all Loan Documents.

Limitation on Agreements. All agreements between the Borrower, the Administrative Agent or any Bank, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Rate. If, as a result of any circumstances whatsoever, fulfillment of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso facto, the obligation to be fulfilled shall be reduced to the limit of such validity, and if, from any such circumstance, the Administrative Agent or any Bank shall ever receive interest or anything that might be deemed interest under applicable law that would exceed the Highest Lawful Rate, such amount that would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s 's Loans or the amounts owing on other obligations of the 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 '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 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 and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the 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 of 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. The terms and provisions of this Section 10.14 shall control and supersede every other provision of all Loan Documents.

Limitation on Agreements. All agreements between the Borrower, the Administrative Agent or any Bank, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Rate. If, as a result of any circumstances whatsoever, fulfillment of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso facto, the obligation to be fulfilled shall be reduced to the limit of such validity, and if, from any such circumstance, the Administrative Agent or any Bank shall ever receive interest or anything that might be deemed interest under applicable law that would exceed the Highest Lawful Rate, such amount that would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans or the amounts owing on other obligations of the 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 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 and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the 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 of 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. The terms and provisions of this Section 10.14 10.15 shall control and supersede every other provision of all Loan Documents.

Limitation on Agreements. All agreements between among the Borrower, Borrowers and the Administrative Agent or any BankLender, whether now existing or hereafter arising and whether written or oralarising, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, paid to or charged or demanded by the Administrative Agent or any Bank Lender for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document document evidencing, securing or pertaining to this Revolving Credit Note, exceed the Highest Lawful Maximum Rate. IfIf any circumstance otherwise would cause the amount paid, as a result of any circumstances whatsoever, fulfillment of any provision hereof charged or of any of such documents, at demanded to exceed the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso factoMaximum Rate, the obligation amount paid or agreed to be fulfilled paid to or charged or demanded by the Lender shall be reduced to the limit of such validityMaximum Rate, and if, from any such circumstance, if the Administrative Agent or any Bank shall Lender ever receive receives interest or anything that might be deemed interest under applicable law that which otherwise would exceed the Highest Lawful Maximum Rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans or the amounts owing on other obligations of the Borrower to the Administrative Agent or any Bank under any Loan Document this Revolving Credit Note and not to the payment of interest, or if such excessive interest exceeds otherwise would exceed the unpaid principal balance of such Bank’s Loans and the amounts owing on other obligations principal of the Borrower to the Administrative Agent or any Bank under any Loan Document, as the case may bethis Revolving Credit Note, such excess shall be applied first to other indebtedness of the Borrowers to the Lender, and the balance, if any, shall be refunded to the BorrowerBorrowers. All In determining whether the interest paid, agreed to be paid, charged or demanded hereunder exceeds the highest amount permitted by Applicable Law, all sums paid or agreed to be paid to or charged or demanded by the Administrative Agent or any Bank Lender for the use, forbearance or detention of the indebtedness of the Borrower Borrowers to the Administrative Agent or any Bank Lender shall, to the fullest extent permitted by applicable lawApplicable Law, (i) be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the actual rate of interest on account of such indebtedness is uniform throughout such term, (ii) be characterized as a fee, expense or other charge other than interest, and (iii) exclude any voluntary prepayments and the effects thereof. This Section shall not exceed the Highest Lawful Rate. Notwithstanding anything be subject 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 of 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. The terms and provisions of this Section 10.14 shall control and supersede every other provision 11.04 of all the Loan DocumentsAgreement.

Limitation on Agreements. All agreements between the Borrower, the Administrative Guarantors, the Agent or any Bankthe Lenders, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank Lenders for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes the Note or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Rate. If, as a result of any circumstances circumstance whatsoever, fulfillment of or compliance with any provision hereof or of any of such documents, documents at the time performance of such provision shall be due, due or at any other time shall involve transcending exceeding the limit of validity prescribed amount permitted to be contracted for, taken, reserved, charged or received by the Lenders under applicable usury or similar law, then, ipso facto, the obligation to be fulfilled or complied with shall be reduced (firstly by reducing the stated interest rate and thereafter, if and to the extent required, by reducing any other amount comprising interest) to the limit of prescribed by such validityapplicable usury or similar law, and if, from any such circumstance, the Administrative Agent or any Bank Lenders shall ever receive interest or anything that which might be deemed interest under applicable law that which would exceed the Highest Lawful Rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans the Note or the amounts owing on other obligations of the Borrower to the Administrative Agent or any Bank Lenders 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 the Note and the amounts owing on other obligations of the Borrower to the Administrative Agent or any Bank Lenders under any Loan Document, as the case may be, such excess shall be refunded to the Borrower. All sums paid or agreed to be paid to the Administrative Agent or any Bank Lenders for the use, forbearance forbearance, or detention of the indebtedness of the Borrower to the Administrative Agent or any Bank Lenders shall, to the fullest extent permitted by applicable law, be amortized, prorated, allocated allocated, and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the 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 which accrues on the outstanding principal balance of any Loan the Note shall exceed the Highest Lawful Rate, the rate of interest that which accrues on the outstanding principal balance of any Loan the Note shall be limited to the Highest Lawful Rate, but any subsequent reductions in the rate of interest that which accrues on the outstanding principal balance of any Loan the Note shall not reduce the rate of interest that which accrues on the outstanding principal balance of any Loan such Note below the Highest Lawful Rate until the total amount of interest accrued on the outstanding principal balance of any Loan the Note, taken in the aggregate, equals the amount of interest that which would have accrued if such interest rate had at all times been in effecteffect and not been reduced. In the event that any rate of interest under the Note or any Loan Document is reduced due to the effect of this Section 10.9 and there is a subsequent increase in the Highest Lawful Rate, such interest rate shall, automatically without any action of the Borrower, the Agent or Lenders, be increased to the then applicable Highest Lawful Rate. The terms and provisions of this Section 10.14 10.9 shall control and supersede every other provision of all Loan Documents.

Limitation on Agreements. All agreements between the Borrower, the Administrative Agent or any BankDebtor and Secured --------------------------- Party, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect acceleration of an amount due under any Loan Document the maturity of the Obligation or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank Secured Patty for the use, forbearance, or detention of the money to be loaned bx xxxned under this Agreement, any Notes or any other Loan Document the Note or otherwise or for the payment or performance of any covenant or obligation contained herein herein, or in any other Loan Document document evidencing, securing or pertaining to the Obligation or the Collateral, exceed the Highest Lawful Ratemaximum amount, if any, permissible under applicable law. If, as a result of If from any circumstances whatsoever, fulfillment whatsoever interest would otherwise be payable to Secured Party in excess of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso factomaximum lawful amount, the obligation interest payable to be fulfilled Secured Party shall be reduced to the limit of such validitymaximum amount permitted under applicable law, and if, if from any such circumstance, circumstance the Administrative Agent or any Bank Secured Party shall ever receive as interest or anything that might be deemed interest under applicable law that otherwise an amount which would exceed the Highest Lawful Ratehighest lawful rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans the Obligation or the amounts owing on account of any other obligations principal indebtedness of the Borrower Debtor to the Administrative Agent or any Bank under any Loan Document Secured Party, 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 principal of the Borrower to the Administrative Agent or any Bank under any Loan Document, as the case may beObligation and such other indebtedness, such excess shall be refunded to the BorrowerDebtor. All sums paid or agreed to be paid to the Administrative Agent or any Bank Secured Party for the use, forbearance or detention of the indebtedness of the Borrower Debtor to the Administrative Agent or any Bank Secured Party shall, to the fullest extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full Ml term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the Highest Lawful Ratemaximum amount permitted by applicable law. Notwithstanding anything to The term "applicable law" as used in this Section 9 shall mean the contrary contained in any Loan Documentlaws of the State of Texas or the laws of the United States, it is understood and agreed that if at any time whichever laws allow the greater rate of interest that accrues on the outstanding principal balance of any Loan shall exceed the Highest Lawful Rateinterest, the rate of interest that accrues on the outstanding principal balance of any Loan shall as such laws now exist or may be limited to the Highest Lawful Rate, but any subsequent reductions changed or amended or come into effect 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 of 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 effectfuture. The terms and provisions of this Section 10.14 shall control and supersede every other provision of all Loan Documentsagreements between the Debtor and the Secured Party. EXECUTED as of the date and year first above written.

Limitation on Agreements. All agreements between the Borrower, the Administrative Agent or any Bank, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Rate. If, as a result of any circumstances whatsoever, fulfillment of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso facto, the obligation to be fulfilled shall be reduced to the limit of such validity, and if, from any such circumstance, the Administrative Agent or any Bank shall ever receive interest or anything that might be deemed interest under applicable law that would exceed the Highest Lawful Rate, such amount that would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s 's Loans or the amounts owing on other obligations of the 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 '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 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 and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the 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 Note 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 Note below the Highest Lawful Rate until the total amount of 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. The terms and provisions of this Section 10.14 11.14 shall control and supersede every other provision of all Loan Documents.

Limitation on Agreements. All agreements between the Borrower, the Administrative Agent or any Bank, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Rate. If, as a result of any circumstances whatsoever, fulfillment of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso facto, the obligation to be fulfilled shall be reduced to the limit of such validity, and if, from any such circumstance, the Administrative Agent or any Bank shall ever receive interest or anything that might be deemed interest under applicable law that would exceed the Highest Lawful Rate, such amount that would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s 's Loans or the amounts owing on other obligations of the 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 '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 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 and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the 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 of 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. The terms and provisions of this Section 10.14 11.14 shall control and supersede every other provision of all Loan Documents.

