Common use of Optional Repayment Clause in Contracts

Optional Repayment. If a repayment right is specified on the face hereof, this Note will be subject to repayment at the option of the Holder and the Company will repay this Note, or applicable portion hereof, on the Repayment Date(s), if any, indicated on the face hereof. Such repayments shall be made in whole or in part on such Repayment Date(s) in increments of the authorized denominations specified on the face hereof (provided that any remaining principal amount hereof shall be at least equal to the minimum authorized denomination applicable hereto), at the Repayment Price (expressed as a percentage of the principal amount of this Note for which repayment is requested) specified on the face hereof (which unless otherwise specified on the face hereof shall be 100%), together with unpaid interest, if any, accrued thereon to the date of repayment. For this Note to be repaid, the Indenture Trustee must receive, at its office, or at such other place or places of which the Company shall from time to time notify the Holders, not more than seventy-five (75) nor less than thirty (30) calendar days prior to the date of repayment, (i) this Note with the form entitled "Option to Elect Repayment," attached to this Note, duly completed by the Holder or (ii) a telegram, telex, facsimile transmission or a letter from a member of a national securities exchange or the National Association of Securities Dealers, Inc. or a commercial bank or a trust company in the United States setting forth the name of the Holder of this Note, the principal amount thereof, the certificate number of this Note or a description of this Note's tenor and terms, the principal amount thereof to be repaid, a statement that the option to elect repayment is being exercised thereby and a guarantee that this Note, together with the form entitled "Option to Elect Repayment" duly completed, will be received by the Indenture Trustee (or an agent on behalf of the Indenture Trustee) not later than the fifth Business Day after the date of such telegram, telex, facsimile transmission or letter; provided, that such telegram, telex, facsimile transmission or letter shall only be effective if this Note and form duly completed are received by the Indenture Trustee (or an agent on behalf of the Indenture Trustee) by such fifth Business Day. Exercise of such repayment option by the Holder of this Note shall be irrevocable. The repayment of Discount Notes is set forth under Section 3(e).

Optional Repayment. If a repayment right is specified on in the face hereofapplicable Note, this such Note will be subject to repayment at the option of the Holder and the Company will repay this the Note, or applicable portion hereofthereof, on the Repayment Date(srepayment date(s), if any, indicated on in the face hereofapplicable Note. Such repayments shall be made in whole or in part on such Repayment Date(srepayment date(s) in increments of the authorized denominations specified on in the face hereof applicable Note (provided that any remaining principal amount hereof thereof shall be at least equal to the minimum authorized denomination applicable heretothereto), at the applicable repayment price (the "Repayment Price Price") (expressed as a percentage of the principal amount of this Note the Notes for which repayment is requested) specified on in the face hereof applicable Note (which unless otherwise specified on in the face hereof applicable Note shall be 100%), together with unpaid interest, if any, accrued thereon to the date of repayment. For this a Note to be repaid, the Indenture Trustee must receive, at its office, or at such other place or places of which the Company shall from time to time notify the Holders, not more than seventy-five (75) nor less than thirty (30) calendar days prior to the applicable date of repayment, (i) this the applicable Note with the form entitled "Option to Elect Repayment," attached to this the Note, duly completed by the Holder or (ii) a telegram, telex, facsimile transmission or a letter from a member of a national securities exchange or the National Association of Securities Dealers, Inc. or a commercial bank or a trust company in the United States setting forth the name of the Holder of this the applicable Note, the principal amount thereof, the certificate number of this the applicable Note or a description of this the applicable Note's tenor and terms, the principal amount thereof to be repaid, a statement that the option to elect repayment is being exercised thereby and a guarantee that this the applicable Note, together with the form entitled "Option to Elect Repayment" duly completed, will be received by the Indenture Trustee (or an agent on behalf of the Indenture Trustee) not later than the fifth Business Day after the date of such telegram, telex, facsimile transmission or letter; provided, that such telegram, telex, facsimile transmission or letter shall only be effective if this the applicable Note and form duly completed are received by the Indenture Trustee (or an agent on behalf of the Indenture Trustee) by such fifth Business Day. Exercise of such repayment option by the Holder of this a Note shall be irrevocable. The repayment Repayment of Discount Notes is shall be in the manner set forth under Section 3(e)in the applicable Note.