Limitation on Agreements. All agreements between the Borrower, Borrowers and the Administrative Agent or any BankLender, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank Lender for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes the Note or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Rate. If, as a result of any circumstances circumstance whatsoever, fulfillment of or compliance with any provision hereof or of any of such documents, Loan Documents at the time performance of such provision shall be due, due or at any other time shall involve transcending exceeding the limit of validity prescribed amount permitted to be contracted for, taken, reserved, charged or received by the Lender under applicable usury law, then, ipso facto, the obligation to be fulfilled or complied with shall be reduced to the limit of prescribed by such validityapplicable usury law, and if, from any such circumstance, the Administrative Agent or any Bank Lender shall ever receive interest or anything that which might be deemed interest under applicable law that which would exceed the Highest Lawful Rate, such amount that which would be excessive interest shall be applied applied, in the Lender's sole discretion, to the reduction of the principal amount owing on account of such Bank’s Loans the Note or the amounts owing on other obligations Obligations of the Borrower Loan Parties to the Administrative Agent or any Bank Lender 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 the Note and the amounts owing on other obligations Obligations of the Borrower Borrowers to the Administrative Agent or any Bank Lender under any Loan Document, as the case may be, such excess shall be refunded to the BorrowerBorrowers. All sums paid or agreed to be paid to the Administrative Agent or any Bank Lender for the use, forbearance forbearance, or detention of the indebtedness of the Borrower Borrowers to the Administrative Agent or any Bank Lender shall, to the fullest extent permitted by applicable law, be amortized, prorated, allocated allocated, and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the 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 which accrues on the outstanding principal balance of any Loan the Note shall exceed the Highest Lawful Rate, the rate of interest that which accrues on the outstanding principal balance of any Loan the Note shall be limited to the Highest Lawful Rate, but any subsequent reductions in the rate of interest that which accrues on the outstanding principal balance of any Loan the Note shall not reduce the rate of interest that which accrues on the outstanding principal balance of any Loan such Note below the Highest Lawful Rate until the total amount of interest accrued on the outstanding principal balance of any Loan the Note, taken in the aggregate, equals the amount of interest that which would have accrued if such interest rate had at all times been in effecteffect and not been reduced. In the event that any rate of interest under the Note or any Loan Document is reduced due to the effect of this Section 10.10 and there is a subsequent increase in the Highest Lawful Rate, such interest rate shall, automatically without any action of the Borrowers or Lender, be increased to the then applicable Highest Lawful Rate. The terms and provisions of this Section 10.14 10.10 shall control and supersede every other provision of all Loan Documents.

Limitation on Agreements. All agreements between the Borrower, Borrower or the Administrative Agent or any BankLender, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank Lender for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes the Note or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Rate. If, as a result of any circumstances circumstance whatsoever, fulfillment of or compliance with any provision hereof or of any of such documents, Loan Documents at the time performance of such provision shall be due, due or at any other time shall involve transcending exceeding the limit of validity prescribed amount permitted to be contracted for, taken, reserved, charged or received by the Lender under applicable usury law, then, ipso facto, the obligation to be fulfilled or complied with shall be reduced to the limit of prescribed by such validityapplicable usury law, and if, from any such circumstance, the Administrative Agent or any Bank Lender shall ever receive interest or anything that which might be deemed interest under applicable law that which would exceed the Highest Lawful Rate, such amount that which would be excessive interest shall be applied applied, in the Lender's sole discretion, to the reduction of the principal amount owing on account of such Bank’s Loans the Note or the amounts owing on other obligations Obligations of the Borrower Loan Parties to the Administrative Agent or any Bank Lender 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 the Note and the amounts owing on other obligations Obligations of the Borrower to the Administrative Agent or any Bank Lender under any Loan Document, as the case may be, such excess shall be refunded to the Borrower. All sums paid or agreed to be paid to the Administrative Agent or any Bank Lender for the use, forbearance forbearance, or detention of the indebtedness of the Borrower to the Administrative Agent or any Bank Lender shall, to the fullest extent permitted by applicable law, be amortized, prorated, allocated allocated, and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the 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 which accrues on the outstanding principal balance of any Loan the Note shall exceed the Highest Lawful Rate, the rate of interest that which accrues on the outstanding principal balance of any Loan the Note shall be limited to the Highest Lawful Rate, but any subsequent reductions in the rate of interest that which accrues on the outstanding principal balance of any Loan the Note shall not reduce the rate of interest that which accrues on the outstanding principal balance of any Loan such Note below the Highest Lawful Rate until the total amount of interest accrued on the outstanding principal balance of any Loan the Note, taken in the aggregate, equals the amount of interest that which would have accrued if such interest rate had at all times been in effecteffect and not been reduced. In the event that any rate of interest under the Note or any Loan Document is reduced due to the effect of this Section 10.10 and there is a subsequent increase in the Highest Lawful Rate, such interest rate shall, automatically without any action of the Borrower or Lender, be increased to the then applicable Highest Lawful Rate. The terms and provisions of this Section 10.14 10.10 shall control and supersede every other provision of all Loan Documents.

Limitation on Agreements. All agreements between among the Borrower, Borrowers and the Administrative Agent or any BankLender, whether now existing or hereafter arising and whether written or oralarising, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, paid to or charged or demanded by the Administrative Agent or any Bank Lender for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document document evidencing, securing or pertaining to this Amended and Restated Revolving Credit Note, exceed the Highest Lawful Maximum Rate. IfIf any circumstance otherwise would cause the amount paid, as a result of any circumstances whatsoever, fulfillment of any provision hereof charged or of any of such documents, at demanded to exceed the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso factoMaximum Rate, the obligation amount paid or agreed to be fulfilled paid to or charged or demanded by the Lender shall be reduced to the limit of such validityMaximum Rate, and if, from any such circumstance, if the Administrative Agent or any Bank shall Lender ever receive receives interest or anything that might be deemed interest under applicable law that which otherwise would exceed the Highest Lawful Maximum Rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans or the amounts owing on other obligations of the Borrower to the Administrative Agent or any Bank under any Loan Document this Amended and Restated Revolving Credit Note and not to the payment of interest, or if such excessive interest exceeds otherwise would exceed the unpaid principal balance of such Bank’s Loans principal of this Amended 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 beRestated Revolving Credit Note, such excess shall be applied first to other indebtedness of the Borrowers to the Lender, and the balance, if any, shall be refunded to the BorrowerBorrowers. All In determining whether the interest paid, agreed to be paid, charged or demanded hereunder exceeds the highest amount permitted by Applicable Law, all sums paid or agreed to be paid to or charged or demanded by the Administrative Agent or any Bank Lender for the use, forbearance or detention of the indebtedness of the Borrower Borrowers to the Administrative Agent or any Bank Lender shall, to the fullest extent permitted by applicable lawApplicable Law, (i) be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the actual rate of interest on account of such indebtedness is uniform throughout such term, (ii) be characterized as a fee, expense or other charge other than interest, and (iii) exclude any voluntary prepayments and the effects thereof. This Section shall not exceed the Highest Lawful Rate. Notwithstanding anything be subject 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 of 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. The terms and provisions of this Section 10.14 shall control and supersede every other provision 11.04 of all the Loan DocumentsAgreement.

Limitation on Agreements. All agreements between the Borrower, Borrower or the Administrative Agent or any BankLender, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank Lender for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes the Note or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Rate. If, as a result of any circumstances circumstance whatsoever, fulfillment of or compliance with any provision hereof or of any of such documents, documents at the time performance of such provision shall be due, due or at any other time shall involve transcending exceeding the limit of validity prescribed amount permitted to be contracted for, taken, reserved, charged or received by the Lender under applicable usury or similar law, then, ipso facto, the obligation to be fulfilled or complied with shall be reduced (firstly by reducing the stated interest rate and thereafter, if and to the extent required, by reducing any other amount comprising interest) to the limit of prescribed by such validityapplicable usury or similar law, and if, from any such circumstance, the Administrative Agent or any Bank Lender shall ever receive interest or anything that which might be deemed interest under applicable law that which would exceed the Highest Lawful Rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans the Note or the amounts owing on other obligations of the Borrower to the Administrative Agent or any Bank Lender 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 the Note and the amounts owing on other obligations of the Borrower to the Administrative Agent or any Bank Lender under any Loan Document, as the case may be, such excess shall be refunded to the Borrower. All sums paid or agreed to be paid to the Administrative Agent or any Bank Lender for the use, forbearance forbearance, or detention of the indebtedness of the Borrower to the Administrative Agent or any Bank Lender shall, to the fullest extent permitted by applicable law, be amortized, prorated, allocated allocated, and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the 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 which accrues on the outstanding principal balance of any Loan the Note shall exceed the Highest Lawful Rate, the rate of interest that which accrues on the outstanding principal balance of any Loan the Note shall be limited to the Highest Lawful Rate, but any subsequent reductions in the rate of interest that which accrues on the outstanding principal balance of any Loan the Note shall not reduce the rate of interest that which accrues on the outstanding principal balance of any Loan such Note below the Highest Lawful Rate until the total amount of interest accrued on the outstanding principal balance of any Loan the Note, taken in the aggregate, equals the amount of interest that which would have accrued if such interest rate had at all times been in effecteffect and not been reduced. In the event that any rate of interest under the Note or any Loan Document is reduced due to the effect of this Section 9.9 and there is a subsequent increase in the Highest Lawful Rate prior to the full payment of the Obligations, such interest rate shall, automatically without any action of the Borrower or Lender, be increased to the then applicable Highest Lawful Rate. The terms and provisions of this Section 10.14 9.9 shall control and supersede every other provision of all Loan Documents.

Limitation on Agreements. All agreements between among the Borrower, Borrowers and the Administrative Agent or any BankLender, whether now existing or hereafter arising and whether written or oralarising, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, paid to or charged or demanded by the Administrative Agent or any Bank Lender for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document document evidencing, securing or pertaining to this note, exceed the Highest Lawful Maximum Rate. IfIf any circumstance otherwise would cause the amount paid, as a result of any circumstances whatsoever, fulfillment of any provision hereof charged or of any of such documents, at demanded to exceed the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso factoMaximum Rate, the obligation amount paid or agreed to be fulfilled paid to or charged or demanded by the Lender shall be reduced to the limit of such validityMaximum Rate, and if, from any such circumstance, if the Administrative Agent or any Bank shall Lender ever receive receives interest or anything that might be deemed interest under applicable law that which otherwise would exceed the Highest Lawful Maximum Rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans or the amounts owing on other obligations of the Borrower to the Administrative Agent or any Bank under any Loan Document this note and not to the payment of interest, or if such excessive interest exceeds otherwise would exceed the unpaid principal balance of such Bank’s Loans and the amounts owing on other obligations principal of the Borrower to the Administrative Agent or any Bank under any Loan Document, as the case may bethis note, such excess shall be applied first to other indebtedness of the Borrowers to the Lender, and the balance, if any, shall be refunded to the BorrowerBorrowers. All In determining whether the interest paid, agreed to be paid, charged or demanded hereunder exceeds the highest amount permitted by Applicable Law, all sums paid or agreed to be paid to or charged or demanded by the Administrative Agent or any Bank Lender for the use, forbearance or detention of the indebtedness of the Borrower Borrowers to the Administrative Agent or any Bank Lender shall, to the fullest extent permitted by applicable lawApplicable Law, (i) be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the actual rate of interest on account of such indebtedness is uniform throughout such term, (ii) be characterized as a fee, expense or other charge other than interest, and (iii) exclude any voluntary prepayments and the effects thereof. This Section shall not exceed the Highest Lawful Rate. Notwithstanding anything be subject 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 of 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. The terms and provisions of this Section 10.14 shall control and supersede every other provision 11.04 of all the Loan DocumentsAgreement.