Optional Repayment. If a repayment right is so specified on in the face hereofPricing Supplement, this Note will be subject repayable prior to repayment the Stated Maturity Date at the option of the Holder and the Company will repay this Note, or applicable portion hereof, bearer on the Optional Repayment Date(s), if any, indicated specified in the Pricing Supplement. IF NO OPTIONAL REPAYMENT DATES ARE SET FORTH IN THE PRICING SUPPLEMENT, THIS NOTE MAY NOT BE SO REPAID AT THE OPTION OF THE BEARER HEREOF PRIOR TO THE STATED MATURITY DATE. Unless otherwise provided in the Pricing Supplement, on the face hereof. Such repayments any Optional Repayment Date, this Note shall be made repayable in whole or in part on such Repayment Date(s) in increments at the option of the authorized denominations specified on bearer hereof at a repayment price equal to 100% of the face hereof (provided that any remaining principal amount to be repaid, together with accrued and unpaid interest hereon payable at the applicable rate or rates borne by this Note to, but excluding, the date of repayment; provided, however, that, in the event of repayment of this Note in part only, the unrepaid portion hereof shall be at least equal to the minimum authorized denomination applicable hereto)Authorized Denomination specified in the Pricing Supplement, at or if no such Authorized Denomination is so specified, €50,000 or its equivalent in the Repayment Price (expressed as a percentage of the principal amount of this Note for which repayment is requested) specified on the face hereof (which unless otherwise specified on the face hereof shall be 100%), together with unpaid interest, if any, accrued thereon to the date of repaymentSpecified Currency. For this Note to be repaidrepaid in whole or in part at the option of the bearer hereof on any Optional Repayment Date, this Note must be presented, with the Indenture Trustee must receiveform attached hereto entitled “Option to Elect Repayment” duly completed, at its office, or at such other place or places the offices of which the Company shall from time to time notify the Holders, London Paying Agent not more than seventy-five (75) 60 nor less than thirty (30) calendar 30 days prior to the date of repaymentOptional Repayment Date. Upon such proper presentment, (i) this Note with will be repaid on the form entitled "Option Optional Repayment Date, subject to Elect Repayment," attached to this Note, duly completed by the Holder or (ii) a telegram, telex, facsimile transmission or a letter from a member provisions hereof governing payments. In the event of a national securities exchange or the National Association of Securities Dealers, Inc. or a commercial bank or a trust company in the United States setting forth the name of the Holder of this Note, the principal amount thereof, the certificate number repayment of this Note or a description of this Note's tenor and terms, the principal amount thereof to be repaidin part only, a statement that new Note for the option unrepaid portion hereof shall be issued to elect repayment is being exercised thereby and a guarantee that this Notethe bearer hereof upon the surrender hereof or, together with the form entitled "Option to Elect Repayment" duly completedwhere applicable, an appropriate notation will be received by the Indenture Trustee (or an agent made on behalf of the Indenture Trustee) not later than the fifth Business Day after the date of such telegram, telex, facsimile transmission or letter; provided, that such telegram, telex, facsimile transmission or letter shall only be effective if this Note and form duly completed are received by the Indenture Trustee (or an agent on behalf of the Indenture Trustee) by such fifth Business DaySchedule 1 attached hereto. Exercise of such repayment option by the Holder of this Note holder bearer shall be irrevocable. The From and after any Optional Repayment Date, if monies for the repayment of this Note (or portion hereof) shall have been made available for repayment on such Optional Repayment Date, this Note (or such portion hereof) shall cease to bear interest and the bearer’s only right with respect to this Note (or such portion hereof) shall be to receive payment of the principal amount of the Note being repaid (or, if this is an Original Issue Discount Notes Note as specified in the Pricing Supplement, the amortized face amount hereof) and, if appropriate, all unpaid interest accrued to such Optional Repayment Date. To the extent then required under or pursuant to applicable laws or regulations (including, without limitation, capital regulations), if this Note is set forth under Section 3(e)a Subordinated Note, as indicated on the face hereof, it may not be repaid at the option of the holder prior to the Stated Maturity Date without the prior written approval of the OCC or any other bank supervisory authority having jurisdiction over the Issuer and requiring such approval.