Limitation on Agreements. All agreements between Borrower or the Borrower, the Administrative Agent or any Bankthe Lenders, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank Lenders for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes the Note or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Rate. If, as a result of any circumstances circumstance whatsoever, fulfillment of or compliance with any provision hereof or of any of such documents, documents at the time performance of such provision shall be due, due or at any other time shall involve transcending exceeding the limit of validity prescribed amount permitted to be contracted for, taken, reserved, charged or received by the Lenders under applicable usury or similar law, then, ipso facto, the obligation to be fulfilled or complied with shall be reduced (firstly by reducing the stated interest rate and thereafter, if and to the extent required, by reducing any other amount comprising interest) to the limit of prescribed by such validityapplicable usury or similar law, and if, from any such circumstance, the Administrative Agent or any Bank Lenders shall ever receive interest or anything that which might be deemed interest under applicable law that which would exceed the Highest Lawful Rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans the Note or the amounts owing on other obligations of the Borrower to the Administrative Agent or any Bank Lenders 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 the Note and the amounts owing on other obligations of the Borrower to the Administrative Agent or any Bank Lenders under any Loan Document, as the case may be, such excess shall be refunded to the Borrower. All sums paid or agreed to be paid to the Administrative Agent or any Bank Lenders for the use, forbearance forbearance, or detention of the indebtedness of the Borrower to the Administrative Agent or any Bank Lenders shall, to the fullest extent permitted by applicable law, be amortized, prorated, allocated allocated, and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the 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 which accrues on the outstanding principal balance of any Loan the Note shall exceed the Highest Lawful Rate, the rate of interest that which accrues on the outstanding principal balance of any Loan the Note shall be limited to the Highest Lawful Rate, but any subsequent reductions in the rate of interest that which accrues on the outstanding principal balance of any Loan the Note shall not reduce the rate of interest that which accrues on the outstanding principal balance of any Loan such Note below the Highest Lawful Rate until the total amount of interest accrued on the outstanding principal balance of any Loan the Note, taken in the aggregate, equals the amount of interest that which would have accrued if such interest rate had at all times been in effecteffect and not been reduced. In the event that any rate of interest under the Note or any Loan Document is reduced due to the effect of this Section 11.10 and there is a subsequent increase in the Highest Lawful Rate, such interest rate shall, automatically without any action of Borrower or Lenders, be increased to the then applicable Highest Lawful Rate. The terms and provisions of this Section 10.14 11.10 shall control and supersede every other provision of all Loan Documents.

Limitation on Agreements. All agreements between among the Borrower, Borrowers and the Administrative Agent or any BankLender, whether now existing or hereafter arising and whether written or oralarising, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, paid to or charged or demanded by the Administrative Agent or any Bank Lender for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document document evidencing, securing or pertaining to this Swingline Note, exceed the Highest Lawful Maximum Rate. IfIf any circumstance otherwise would cause the amount paid, as a result of any circumstances whatsoever, fulfillment of any provision hereof charged or of any of such documents, at demanded to exceed the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso factoMaximum Rate, the obligation amount paid or agreed to be fulfilled paid to or charged or demanded by the Lender shall be reduced to the limit of such validityMaximum Rate, and if, from any such circumstance, if the Administrative Agent or any Bank shall Lender ever receive receives interest or anything that might be deemed interest under applicable law that which otherwise would exceed the Highest Lawful Maximum Rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans or the amounts owing on other obligations of the Borrower to the Administrative Agent or any Bank under any Loan Document this Swingline Note and not to the payment of interest, or if such excessive interest exceeds otherwise would exceed the unpaid principal balance of such Bank’s Loans and the amounts owing on other obligations principal of the Borrower to the Administrative Agent or any Bank under any Loan Document, as the case may bethis Swingline Note, such excess shall be applied first to other indebtedness of the Borrowers to the Lender, and the balance, if any, shall be refunded to the BorrowerBorrowers. All In determining whether the interest paid, agreed to be paid, charged or demanded hereunder exceeds the highest amount permitted by Applicable Law, all sums paid or agreed to be paid to or charged or demanded by the Administrative Agent or any Bank Lender for the use, forbearance or detention of the indebtedness of the Borrower Borrowers to the Administrative Agent or any Bank Lender shall, to the fullest extent permitted by applicable lawApplicable Law, (i) be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the actual rate of interest on account of such indebtedness is uniform throughout such term, (ii) be characterized as a fee, expense or other charge other than interest, and (iii) exclude any voluntary prepayments and the effects thereof. This Section shall not exceed the Highest Lawful Rate. Notwithstanding anything be subject 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 of 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. The terms and provisions of this Section 10.14 shall control and supersede every other provision 11.04 of all the Loan DocumentsAgreement.

Limitation on Agreements. All agreements between the Borrower, Southland and the Administrative Agent Agent, any Senior Lender or any Issuing Bank, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document on the Notes or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent Agent, any Senior Lender or any Issuing Bank for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes or any other Loan Document Agreement or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Ratemaximum amount permissible under applicable law. If, as a result of any circumstances whatsoever, fulfillment of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso factoIPSO FACTO, the obligation to be fulfilled shall be reduced to the limit of such validity, and if, from any such circumstance, the Administrative Agent Agent, any Senior Lender or any Issuing Bank shall ever receive interest or anything that which might be deemed interest under applicable law that which would exceed the Highest Lawful Ratehighest lawful rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans the Notes or the amounts owing on other obligations of the Borrower Southland to the Administrative Agent Agent, any Senior Lender or any Issuing Bank under any the Loan Document Documents and not to the payment of interest, or if such excessive interest exceeds the unpaid principal balance of such Bank’s Loans principal of the Notes and the amounts owing on other obligations of the Borrower Southland to the Administrative Agent Agent, any Senior Lender or any Issuing Bank under any the Loan DocumentDocuments, as the case may be, such excess shall be refunded to the BorrowerSouthland. All sums paid or agreed to be paid to the Administrative Agent Agent, any Senior Lender or any Issuing Bank for the use, forbearance or detention of the indebtedness of the Borrower Southland to the Administrative Agent Agent, any Senior Lender or any Issuing Bank shall, to the fullest extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the 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 maximum amount of 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 effectpermitted by applicable law. The terms and provisions of this Section 10.14 SECTION 12.23 shall control and supersede every other provision of all Loan Documentsagreements between Southland and the Lender.

Limitation on Agreements. All agreements between among the Borrower, Borrowers and the Administrative Agent or any BankLender, whether now existing or hereafter arising and whether written or oralarising, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, paid to or charged or demanded by the Administrative Agent or any Bank Lender for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document document evidencing, securing or pertaining to this Second Amended and Restated Revolving Credit Note, exceed the Highest Lawful Maximum Rate. IfIf any circumstance otherwise would cause the amount paid, as a result of any circumstances whatsoever, fulfillment of any provision hereof charged or of any of such documents, at demanded to exceed the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso factoMaximum Rate, the obligation amount paid or agreed to be fulfilled paid to or charged or demanded by the Lender shall be reduced to the limit of such validityMaximum Rate, and if, from any such circumstance, if the Administrative Agent or any Bank shall Lender ever receive receives interest or anything that might be deemed interest under applicable law that which otherwise would exceed the Highest Lawful Maximum Rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans or the amounts owing on other obligations of the Borrower to the Administrative Agent or any Bank under any Loan Document this Second Amended and Restated Revolving Credit Note and not to the payment of interest, or if such excessive interest exceeds otherwise would exceed the unpaid principal balance of such Bank’s Loans principal of this Second Amended 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 beRestated Revolving Credit Note, such excess shall be applied first to other indebtedness of the Borrowers to the Lender, and the balance, if any, shall be refunded to the BorrowerBorrowers. All In determining whether the interest paid, agreed to be paid, charged or demanded hereunder exceeds the highest amount permitted by Applicable Law, all sums paid or agreed to be paid to or charged or demanded by the Administrative Agent or any Bank Lender for the use, forbearance or detention of the indebtedness of the Borrower Borrowers to the Administrative Agent or any Bank Lender shall, to the fullest extent permitted by applicable lawApplicable Law, (i) be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the actual rate of interest on account of such indebtedness is uniform throughout such term, (ii) be characterized as a fee, expense or other charge other than interest, and (iii) exclude any voluntary prepayments and the effects thereof. This Section shall not exceed the Highest Lawful Rate. Notwithstanding anything be subject 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 of 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. The terms and provisions of this Section 10.14 shall control and supersede every other provision 11.04 of all the Loan DocumentsAgreement.

Limitation on Agreements. All agreements between the Borrower, the Administrative Agent or any Bank, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Rate. If, as a result of any circumstances whatsoever, fulfillment of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso facto, the obligation to be fulfilled shall be reduced to the limit of such validity, and if, from any such circumstance, the Administrative Agent or any Bank shall ever receive interest or anything that might be deemed interest under applicable law that would exceed the Highest Lawful Rate, such amount that would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s 's Loans or the amounts owing on other obligations of the Borrower to the Administrative Agent or any such 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 besuch amounts, such excess shall be refunded to the Borrower. All 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 and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the 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 owed to any Bank 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 owed to such Bank shall not reduce the rate of interest that accrues on the outstanding principal balance of any such Loan below the Highest Lawful Rate until the total amount of interest accrued on the outstanding principal balance of any Loan the Loans owed to such Bank equals the amount of interest that would have accrued if such interest rate had at all times been in effect. The terms and provisions of this Section 10.14 11.14 shall control and supersede every other provision of all Loan Documents.