Optional Repayment. If (i) Borrowers may repay Advances (or a repayment right is specified on portion thereof) at any time prior to the face hereofFacility Termination Date (an “Optional Repayment”), this Note will be without premium or penalty but subject to repayment at the option payment of the Holder breakage fees and the Company will repay Exit Fee, as applicable, and the limitations set forth in this Note, or applicable portion hereof, on the Repayment Date(sSection 3(e), if anyas further described herein. In connection with any such Optional Repayment, indicated on the face hereof. Such repayments applicable Borrower shall be made in whole or in part on deliver a written notice of such Optional Repayment Date(s) in increments of the authorized denominations specified on the face hereof (provided that any remaining principal amount hereof shall be to Lender at least equal to the minimum authorized denomination applicable hereto), at the Repayment Price two (expressed as a percentage of the principal amount of this Note for which repayment is requested2) specified on the face hereof (which unless otherwise specified on the face hereof shall be 100%), together with unpaid interest, if any, accrued thereon to the date of repayment. For this Note to be repaid, the Indenture Trustee must receive, at its office, or at such other place or places of which the Company shall from time to time notify the Holders, not more than seventy-five (75) nor less than thirty (30) calendar days prior to the date of such requested repayment identifying the Advance to be repaid and the amount of such repayment, and, if the release of the related Financed Rental Property is requested by such Borrower, shall pay to Lender the applicable Repayment Amount or, if a partial repayment is being made, the amount of such prepayment, on such Optional Repayment date; provided that if such Optional Repayment date is not a Payment Date, Borrowers shall also pay to Lender any amount due under Section 3(h); provided further, that if, in connection with such Optional Repayment, the Rental Properties that are the subject of such Optional Repayment are subsequently pledged by Borrowers or an Affiliate thereof to a financial institution (other than Lender) or otherwise subject to another credit, warehouse or other financing facility that is similar to the facility provided for hereunder, Borrowers shall also remit to Lender in immediately available funds the applicable Exit Fee. Notwithstanding the foregoing or anything to the contrary herein, no Optional Repayment is permitted hereunder without Lender’s prior written consent (which consent may be given or withheld in Lender’s discretion) if an Event of Default under Section 14(n) hereof shall exist at that time, or will result from such Optional Repayment. (ii) Borrowers may effect an Optional Repayment in connection with a sale or transfer of one or more Financed Rental Properties to another Person (including an Affiliate of Borrower) at any time for net Sale Proceeds of at least equal to the Minimum Release Amount of such Financed Rental Properties; provided that individual Financed Rental Properties may be sold or transferred by Borrowers for an amount less than the applicable Minimum Release Amount (the “Minimum Release Amount Shortfall”), so long as (i) this Note with the form entitled "Option to Elect Repayment," attached to this Noteno Default or Event of Default shall then exist, duly completed by the Holder or (ii) Borrowers shall have given Lender at least three (3) Business Days’ prior written notice thereof designating the applicable Rental Properties specifying the net Sale Proceeds expected from such sale or transfer, (iii) Lender shall have consented to such sale or transfer; and (iv) the sale or transfer shall not result in a telegrambreach of either the Stabilized LTV or Non-Stabilized LTV. Borrowers shall cause the aggregate net Sale Proceeds resulting from any such sale or transfer to be remitted directly to the Waterfall Account. With respect to a sale of Financed Rental Properties for net Sale Proceeds that are less than the applicable Minimum Release Amount, telex, facsimile transmission or a letter from a member of a national securities exchange or the National Association of Securities Dealers, Inc. or a commercial bank or a trust company difference between (x) such Minimum Release Amount and (y) such net Sale Proceeds deposited in the United States setting forth the name of the Holder of this Note, the principal amount thereof, the certificate number of this Note or a description of this Note's tenor and terms, the principal amount thereof to be repaid, a statement that the option to elect repayment is being exercised thereby and a guarantee that this Note, together with the form entitled "Option to Elect Repayment" duly completed, will be received by the Indenture Trustee (or an agent on behalf of the Indenture Trustee) not later than the fifth Business Day after the date of such telegram, telex, facsimile transmission or letter; provided, that such telegram, telex, facsimile transmission or letter shall only be effective if this Note and form duly completed are received by the Indenture Trustee (or an agent on behalf of the Indenture Trustee) by such fifth Business Day. Exercise of such repayment option by the Holder of this Note Waterfall Account shall be irrevocable. The repayment of Discount Notes is set forth under Section 3(e)added to the Aggregate Advance Amount, on a pro-rata basis and as determined by Lender in its discretion.