Limitation on Agreements. All agreements between the Borrower, Company and the Administrative Agent Agent, any Lender or any Issuing Bank, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document on the Notes or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent Agent, any Lender or any Issuing Bank for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes or any other Loan Document Agreement or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Ratemaximum amount permissible under applicable law. If, as a result of any circumstances whatsoever, fulfillment of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso facto, the obligation to be fulfilled shall be reduced to the limit of such validity, and if, from any such circumstance, the Administrative Agent Agent, any Lender or any Issuing Bank shall ever receive interest or anything that which might be deemed interest under applicable law that which would exceed the Highest Lawful Ratehighest lawful rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans the Notes or the amounts owing on other obligations of the Borrower Company to the Administrative Agent Agent, any Lender or any Issuing Bank under any the Loan Document Documents and not to the payment of interest, or if such excessive interest exceeds the unpaid principal balance of such Bank’s Loans principal of the Notes and the amounts owing on other obligations of the Borrower Company to the Administrative Agent Agent, any Lender or any Issuing Bank under any the Loan DocumentDocuments, as the case may be, such excess shall be refunded to the BorrowerCompany. All sums paid or agreed to be paid to the Administrative Agent Agent, any Lender or any Issuing Bank for the use, forbearance or detention of the indebtedness of the Borrower Company to the Administrative Agent Agent, any Lender or any Issuing Bank shall, to the fullest extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the 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 maximum amount of 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 effectpermitted by applicable law. The terms and provisions of this Section 10.14 12.21 shall control and supersede every other provision of all Loan Documentsagreements between the Company, the Administrative Agent, the Lenders and the Issuing Banks.

Limitation on Agreements. All agreements between among the Borrower, Borrowers and the Administrative Agent or any BankLender, whether now existing or hereafter arising and whether written or oralarising, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, paid to or charged or demanded by the Administrative Agent or any Bank Lender for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document document evidencing, securing or pertaining to this Amended and Restated Swingline Note, exceed the Highest Lawful Maximum Rate. IfIf any circumstance otherwise would cause the amount paid, as a result of any circumstances whatsoever, fulfillment of any provision hereof charged or of any of such documents, at demanded to exceed the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso factoMaximum Rate, the obligation amount paid or agreed to be fulfilled paid to or charged or demanded by the Lender shall be reduced to the limit of such validityMaximum Rate, and if, from any such circumstance, if the Administrative Agent or any Bank shall Lender ever receive receives interest or anything that might be deemed interest under applicable law that which otherwise would exceed the Highest Lawful Maximum Rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans or the amounts owing on other obligations of the Borrower to the Administrative Agent or any Bank under any Loan Document this Amended and Restated Swingline Note and not to the payment of interest, or if such excessive interest exceeds otherwise would exceed the unpaid principal balance of such Bank’s Loans principal of this Amended 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 beRestated Swingline Note, such excess shall be applied first to other indebtedness of the Borrowers to the Lender, and the balance, if any, shall be refunded to the BorrowerBorrowers. All In determining whether the interest paid, agreed to be paid, charged or demanded hereunder exceeds the highest amount permitted by Applicable Law, all sums paid or agreed to be paid to or charged or demanded by the Administrative Agent or any Bank Lender for the use, forbearance or detention of the indebtedness of the Borrower Borrowers to the Administrative Agent or any Bank Lender shall, to the fullest extent permitted by applicable lawApplicable Law, (i) be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the actual rate of interest on account of such indebtedness is uniform throughout such term, (ii) be characterized as a fee, expense or other charge other than interest, and (iii) exclude any voluntary prepayments and the effects thereof. This Section shall not exceed the Highest Lawful Rate. Notwithstanding anything be subject 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 of 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. The terms and provisions of this Section 10.14 shall control and supersede every other provision 11.04 of all the Loan DocumentsAgreement.

Limitation on Agreements. All agreements between the Borrower, Company and the Administrative Agent Agent, any Senior Lender or any Issuing Bank, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document on the Notes or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent Agent, any Senior Lender or any Issuing Bank for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes or any other Loan Document Agreement or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Ratemaximum amount permissible under applicable law. If, as a result of any circumstances whatsoever, fulfillment of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso facto, the obligation to be fulfilled shall be reduced to the limit of such validity, and if, from any such circumstance, the Administrative Agent Agent, any Senior Lender or any Issuing Bank shall ever receive interest or anything that which might be deemed interest under applicable law that which would exceed the Highest Lawful Ratehighest lawful rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans the Notes or the amounts owing on other obligations of the Borrower Company to the Administrative Agent Agent, any Senior Lender or any Issuing Bank under any the Loan Document Documents and not to the payment of interest, or if such excessive interest exceeds the unpaid principal balance of such Bank’s Loans principal of the Notes and the amounts owing on other obligations of the Borrower Company to the Administrative Agent Agent, any Senior Lender or any Issuing Bank under any the Loan DocumentDocuments, as the case may be, such excess shall be refunded to the BorrowerCompany. All sums paid or agreed to be paid to the Administrative Agent Agent, any Senior Lender or any Issuing Bank for the use, forbearance or detention of the indebtedness of the Borrower Company to the Administrative Agent Agent, any Senior Lender or any Issuing Bank shall, to the fullest extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the 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 maximum amount of 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 effectpermitted by applicable law. The terms and provisions of this Section 10.14 12.22 shall control and supersede every other provision of all Loan Documentsagreements between the Company, the Administrative Agent, the Senior Lenders and the Issuing Banks.

Limitation on Agreements. All agreements between the Borrower, the Administrative Agent or any BankDebtor and Secured Party, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect acceleration of an amount due under any Loan Document the maturity of the Obligation or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank Secured Party for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes or any other Loan Document the Note or otherwise or for the payment or performance of any covenant or obligation contained herein herein, or in any other Loan Document document evidencing, securing or pertaining to the Obligation or the Collateral, exceed the Highest Lawful Ratemaximum amount, if any, permissible under applicable law. If, as a result of If from any circumstances whatsoever, fulfillment whatsoever interest would otherwise be payable to Secured Party in excess of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso factomaximum lawful amount, the obligation interest payable to be fulfilled Secured Party shall be reduced to the limit of such validitymaximum amount permitted under applicable law, and if, if from any such circumstance, circumstance the Administrative Agent or any Bank Secured Party shall ever receive as interest or anything that might be deemed interest under applicable law that otherwise an amount which would exceed the Highest Lawful Ratehighest lawful rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans the Obligation or the amounts owing on account of any other obligations principal indebtedness of the Borrower Debtor to the Administrative Agent or any Bank under any Loan Document Secured Party, and not to the payment of interest, or if such excessive interest exceeds the unpaid balance 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 beObligation and such other indebtedness, such excess shall be refunded to the BorrowerDebtor. All sums paid or agreed to be paid to the Administrative Agent or any Bank Secured Party for the use, forbearance or detention of the indebtedness of the Borrower Debtor to the Administrative Agent or any Bank Secured Party shall, to the fullest extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the Highest Lawful Ratemaximum amount permitted by applicable law. Notwithstanding anything to The term "applicable law" as used in this Section 9 shall mean the contrary contained in any Loan Documentlaws of the State of Texas or the laws of the United States, it is understood and agreed that if at any time whichever laws allow the greater rate of interest that accrues on the outstanding principal balance of any Loan shall exceed the Highest Lawful Rateinterest, the rate of interest that accrues on the outstanding principal balance of any Loan shall as such laws now exist or may be limited to the Highest Lawful Rate, but any subsequent reductions changed or amended or come into effect 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 of 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 effectfuture. The terms and provisions of this Section 10.14 shall control and supersede every other provision of all Loan Documents.agreements between the Debtor and the Secured Party. EXECUTED the date first above written. SECURED PARTY: _____________________________ Dr. David Voracek, D.C. Xxxxxx Capital Group, Ltd. 2520 Tartan Trail Xxxxxxxx Xxxxxxx, Xxxxx 00000 XXXXXX:

Limitation on Agreements. All agreements between the Borrower, the Administrative Agent or any Bank, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in The parties hereto intend to conform strictly to applicable usury laws. In no contingency or event whatsoeverevent, whether by reason of demand being made in respect for payment, prepayment, acceleration of an amount due under any Loan Document the maturity hereof or otherwise, shall the amount paidinterest, and all other amounts constituting interest hereunder, contracted for, charged or agreed to received by Payee hereunder or otherwise exceed the Maximum Rate. The term “Maximum Rate” as used herein shall mean the highest nonusurious rate of interest per annum permitted by applicable law on that date. If for any reason whatsoever interest would otherwise be paid, to the Administrative Agent or any Bank for the use, forbearance, or detention in excess of the money to be loaned under this Agreement, any Notes or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Maximum Rate. If, as a result of any circumstances whatsoever, fulfillment of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso facto, the obligation interest contracted for, charged or payable to be fulfilled Payee shall be reduced automatically to the limit of such validity, and if, from any such circumstance, the Administrative Agent or any Bank Maximum Rate. If Payee shall ever receive interest or anything that might be of value deemed interest under applicable law that which would exceed apart from this provision be in excess of the Highest Lawful Maximum Rate, such an amount that equal to any amount which would be have been excessive interest shall be applied to the reduction of the principal amount owing on account hereunder in the inverse order of such Bank’s Loans or the amounts owing on other obligations of the Borrower to the Administrative Agent or any Bank under any Loan Document its maturity and not to the payment of interest, or if such amount which would have been 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 beprincipal hereof, such excess shall be refunded to Maker. If at any time Maker believes that Payee has contracted for, charged, or received interest in excess of the BorrowerMaximum Rate, then Maker shall give Payee written notice of such belief at the address provided herein and Payee shall have sixty (60) days from the date of such notice to cure the condition for which it was notified. All sums interest 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 Payee shall, to the fullest extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full actual term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereofextension) hereof so that the interest on account of such indebtedness shall not exceed the 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 of 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 effecthereunder does not exceed the Maximum Rate. The terms and provisions of this Section 10.14 paragraph shall control all existing and supersede every other provision of all Loan Documentsfuture agreements between Maker and Payee.