Optional Repayment. If a repayment right is so specified on in the face hereofPricing Supplement, this Note will be subject repayable prior to repayment the Stated Maturity Date at the option of the Holder and the Company will repay this Note, or applicable portion hereof, bearer on the Optional Repayment Date(s), if any, indicated specified in the Pricing Supplement. IF NO OPTIONAL REPAYMENT DATES ARE SET FORTH IN THE PRICING SUPPLEMENT, THIS NOTE MAY NOT BE SO REPAID AT THE OPTION OF THE BEARER HEREOF PRIOR TO THE STATED MATURITY DATE. Unless otherwise provided in the Pricing Supplement, on the face hereof. Such repayments any Optional Repayment Date, this Note shall be made repayable in whole or in part on such Repayment Date(s) in increments at the option of the authorized denominations specified on bearer hereof at a repayment price equal to 100% of the face hereof (provided that any remaining principal amount to be repaid, together with accrued and unpaid interest hereon payable at the applicable rate or rates borne by this Note to, but excluding, the date of repayment; provided, however, that, in the event of repayment of this Note in part only, the unrepaid portion hereof shall be at least equal to the minimum authorized denomination applicable hereto)Authorized Denomination specified in the Pricing Supplement, at or if no such Authorized Denomination is so specified, €50,000 or its equivalent in the Repayment Price (expressed as a percentage of the principal amount of this Note for which repayment is requested) specified on the face hereof (which unless otherwise specified on the face hereof shall be 100%), together with unpaid interest, if any, accrued thereon to the date of repaymentSpecified Currency. For this Note to be repaidrepaid in whole or in part at the option of the bearer hereof on any Optional Repayment Date, this Note must be presented, with the Indenture Trustee must receiveform attached hereto entitled “Option to Elect Repayment” duly completed, at its office, or at such other place or places the offices of which the Company shall from time to time notify the Holders, London Paying Agent not more than seventy-five (75) 60 nor less than thirty (30) calendar 30 days prior to the date of repaymentOptional Repayment Date. Upon such proper presentment, (i) this Note with will be repaid on the form entitled "Option Optional Repayment Date, subject to Elect Repayment," attached to this Note, duly completed by the Holder or (ii) a telegram, telex, facsimile transmission or a letter from a member of a national securities exchange or the National Association of Securities Dealers, Inc. or a commercial bank or a trust company in the United States setting forth the name of the Holder of this Note, the principal amount thereof, the certificate number provisions of this Note or a description governing payments. In the event of repayment of this Note's tenor and terms, the principal amount thereof to be repaidNote in part only, a statement that new Note for the option unrepaid portion hereof shall be issued to elect repayment is being exercised thereby and a guarantee that this Notethe bearer hereof upon the surrender hereof or, together with the form entitled "Option to Elect Repayment" duly completedwhere applicable, an appropriate notation will be received by the Indenture Trustee (or an agent made on behalf of the Indenture Trustee) not later than the fifth Business Day after the date of such telegram, telex, facsimile transmission or letter; provided, that such telegram, telex, facsimile transmission or letter shall only be effective if this Note and form duly completed are received by the Indenture Trustee (or an agent on behalf of the Indenture Trustee) by such fifth Business DaySchedule 1 attached hereto. Exercise of such repayment option by the Holder of this Note bearer hereof shall be irrevocable. The From and after any Optional Repayment Date, if monies for the repayment of this Note (or portion hereof) shall have been made available for repayment on such Optional Repayment Date, this Note (or such portion hereof) shall cease to bear interest and the bearer’s only right with respect to this Note (or such portion hereof) shall be to receive payment of the principal amount of the Note being repaid (or, if this is an Original Issue Discount Notes Note as specified in the Pricing Supplement, the amortized face amount hereof) and, if appropriate, all unpaid interest accrued to such Optional Repayment Date. To the extent then required under or pursuant to applicable laws or regulations (including, without limitation, capital regulations), if this Note is set forth under Section 3(e)a Subordinated Note, as indicated on the face hereof, it may not be repaid at the option of the holder prior to the Stated Maturity Date without the prior written approval of the OCC or any other bank supervisory authority having jurisdiction over the Issuer and requiring such approval.

Optional Repayment. If a repayment right is so specified on in the face hereofPricing Supplement, this Note will be subject repayable prior to repayment the Stated Maturity Date at the option of the Holder and the Company will repay this Note, or applicable portion hereof, registered holder on the Optional Repayment Date(s), if any, indicated specified in the Pricing Supplement. IF NO OPTIONAL REPAYMENT DATES ARE SET FORTH IN THE PRICING SUPPLEMENT, THIS NOTE MAY NOT BE SO REPAID AT THE OPTION OF THE HOLDER HEREOF PRIOR TO THE STATED MATURITY DATE. Unless otherwise specified in the Pricing Supplement, on the face hereof. Such repayments any Optional Repayment Date, this Note shall be made repayable in whole or in part on such Repayment Date(s) in increments at the option of the authorized denominations specified on holder hereof at a repayment price equal to 100% of the face hereof (provided that any remaining principal amount to be repaid, together with accrued and unpaid interest hereon payable at the applicable rate or rates borne by this Note to, but excluding, the date of repayment; provided, however, that, in the event of repayment of this Note in part only, the unrepaid portion hereof shall be at least equal to the minimum authorized denomination applicable hereto)Authorized Denomination specified in the Pricing Supplement, at or if no such Authorized Denomination is so specified, U.S. $250,000 or its equivalent in the Repayment Price (expressed as a percentage of the principal amount of this Note for which repayment is requested) specified on the face hereof (which unless otherwise specified on the face hereof shall be 100%), together with unpaid interest, if any, accrued thereon to the date of repaymentSpecified Currency. For this Note to be repaidrepaid in whole or in part at the option of the holder hereof on any Optional Repayment Date, this Note must be received, with the Indenture Trustee must receiveform attached hereto entitled “Option to Elect Repayment” duly completed, by the applicable Paying Agent (as appropriate in accordance with such attached form), at its office, the address set forth on such form or at such other place or places of address which the Company Issuer shall from time to time notify the Holders, holders of the Notes not more than seventy-five (75) 60 nor less than thirty (30) calendar 30 days prior to such holder’s Optional Repayment Date. In the date event of repayment, (i) repayment of this Note with in part only, a new Note for the form entitled "Option to Elect Repayment," attached to this Note, duly completed by the Holder or (ii) a telegram, telex, facsimile transmission or a letter from a member of a national securities exchange or the National Association of Securities Dealers, Inc. or a commercial bank or a trust company unrepaid portion hereof shall be issued in the United States setting forth the name of the Holder of this Noteregistered holder hereof upon the surrender hereof or, the principal amount thereofwhere applicable, the certificate number of this Note or a description of this Note's tenor and terms, the principal amount thereof to be repaid, a statement that the option to elect repayment is being exercised thereby and a guarantee that this Note, together with the form entitled "Option to Elect Repayment" duly completed, an appropriate notation will be received by the Indenture Trustee (or an agent made on behalf of the Indenture Trustee) not later than the fifth Business Day after the date of such telegram, telex, facsimile transmission or letter; provided, that such telegram, telex, facsimile transmission or letter shall only be effective if this Note and form duly completed are received by the Indenture Trustee (or an agent on behalf of the Indenture Trustee) by such fifth Business DaySchedule 1 attached hereto. Exercise of such repayment option by the Holder of this Note holder hereof shall be irrevocable. The From and after any Optional Repayment Date, if monies for the repayment of this Note (or portion hereof) shall have been made available for repayment on such Optional Repayment Date, this Note (or such portion hereof) shall cease to bear interest and the holder’s only right with respect to this Note (or such portion hereof) shall be to receive payment of the principal amount of the Note being repaid (or, if this is an Original Issue Discount Notes Note as specified in the Pricing Supplement, the amortized face amount hereof) and, if appropriate, all unpaid interest accrued to such redemption date. To the extent then required under or pursuant to applicable laws or regulations (including, without limitation, capital regulations), if this Note is set forth under Section 3(e)a Subordinated Note, as indicated on the face hereof, it may not be repaid at the option of the holder prior to the Stated Maturity Date without the prior written approval of the OCC or any other bank supervisory authority having jurisdiction over the Issuer and requiring such approval.