Limitation on Agreements. All agreements between the Borrower, Borrower or the Administrative Agent or any BankLender, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank Lender for the use, forbearance, or detention of the money to be loaned under this Agreement, any the Notes or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Rate. If, as a result of any circumstances circumstance whatsoever, fulfillment of or compliance with any provision hereof or of any of such documents, documents at the time performance of such provision shall be due, due or at any other time shall involve transcending exceeding the limit of validity prescribed amount permitted to be contracted for, taken, reserved, charged or received by the Lender under applicable usury law, then, ipso facto, the obligation to be fulfilled or complied with shall be reduced to the limit of prescribed by such validityapplicable usury law, and if, from any such circumstance, the Administrative Agent or any Bank Lender shall ever receive interest or anything that which might be deemed interest under applicable law that which would exceed the Highest Lawful Rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans the Notes or the amounts owing on other obligations of the Borrower to the Administrative Agent or any Bank Lender 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 the Notes and the amounts owing on other obligations of the Borrower to the Administrative Agent or any Bank Lender under any Loan Document, as the case may be, such excess shall be refunded to the Borrower. All sums paid or agreed to be paid to the Administrative Agent or any Bank Lender for the use, forbearance forbearance, or detention of the indebtedness of the Borrower to the Administrative Agent or any Bank Lender shall, to the fullest extent permitted by applicable law, be amortized, prorated, allocated allocated, and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the 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 which accrues on the outstanding principal balance of any Loan the Notes shall exceed the Highest Lawful Rate, the rate of interest that which accrues on the outstanding principal balance of any Loan the Note shall be limited to the Highest Lawful Rate, but any subsequent reductions in the rate of interest that which accrues on the outstanding principal balance of any Loan Note shall not reduce the rate of interest that which accrues on the outstanding principal balance of any Loan such Note below the Highest Lawful Rate until the total amount of interest accrued on the outstanding principal balance of any Loan all Notes, taken in the aggregate, equals the amount of interest that which would have accrued if such interest rate had at all times been in effecteffect and not been reduced. In the event that any rate of interest under any Note or any Loan Document is reduced due to the effect of this Section 10.9 and there is a subsequent increase in the Highest Lawful Rate, such interest rate shall, automatically without any action of the Borrower or Lender, be increased to the then applicable Highest Lawful Rate. The terms and provisions of this Section 10.14 10.9 shall control and supersede every other provision of all Loan Documents.

Limitation on Agreements. (a) All agreements between the Borrower, the Administrative Agent SSI or any BankMesa, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank Mesa for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes the Note or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Rate. If, as a result of any circumstances whatsoever, fulfillment of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso facto, the obligation to be fulfilled shall be reduced to the limit of such validity, and if, from any such circumstance, the Administrative Agent or any Bank Mesa shall ever receive interest or anything that which might be deemed interest under applicable law that which would exceed the Highest Lawful Rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans the Note or the amounts owing on other obligations of the Borrower SSI to the Administrative Agent or any Bank Mesa 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 the Note and the amounts owing on other obligations of the Borrower SSI to the Administrative Agent or any Bank Mesa under any Loan Document, as the case may be, such excess shall be refunded to the BorrowerSSI. All sums paid or agreed to be paid to the Administrative Agent or any Bank Mesa for the use, forbearance forbearance, or detention of the indebtedness of the Borrower SSI to the Administrative Agent or any Bank Mesa shall, to the fullest extent permitted by applicable law, be amortized, prorated, allocated allocated, and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the 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 which accrues on the outstanding principal balance of any Loan the Note shall exceed the Highest Lawful Rate, the rate of interest that which accrues on the outstanding principal balance of any Loan the Note shall be limited to the Highest Lawful Rate, but any subsequent reductions in the rate of interest that which accrues on the outstanding principal balance of any Loan the Note shall not reduce the rate of interest that which accrues on the outstanding principal balance of any Loan the Note below the Highest (b) To the extent that Texas law is applicable to the determination of the Highest Lawful Rate until Rate, Mesa and SSI agree that (i) if Article 1.04, Subtitle 1, Title 79 of the total amount Revised Civil Statutes of interest accrued on Texas, 1925, as amended, is applicable to such determination, the outstanding principal balance indicated rate ceiling computed from time to time pursuant to Section (a) of any Loan equals such Article shall apply, provided that, to the amount extent permitted by such Article, Mesa may from time to time by notice to SSI revise the election of interest that would have accrued if such interest rate had at all times been in effect. The terms ceiling as such ceiling affects the then current or future balances of the Advance; and (ii) the provisions of Chapter 15 of Subtitle 3, Title 79, of the Revised Civil Statutes of Texas, 1925, as amended, shall not apply to this Section 10.14 shall control and supersede every other provision of all Loan DocumentsAgreement or the Note.

Limitation on Agreements. All agreements between the BorrowerLoan Parties, the Administrative Agent or any Bank, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Rate. If, as a result of any circumstances whatsoever, fulfillment of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso facto, the obligation to be fulfilled shall be reduced to the limit of such validity, and if, from any such circumstance, the Administrative Agent or any Bank shall ever receive interest or anything that might be deemed interest under applicable law that would exceed the Highest Lawful Rate, such amount that would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans or the amounts owing on other obligations of the Borrower Loan Parties 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 Loan Parties to the Administrative Agent or any Bank under any Loan Document, as the case may be, such excess shall be refunded to the BorrowerLoan Parties. All 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 Loan Parties to the Administrative Agent or any Bank shall, to the fullest extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the 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 of 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. The terms and provisions of this Section 10.14 11.14 shall control and supersede every other provision of all Loan Documents.

Limitation on Agreements. (a) All agreements between the Borrower, the Administrative Agent Agent, or any Bank, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank for the use, forbearance, or detention of the money to be loaned under this Agreement, any the Notes or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Rate. If, as a result of any circumstances whatsoever, fulfillment of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso factoIPSO FACTO, the obligation to be fulfilled shall be reduced to the limit of such validity, and if, from any such circumstance, the Administrative Agent or any Bank shall ever receive interest or anything that which might be deemed interest under applicable law that which would exceed the Highest Lawful Rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans 's Note or the amounts owing on other obligations of the 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 any Note 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 sums paid or agreed to be paid to the Administrative Agent or any Bank for the use, forbearance 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 term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the 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 which accrues on the outstanding principal balance of any Loan Note shall exceed the Highest Lawful Rate, the rate of interest that which accrues on the outstanding principal balance of any Loan Note shall be limited to the Highest Lawful Rate, but any subsequent reductions in the rate of interest that which accrues on the outstanding principal balance of any Loan Note shall not reduce the rate of interest that which accrues on the outstanding principal balance of any Loan Note below the Highest Lawful Rate until the total amount of interest accrued on the outstanding principal balance of any Loan Note equals the amount of interest that which would have accrued if such interest rate had at all times been in effect. The terms and provisions of this Section 10.14 10.08 shall control and supersede every other provision of all Loan Documents.

Limitation on Agreements. (a) All agreements between the Borrower, the Administrative Agent Agent, or any Bank, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank for the use, forbearance, or detention of the money to be loaned under this Agreement, any the Notes or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Rate. If, as a result of any circumstances whatsoever, fulfillment of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso factoIPSO FACTO, the obligation to be fulfilled shall be reduced to the limit of such validity, and if, from any such circumstance, the Administrative Agent or any Bank shall ever receive interest or anything that which might be deemed interest under applicable law that which would exceed the Highest Lawful Rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans 's Note or the amounts owing on other obligations of the 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 any Note 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 sums paid or agreed to be paid to the Administrative Agent or any Bank for the use, forbearance 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 term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the 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 which accrues on the outstanding principal balance of any Loan Note shall exceed the Highest Lawful Rate, the rate of interest that which accrues on the outstanding principal balance of any Loan Note shall be limited to the Highest Lawful Rate, but any subsequent reductions in the rate of interest that which accrues on the outstanding principal balance of any Loan Note shall not reduce the rate of interest that which accrues on the outstanding principal balance of any Loan Note below the Highest Lawful Rate until the total amount of interest accrued on the outstanding principal balance of any Loan Note equals the amount of interest that which would have accrued if such interest rate had at all times been in effect. The terms and provisions of this Section 10.14 10.08 shall control and supersede every other provision of all Loan Documents. (b) The Agent, the Banks and the Borrower agree that (i) if Article 5069-1.04 of the Texas Revised Civil Statutes Annotated, as amended, is applicable to the determination of the Highest Lawful Rate, the indicated rate ceiling computed from time to time pursuant to Section (a) of such Article shall apply, PROVIDED that, to the extent permitted by such Article, the Agent may from time to time by notice to the Borrower revise the election of such interest rate ceiling as such ceiling affects the then current or future balances of the Advances; and (ii) the provisions of Chapter 15 of Title 79 of the Texas Revised Civil Statutes Annotated, as amended, shall not apply to this Agreement or any Note.

Limitation on Agreements. All agreements between the Borrower, the Administrative Agent or any Bank, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes or any other Loan Document or otherwise or for the payment or performance Regardless of any covenant or obligation provisions contained herein in ------------------------ the Agreement or in any other Loan Document exceed documents and instruments referred to herein, the Highest Lawful Lender shall never be deemed to have contracted for or be entitled to receive, collect, charge, or apply as interest on this Note any amount in excess of the Maximum Rate. IfIn the event the Lender ever receives, collects, charges, or applies as a result of any circumstances whatsoever, fulfillment of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso facto, the obligation to be fulfilled shall be reduced to the limit of such validity, and if, from interest any such circumstance, excess or if an acceleration of the Administrative Agent maturities of this Note or any Bank shall ever receive prepayment by the Borrower results in the Borrower having paid any interest or anything that might be deemed interest under applicable law that would exceed in excess of the Highest Lawful Maximum Rate, such amount that would be constitute excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans or the amounts owing on other obligations of the 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, this Note for which such excess was received, collected, or applied. If the principal balance of this Note is paid in full, any such remaining excess shall forthwith be refunded paid to the Borrower. All sums paid or agreed to be paid to the Administrative Agent or any Bank Lender for the use, forbearance forbearance, or detention of the indebtedness of evidenced by this Note or the Borrower to the Administrative Agent or any Bank Agreement shall, to the fullest extent permitted by applicable law, be amortized, prorated, allocated allocated, and spread throughout the full term of such indebtedness until payment paid in full of the principal (including the period of any renewal or extension thereof) so that the rate or amount of interest on account of such indebtedness shall does not exceed the Highest Lawful Ratemaximum lawful rate permitted under applicable law. Notwithstanding anything to In determining whether the contrary contained in interest paid or payable under any Loan Document, it is understood and agreed that if at any time specific contingency exceeds the rate of interest that accrues on the outstanding principal balance of any Loan shall exceed the Highest Lawful Maximum Rate, the rate of interest that accrues on Borrower and the outstanding principal balance of any Loan shall be limited Lender shall, to the Highest Lawful Ratemaximum extent permitted under applicable law, but (i) characterize any subsequent reductions in non-principal payment as an expense, fee, or premium, rather than as interest, (ii) exclude voluntary prepayments and 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 effect thereof, and (iii) compare the total amount of interest accrued on contracted for, charged, or received with the outstanding principal balance of any Loan equals the total amount of interest that would have accrued if such interest could be contracted for, charged, or received throughout the entire contemplated term of this Note at the maximum lawful rate had at all times been in effectunder applicable law. The terms and provisions of this Section 10.14 paragraph shall control and supersede every other provision of all Loan Documents.agreements between the Lender and the Borrower in conflict herewith. EXHIBIT A- Page 3 ---------

Limitation on Agreements. All agreements between the Borrower, the Administrative Agent or any BankBorrower and Lender, whether now existing or hereafter arising and whether written or oralarising, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, paid to the Administrative Agent or any Bank Lender for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document document evidencing, securing or pertaining to this Note, exceed the Highest Lawful Maximum Rate. If, as a result of If any circumstances whatsoever, fulfillment of any provision hereof or of any of such documents, at circumstance otherwise would cause the time performance of such provision shall be due, shall involve transcending amount paid to exceed the limit of validity prescribed by applicable usury law, then, ipso factoMaximum Rate, the obligation amount paid or agreed to be fulfilled paid to Lender shall be reduced to the limit of such validityMaximum Rate, and if, from any such circumstance, the Administrative Agent or any Bank shall Initialed for Identification -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- if Lender ever receive receives interest or anything that might be deemed interest under applicable law that which otherwise would exceed the Highest Lawful Maximum Rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans or the amounts owing on other obligations of the Borrower to the Administrative Agent or any Bank under any Loan Document this Note and not to the payment of interest, or if such excessive interest exceeds otherwise would exceed the unpaid principal balance of such Bank’s Loans and the amounts owing on other obligations principal of the Borrower to the Administrative Agent or any Bank under any Loan Document, as the case may be, this Note such excess shall be applied first to other indebtedness of Borrower to Lender, and the balance, if any, shall be refunded to the Borrower. All In determining whether the interest paid or agreed to be paid hereunder exceeds the highest amount permitted by applicable law, all sums paid or agreed to be paid to the Administrative Agent or any Bank Lender for the use, forbearance or detention of the indebtedness of the Borrower to the Administrative Agent or any Bank Lender shall, to the fullest extent permitted by applicable law, (i) be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the actual rate of interest on account of such indebtedness shall not exceed is uniform throughout such term, (ii) be characterized as a fee, expense or other charge other than interest, and (iii) exclude any voluntary prepayments and the 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 of 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 effecteffects thereof. The terms and provisions of this Section 10.14 paragraph shall control and supersede every other provision of all Loan Documentsagreements between Lender and Borrower in conflict herewith.

Limitation on Agreements. All agreements between the Borrower, the Administrative Agent or any BankBorrowers and Lender, whether now existing or hereafter arising and whether written or oralarising, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, paid to the Administrative Agent or any Bank charged or demanded by Lender for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document document evidencing, securing or pertaining to this Note, exceed the Highest Lawful Maximum Rate. IfIf any circumstance otherwise would cause the amount paid, as a result of any circumstances whatsoever, fulfillment of any provision hereof charged or of any of such documents, at demanded to exceed the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso factoMaximum Rate, the obligation amount paid or agreed to be fulfilled paid to or charged or demanded by Lender shall be reduced to the limit of such validityMaximum Rate, and if, from any such circumstance, the Administrative Agent or any Bank shall if Lender ever receive receives interest or anything that might be deemed interest under applicable law that which otherwise would exceed the Highest Lawful Maximum Rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans or the amounts owing on other obligations of the Borrower to the Administrative Agent or any Bank under any Loan Document this Note and not to the payment of interest, or if such excessive interest exceeds otherwise would exceed the unpaid principal balance of such Bank’s Loans and the amounts owing on other obligations principal of the Borrower to the Administrative Agent or any Bank under any Loan Document, as the case may be, this Note such excess shall be applied first to other indebtedness of Borrowers to Lender, and the balance, if any, shall be refunded to Borrowers. In determining whether the Borrower. All interest paid, agreed to be paid, charged or demanded hereunder exceeds the highest amount permitted by applicable law, all sums paid or agreed to be paid to the Administrative Agent or any Bank charged or demanded by Xxxxxx for the use, forbearance or detention of the indebtedness of the Borrower Borrowers to the Administrative Agent or any Bank Lender shall, to the fullest extent permitted by applicable law, (i) be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the actual rate of interest on account of such indebtedness shall not exceed is uniform throughout such term, (ii) be characterized as a fee, expense or other charge other than interest, and (iii) exclude any voluntary prepayments and the 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 of 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 effecteffects thereof. The terms and provisions of this Section 10.14 shall control and supersede every other provision of all Loan Documentsagreements between Lender and Borrowers in conflict herewith.

Limitation on Agreements. All agreements between the Borrower, Borrower or the Administrative Agent or any BankLender, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank Lender for the use, forbearance, or detention of the money to be loaned under this Agreement, any the Notes or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Rate. If, as a result of any circumstances circumstance whatsoever, fulfillment of or compliance with any provision hereof or of any of such documents, Loan Documents at the time performance of such provision shall be due, due or at any other time shall involve transcending exceeding the limit of validity prescribed amount permitted to be contracted for, taken, reserved, charged or received by the Lender under applicable usury law, then, ipso facto, the obligation to be fulfilled or complied with shall be reduced to the limit of prescribed by such validityapplicable usury law, and if, from any such circumstance, the Administrative Agent or any Bank Lender shall ever receive interest or anything that which might be deemed interest under applicable law that which would exceed the Highest Lawful Rate, such amount that which would be excessive interest shall be applied applied, in the Lender’s sole discretion, to the reduction of the principal amount owing on account of such Bank’s Loans the Notes or the amounts owing on other obligations Obligations of the Borrower Loan Parties to the Administrative Agent or any Bank Lender 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 the Notes and the amounts owing on other obligations Obligations of the Borrower to the Administrative Agent or any Bank Lender under any Loan Document, as the case may be, such excess shall be refunded to the Borrower. All sums paid or agreed to be paid to the Administrative Agent or any Bank Lender for the use, forbearance forbearance, or detention of the indebtedness of the Borrower to the Administrative Agent or any Bank Lender shall, to the fullest extent permitted by applicable law, be amortized, prorated, allocated allocated, and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the 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 which accrues on the outstanding principal balance of any Loan the Notes shall exceed the Highest Lawful Rate, the rate of interest that which accrues on the outstanding principal balance of any Loan the Notes shall be limited to the Highest Lawful Rate, but any subsequent reductions in the rate of interest that which accrues on the outstanding principal balance of any Loan the Notes shall not reduce the rate of interest that which accrues on the outstanding principal balance of any Loan such Notes below the Highest Lawful Rate until the total amount of interest accrued on the outstanding principal balance of any Loan the Notes, taken in the aggregate, equals the amount of interest that which would have accrued if such interest rate had at all times been in effecteffect and not been reduced. In the event that any rate of interest under the Notes or any Loan Document is reduced due to the effect of this Section 10.10 and there is a subsequent increase in the Highest Lawful Rate, such interest rate shall, automatically without any action of the Borrower or Lender, be increased to the then applicable Highest Lawful Rate. The terms and provisions of this Section 10.14 10.10 shall control and supersede every other provision of all Loan Documents.

Limitation on Agreements. All agreements between the Borrower, Borrower ------------------------ and the Administrative Agent or any BankLender, whether now existing or hereafter arising and whether written or oralarising, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of or demand being made in respect of an amount due under any Loan Document on the Notes or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank Lender for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes or any other Loan Document Agreement or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Ratemaximum amount permissible under applicable law. If, as a result of any circumstances whatsoever, fulfillment of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve transcending exceeding the limit of validity prescribed by applicable usury law, then, ipso facto, the obligation to be fulfilled shall be reduced to the limit of such validity, and if, from any such circumstance, the Administrative Agent or any Bank Lender shall ever receive interest or anything that which might be deemed interest under applicable law that which would exceed the Highest Lawful Ratehighest lawful rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans the Notes or the amounts amount owing on other obligations of the Borrower to the Administrative Agent or any Bank Lender under any the Loan Document Documents 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 sums paid or agreed agree to be paid to the Administrative Agent or any Bank Lender for the use, forbearance or detention of the indebtedness of the Borrower to the Administrative Agent or any Bank Lender shall, to the fullest extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the 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 maximum amount of 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 effectpermitted by applicable law. The terms and provisions of this Section 10.14 9.8 shall control and supersede ----------- every other provision of all Loan Documentsagreements between the Borrower and the Agent and any Lender.

Limitation on Agreements. (a) All agreements between the ------------------------ Borrower, the Administrative Agent Agent, or any Bank, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank for the use, forbearance, or detention of the money to be loaned under this Agreement, any the Notes or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Rate. If, as a result of any circumstances circumstance whatsoever, fulfillment of or compliance with any provision hereof or of any of such documents, documents at the time performance of such provision shall be duedue or at, any other time shall involve transcending exceeding the limit of validity prescribed amount permitted to be contracted for, taken, reserved, charged or received by the Agent or any Bank under applicable usury law, then, ipso facto, ---- ----- the obligation to be fulfilled or complied with shall be reduced to the limit of prescribed by such validityapplicable usury law, and if, from any such circumstance, the Administrative Agent or any Bank shall ever receive interest or anything that which might be deemed interest under applicable law that which would exceed the Highest Lawful Rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans 's Note or the amounts owing on other obligations of the Borrower to the Administrative Agent or any Bank under any Loan Document and not to the payment of interest, or if such excessive excessive, interest exceeds the unpaid principal balance of such Bank’s Loans any Note 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 sums paid or agreed to be paid to the Administrative Agent or any Bank for the use, forbearance 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 term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the 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 which accrues on the outstanding principal balance of any Loan Note shall exceed the Highest Lawful Rate, the rate of interest that which accrues on the outstanding principal balance of any Loan Note shall be limited to the Highest Lawful Rate, but any subsequent reductions in the rate of interest that which accrues on the outstanding principal balance of any Loan Note shall not reduce the rate of interest that which accrues on the outstanding principal balance of any Loan Note below the Highest Lawful Rate until the total amount of interest accrued on the outstanding principal balance of any Loan Note equals the amount of interest that which would have accrued if such interest rate had at all times been in effect. The terms and provisions of this Section 10.14 10.09 shall control and supersede every other -------------- provision of all Loan Documents. (b The Banks and the Borrower agree that (i) if Chapter 303 of the Texas Finance Code, as amended, is applicable to the determination of the Highest Lawful Rate, the weekly ceiling computed from time to time pursuant to Section (a) of such Article shall apply, provided that, to the extent permitted by such -------- Article, the Agent may from time to time by notice to the Borrower revise the election of such interest rate ceiling as such ceiling affects the then current or future balances of the Advances; and (ii) the provisions of Chapter 346 of the Texas Finance Code, as amended, shall not apply to this Agreement or any Note.

Limitation on Agreements. (a) All agreements ------------------------ between the Borrower, the Administrative Agent Agent, or any Bank, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank for the use, forbearance, or detention of the money to be loaned under this Agreement, any the Notes or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Rate. If, as a result of any circumstances circumstance whatsoever, fulfillment of or compliance with any provision hereof or of any of such documents, documents at the time performance of such provision shall be due, due or at any other time shall involve transcending exceeding the limit of validity prescribed amount permitted to be contracted for, taken, reserved, charged or received by the Agent or any Bank under applicable usury law, then, ipso facto, the obligation to be ---- ----- fulfilled or complied with shall be reduced to the limit of prescribed by such validityapplicable usury law, and if, from any such circumstance, the Administrative Agent or any Bank shall ever receive interest or anything that which might be deemed interest under applicable law that which would exceed the Highest Lawful Rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans 's Note or the amounts owing on other obligations of the 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 any Note 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 sums paid or agreed to be paid to the Administrative Agent or any Bank for the use, forbearance 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 term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the 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 which accrues on the outstanding principal balance of any Loan Note shall exceed the Highest Lawful Rate, the rate of interest that which accrues on the outstanding principal balance of any Loan Note shall be limited to the Highest Lawful Rate, but any subsequent reductions in the rate of interest that which accrues on the outstanding principal balance of any Loan Note shall not reduce the rate of interest that which accrues on the outstanding principal balance of any Loan Note below the Highest Lawful Rate until the total amount of interest accrued on the outstanding principal balance of any Loan Note equals the amount of interest that which would have accrued if such interest rate had at all times been in effect. The terms and provisions of this Section 10.14 10.09 shall control and ------------- supersede every other provision of all Loan Documents. (b) The Banks and the Borrower agree that (i) if Article 1.04, Subtitle 1, Title 79 of the Revised Civil Statutes of Texas, 1925, as amended, is applicable to the determination of the Highest Lawful Rate, the indicated rate ceiling computed from time to time pursuant to Section (a) of such Article shall apply, provided that, to the extent permitted by such Article, -------- the Agent may from time to time by notice to the Borrower revise the election of such interest rate ceiling as such ceiling affects the then current or future balances of the Advances; and (ii) the provisions of Chapter 15 of Subtitle 3, Title 79, of the Revised Civil Statutes of Texas, 1925, as amended, shall not apply to this Agreement or any Note.

Limitation on Agreements. All agreements between the Borrower, Maker and the Administrative Agent or any Bank------------------------ Lender, whether now existing or hereafter arising and whether written or oralarising, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, paid to or charged or demanded by the Administrative Agent or any Bank Lender for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document document evidencing, securing or pertaining to this Note, exceed the Highest Lawful Maximum Rate. IfIf any circumstance otherwise would cause the amount paid, as a result of any circumstances whatsoever, fulfillment of any provision hereof charged or of any of such documents, at demanded to exceed the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso factoMaximum Rate, the obligation amount paid or agreed to be fulfilled paid to or charged or demanded by the Lender shall be reduced to the limit of such validityMaximum Rate, and if, from any such circumstance, if the Administrative Agent or any Bank shall Lender ever receive receives interest or anything that might be deemed interest under applicable law that which otherwise would exceed the Highest Lawful Maximum Rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans or the amounts owing on other obligations of the Borrower to the Administrative Agent or any Bank under any Loan Document this Note and not to the payment of interest, or if such excessive interest exceeds otherwise would exceed the unpaid principal balance of principal of this Note such Bank’s Loans excess shall be applied first to other indebtedness of the Maker to the Lender, and the amounts owing on other obligations of the Borrower to the Administrative Agent or any Bank under any Loan Documentbalance, as the case may beif any, such excess shall be refunded to the BorrowerMaker. All In determining whether the interest paid, agreed to be paid, charged or demanded hereunder exceeds the highest amount permitted by applicable law, all sums paid or agreed to be paid to or charged or demanded by the Administrative Agent or any Bank Lender for the use, forbearance or detention of the indebtedness of the Borrower Maker to the Administrative Agent or any Bank Lender shall, to the fullest extent permitted by applicable law, (i) be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the actual rate of interest on account of such indebtedness shall not exceed is uniform throughout such term, (ii) be characterized as a fee, expense or other charge other than interest, and (iii) exclude any voluntary prepayments and the 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 of 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 effecteffects thereof. The terms and provisions of this Section 10.14 paragraph shall control and supersede every other provision of all Loan Documentsagreements between the Lender and the Maker in conflict herewith.

Limitation on Agreements. All agreements between the Borrower, the Administrative Agent or any BankDebtor and Secured Party, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect acceleration of an amount due under any Loan Document the maturity of the Obligation or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank Secured Party for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes or any other Loan Document the Note or otherwise or for the payment or performance of any covenant or obligation contained herein herein, or in any other Loan Document document evidencing, securing or pertaining to the Obligation or the Collateral, exceed the Highest Lawful Ratemaximum amount, if any, permissible under applicable law. If, as a result of If from any circumstances whatsoever, fulfillment whatsoever interest would otherwise be payable to Secured Party in excess of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso factomaximum lawful amount, the obligation interest payable to be fulfilled Secured Party shall be reduced to the limit of such validitymaximum amount permitted under applicable law, and if, if from any such circumstance, circumstance the Administrative Agent or any Bank Secured Party shall ever receive as interest or anything that might be deemed interest under applicable law that otherwise an amount which would exceed the Highest Lawful Ratehighest lawful rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans the Obligation or the amounts owing on account of any other obligations principal indebtedness of the Borrower Debtor to the Administrative Agent or any Bank under any Loan Document Secured Party, 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 principal of the Borrower to the Administrative Agent or any Bank under any Loan Document, as the case may beObligation and such other indebtedness, such excess shall be refunded to the BorrowerDebtor. All sums paid or agreed to be paid to the Administrative Agent or any Bank Secured Party for the use, forbearance or detention of the indebtedness of the Borrower Debtor to the Administrative Agent or any Bank Secured Party shall, to the fullest extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the Highest Lawful Ratemaximum amount permitted by applicable law. Notwithstanding anything to The term “applicable law” as used in this Section 9 shall mean the contrary contained in any Loan Documentlaws of the State of Texas or the laws of the United States, it is understood and agreed that if at any time whichever laws allow the greater rate of interest that accrues on the outstanding principal balance of any Loan shall exceed the Highest Lawful Rateinterest, the rate of interest that accrues on the outstanding principal balance of any Loan shall as such laws now exist or may be limited to the Highest Lawful Rate, but any subsequent reductions changed or amended or come into effect 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 of 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 effectfuture. The terms and provisions of this Section 10.14 shall control and supersede every other provision of all Loan Documentsagreements between the Debtor and the Secured Party.

Limitation on Agreements. All agreements between among the BorrowerBorrowers, the Administrative Agent or any Bankand the Lenders, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank Lenders for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes the Note or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Rate. If, as a result of any circumstances circumstance whatsoever, fulfillment of or compliance with any provision hereof or of any of such documents, documents at the time performance of such provision shall be due, due or at any other time shall involve transcending exceeding the limit of validity prescribed amount permitted to be contracted for, taken, reserved, charged or received by the Lenders under applicable usury or similar law, then, ipso facto, the obligation to be fulfilled or complied with shall be reduced (firstly by reducing the stated interest rate and thereafter, if and to the extent required, by reducing any other amount comprising interest) to the limit of prescribed by such validityapplicable usury or similar law, and if, from any such circumstance, the Administrative Agent or any Bank Lenders shall ever receive interest or anything that which might be deemed interest under applicable law that which would exceed the Highest Lawful Rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans the Note or the amounts owing on other obligations of the Borrower Borrowers to the Administrative Agent or any Bank Lenders 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 the Note and the amounts owing on other obligations of the Borrower Borrowers to the Administrative Agent or any Bank Lenders under any Loan Document, as the case may be, such excess shall be promptly refunded in cash to the BorrowerBorrowers. All sums paid or agreed to be paid to the Administrative Agent or any Bank Lenders for the use, forbearance forbearance, or detention of the indebtedness of the Borrower Borrowers to the Administrative Agent or any Bank Lenders shall, to the fullest extent permitted by applicable law, be amortized, prorated, allocated allocated, and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the 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 which accrues on the outstanding principal balance of any Loan the Note shall exceed the Highest Lawful Rate, the rate of interest that which accrues on the outstanding principal balance of any Loan the Note shall be limited to the Highest Lawful Rate, but any subsequent reductions in the rate of interest that which accrues on the outstanding principal balance of any Loan the Note shall not reduce the rate of interest that which accrues on the outstanding principal balance of any Loan such Note below the Highest Lawful Rate until the total amount of interest accrued on the outstanding principal balance of any Loan the Note, taken in the aggregate, equals the amount of interest that which would have accrued if such interest rate had at all times been in effecteffect and not been reduced. In the event that any rate of interest under the Note or any Loan Document is reduced due to the effect of this Section 11.10 and there is a subsequent increase in the Highest Lawful Rate, such interest rate shall, automatically without any action of the Borrowers or Lenders, be increased to the then applicable Highest Lawful Rate; provided that the interest rate shall not exceed the rate set forth in Section 2.3. The terms and provisions of this Section 10.14 11.10 shall control and supersede every other provision of all Loan Documents.

Limitation on Agreements. All agreements between the BorrowerBorrower and Lender, the Administrative Agent or any Bank, ------------------------ whether now existing or hereafter arising and whether written or oralarising, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, paid to the Administrative Agent or any Bank Lender for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document document evidencing, securing or pertaining to this Note, exceed the Highest Lawful Maximum Rate. If, as a result of If any circumstances whatsoever, fulfillment of any provision hereof or of any of such documents, at circumstance otherwise would cause the time performance of such provision shall be due, shall involve transcending amount paid to exceed the limit of validity prescribed by applicable usury law, then, ipso factoMaximum Rate, the obligation amount paid or agreed to be fulfilled paid to Lender shall be reduced to the limit of such validityMaximum Rate, and if, from any such circumstance, the Administrative Agent or any Bank shall if Lender ever receive receives interest or anything that might be deemed interest under applicable law that which otherwise would exceed the Highest Lawful Maximum Rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans or the amounts owing on other obligations of the Borrower to the Administrative Agent or any Bank under any Loan Document this Note and not to the payment of interest, or if such excessive interest exceeds otherwise would exceed the unpaid principal balance of such Bank’s Loans and the amounts owing on other obligations principal of the Borrower to the Administrative Agent or any Bank under any Loan Document, as the case may be, this Note such excess shall be applied first to other indebtedness of Borrower to Lender, and the balance, if any, shall be refunded to the Borrower. All In determining whether the interest paid or agreed to be paid hereunder exceeds the highest amount permitted by applicable law, all sums paid or agreed to be paid to the Administrative Agent or any Bank Lender for the use, forbearance or detention of the indebtedness of the Borrower to the Administrative Agent or any Bank Lender shall, to the fullest extent permitted by applicable law, (i) be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the actual rate of interest on account of such indebtedness shall not exceed is uniform throughout such term, (ii) be characterized as a fee, expense or other charge other than interest, and (iii) exclude any voluntary prepayments and the 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 of 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 effecteffects thereof. The terms and provisions of this Section 10.14 paragraph shall control and supersede every other provision of all Loan Documentsagreements between Lender and Borrower in conflict herewith.

Limitation on Agreements. All agreements between the Borrower, Borrower and the Administrative Agent or any BankLender, whether now existing or hereafter arising and whether written or oralarising, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, paid to or charged or demanded by the Administrative Agent or any Bank Lender for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document document evidencing, securing or pertaining to this Note, exceed the Highest Lawful Maximum Rate. IfIf any circumstance otherwise would cause the amount paid, as a result of any circumstances whatsoever, fulfillment of any provision hereof charged or of any of such documents, at demanded to exceed the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso factoMaximum Rate, the obligation amount paid or agreed to be fulfilled paid to or charged or demanded by the Lender shall be reduced to the limit of such validityMaximum Rate, and if, from any such circumstance, if the Administrative Agent or any Bank shall Lender ever receive receives interest or anything that might be deemed interest under applicable law that which otherwise would exceed the Highest Lawful Maximum Rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans or the amounts owing on other obligations of the Borrower to the Administrative Agent or any Bank under any Loan Document this Note and not to the payment of interest, or if such excessive interest exceeds otherwise would exceed the unpaid principal balance of principal of this Note such Bank’s Loans and the amounts owing on excess shall be applied first to other obligations indebtedness of the Borrower to the Administrative Agent or any Bank under any Loan DocumentLender, as and the case may bebalance, such excess if any, shall be refunded to the Borrower. All In determining whether the interest paid, agreed to be paid, charged or demanded hereunder exceeds the highest amount permitted by applicable law, all sums paid or agreed to be paid to or charged or demanded by the Administrative Agent or any Bank Lender for the use, forbearance or detention of the indebtedness of the Borrower to the Administrative Agent or any Bank Lender shall, to the fullest extent permitted by applicable law, (i) be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the actual rate of interest on account of such indebtedness shall not exceed is uniform throughout such term, (ii) be characterized as a fee, expense or other charge other than interest, and (iii) exclude any voluntary prepayments and the 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 of 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 effecteffects thereof. The terms and provisions of this Section 10.14 shall control and supersede every other provision of all Loan Documentsagreements between the Lender and the Borrower in conflict herewith.

Limitation on Agreements. All agreements between the Borrower, the Administrative Agent Guarantors or any Bankthe Lender, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank Lender for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes the Note or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Rate. If, as a result of any circumstances circumstance whatsoever, fulfillment of or compliance with any provision hereof or of any of such documents, documents at the time performance of such provision shall be due, due or at any other time shall involve transcending exceeding the limit of validity prescribed amount permitted to be contracted for, taken, reserved, charged or received by the Lender under applicable usury or similar law, then, ipso facto, the obligation to be fulfilled or complied with shall be reduced (firstly by reducing the stated interest rate and thereafter, if and to the extent required, by reducing any other amount comprising interest) to the limit of prescribed by such validityapplicable usury or similar law, and if, from any such circumstance, the Administrative Agent or any Bank Lender shall ever receive interest or anything that which might be deemed interest under applicable law that which would exceed the Highest Lawful Rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans the Note or the amounts owing on other obligations of the Borrower to the Administrative Agent or any Bank Lender 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 the Note and the amounts owing on other obligations of the Borrower to the Administrative Agent or any Bank Lender under any Loan Document, as the case may be, such excess shall be refunded to the Borrower. All sums paid or agreed to be paid to the Administrative Agent or any Bank Lender for the use, forbearance forbearance, or detention of the indebtedness of the Borrower to the Administrative Agent or any Bank Lender shall, to the fullest extent permitted by applicable law, be amortized, prorated, allocated allocated, and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the 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 which accrues on the outstanding principal balance of any Loan the Note shall exceed the Highest Lawful Rate, the rate of interest that which accrues on the outstanding principal balance of any Loan the Note shall be limited to the Highest Lawful Rate, but any subsequent reductions in the rate of interest that which accrues on the outstanding principal balance of any Loan the Note shall not reduce the rate of interest that which accrues on the outstanding principal balance of any Loan such Note below the Highest Lawful Rate until the total amount of interest accrued on the outstanding principal balance of any Loan the Note, taken in the aggregate, equals the amount of interest that which would have accrued if such interest rate had at all times been in effecteffect and not been reduced. In the event that any rate of interest under the Note or any Loan Document is reduced due to the effect of this Section 10.9 and there is a subsequent increase in the Highest Lawful Rate prior to the full payment of the Obligations, such interest rate shall, automatically without any action of the Borrower or Lender, be increased to the then applicable Highest Lawful Rate. The terms and provisions of this Section 10.14 10.9 shall control and supersede every other provision of all Loan Documents.

Limitation on Agreements. All agreements between the Borrower, the Administrative Agent or any BankDebtor and ------------------------ Secured Parties, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect acceleration of an amount due under any Loan Document the maturity of the Obligation or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank Secured Parties for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes or any other Loan Document the Note or otherwise or for the payment or performance of any covenant or obligation contained herein herein, or in any other Loan Document document evidencing, securing or pertaining to the Obligation or the Collateral, exceed the Highest Lawful Ratemaximum amount, if any, permissible under applicable law. If, as a result of If from any circumstances whatsoever, fulfillment whatsoever interest would otherwise be payable to Secured Parties in excess of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso factomaximum lawful amount, the obligation interest payable to be fulfilled Secured Parties shall be reduced to the limit of such validitymaximum amount permitted under applicable law, and if, if from any such circumstance, circumstance the Administrative Agent or any Bank Secured Parties shall ever receive as interest or anything that might be deemed interest under applicable law that otherwise an amount which would exceed the Highest Lawful Ratehighest lawful rate, such amount that which would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans the Obligation or the amounts owing on account of any other obligations principal indebtedness of the Borrower Debtor to the Administrative Agent or any Bank under any Loan Document Secured Parties, 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 principal of the Borrower to the Administrative Agent or any Bank under any Loan Document, as the case may beObligation and such other indebtedness, such excess shall be refunded to the BorrowerDebtor. All sums paid or agreed to be paid to the Administrative Agent or any Bank Secured Parties for the use, forbearance or detention of the indebtedness of the Borrower Debtor to the Administrative Agent or any Bank Secured Parties shall, to the fullest extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the Highest Lawful Ratemaximum amount permitted by applicable law. Notwithstanding anything to The term "applicable law" as used in this Section 9 shall mean the contrary contained in any Loan Documentlaws of the State of Delaware or the laws of the United States, it is understood and agreed that if at any time whichever laws allow the greater rate of interest that accrues on the outstanding principal balance of any Loan shall exceed the Highest Lawful Rateinterest, the rate of interest that accrues on the outstanding principal balance of any Loan shall as such laws now exist or may be limited to the Highest Lawful Rate, but any subsequent reductions changed or amended or come into effect 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 of 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 effectfuture. The terms and provisions of this Section 10.14 shall control and supersede every other provision of all Loan Documentsagreements between the Debtor and the Secured Parties.

Limitation on Agreements. All agreements between the Borrower, the Administrative Agent or any Bank, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Loan Document or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Bank for the use, forbearance, or detention of the money to be loaned under this Agreement, any Notes or any other Loan Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Rate. If, as a result of any circumstances whatsoever, fulfillment of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso facto, the obligation to be fulfilled shall be reduced to the limit of such validity, and if, from any such circumstance, the Administrative Agent or any Bank shall ever receive interest or anything that might be deemed interest under applicable law that would exceed the Highest Lawful Rate, such amount that would be excessive interest shall be applied to the reduction of the principal amount owing on account of such Bank’s Loans 's Loan or the amounts owing on other obligations of the 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 any Loan 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 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 and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the 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 of 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. The terms and provisions of this Section 10.14 11.14 shall control and supersede every other provision of all Loan Documents.