Optional Repayment. If provided on the face hereof, this Security will be subject to repayment, in whole or in part on a given day or days, prior to the Stated Maturity at the option of the Holder hereof on the optional repayment right dates, if any, specified on the face hereof (each an "Optional Repayment Date"). If no Optional Repayment Date is specified on the face hereof, this Note Security will not be repayable at the option of the Holder hereof prior to its Stated Maturity. If this Security is subject to repayment at the option of the Holder and the Company will repay this Note, or applicable portion hereof, on the Optional Repayment Date(s)Date, if any, indicated specified on the face hereof. Such repayments shall , this Security will be made repayable in whole or from time to time in part on such Repayment Date(s) in increments of $1,000, at a repayment price equal to 100% of the authorized denominations specified on the face hereof (provided that any remaining unpaid principal amount hereof shall to be at least equal to the minimum authorized denomination applicable hereto), at the Repayment Price (expressed as a percentage of the principal amount of this Note for which repayment is requested) specified on the face hereof (which unless otherwise specified on the face hereof shall be 100%)repaid, together with unpaid interest, if any, interest accrued thereon to the date of repayment. For this Note Security to be repaid, the Indenture Trustee such Security must receive, at its office, or at such other place or places of which the Company shall from time to time notify the Holders, not more than seventy-five (75) nor less than thirty (30) calendar days prior to the date of repayment, (i) this Note with the form entitled "Option to Elect Repayment," attached to this Note, duly completed by the Holder or (ii) a telegram, telex, facsimile transmission or a letter from a member of a national securities exchange or the National Association of Securities Dealers, Inc. or a commercial bank or a trust company in the United States setting forth the name of the Holder of this Note, the principal amount thereof, the certificate number of this Note or a description of this Note's tenor and terms, the principal amount thereof to be repaid, a statement that the option to elect repayment is being exercised thereby and a guarantee that this Notereceived, together with the form hereon entitled "Option to Elect Repayment" duly completed, will be received by the Indenture Trustee (at its Corporate Trust Office or an agent on behalf of the Indenture Trustee) not later its New York City office, 61 B▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇t more than the fifth Business Day after 60 nor less than 30 calendar days prior to the date of such telegram, telex, facsimile transmission or letter; provided, that such telegram, telex, facsimile transmission or letter shall only be effective if this Note and form duly completed are received by the Indenture Trustee (or an agent on behalf of the Indenture Trustee) by such fifth Business Dayrepayment. Exercise of such repayment option by the Holder will be irrevocable. Only DTC may exercise the repayment option in respect of this Note Global Securities representing Book-Entry Securities. Accordingly, Beneficial Owners (as defined below) of Global Securities that desire to have all or any portion of the Book-Entry Securities represented by such Global Securities repaid must instruct the Participant (as hereinafter defined) through which they own their interest to direct DTC to exercise the repayment option on their behalf by delivering the related Global Security and duly completed election form to the Trustee as aforesaid. In order to ensure that such Global Security and election form are received by the Trustee on a particular day, the applicable Beneficial Owner must so instruct the Participant through which it owns its interest before such Participant's deadline for accepting instructions for that day. All instructions given to Participants from Beneficial Owners of Global Securities relating to the option to elect repayment shall be irrevocable. The repayment of Discount Notes is set forth under Section 3(e).In addition, at the time such instructions are given, each such Beneficial Owner shall cause the Participant through which it owns its interest to transfer such Beneficial Owner's interest in the Global Security or Global Securities

Optional Repayment. If (A) The Borrower may repay Advances (or a repayment right is specified on portion thereof) (an “Optional Repayment”) at any time prior to the face hereofFacility Termination Date other than in connection with a sale or transfer of one or more Financed Properties to another Person (including any Affiliate of the Borrower), this Note will be subject to repayment at the option of limitations set forth in this Section 2(h)(i). In connection with any Optional Repayment as provided in this Section 2(h)(i)(A), the Holder and Borrower shall (1) remit directly to the Company will repay this Note, or applicable portion hereof, on Collection Account the Repayment Date(s), if any, indicated Amount for each Advance on the face hereof. Such repayments shall be made in whole or in part on such Repayment Date(s) in increments of the authorized denominations specified on the face hereof (provided that any remaining principal amount hereof shall be at least equal to the minimum authorized denomination applicable hereto), at the Repayment Price (expressed as a percentage of the principal amount of this Note for which repayment is requested) specified on the face hereof (which unless otherwise specified on the face hereof shall be 100%), together with unpaid interest, if any, accrued thereon to the date of repayment. For this Note to be repaid, the Indenture Trustee must receive, at its office, or at such other place or places of which the Company shall from time to time notify the Holders, not more than seventy-five (75) nor less than thirty (30) calendar days prior to the date of repaymentsuch Optional Repayment and (2) be entitled to request the release of one or more Financed Properties. For the avoidance of doubt, the Outstanding Advance Amount shall be reduced upon the payment of, and in the amount of, such Repayment Amount. (iB) this Note with In the form entitled "Option to Elect Repayment," attached to this Noteevent of any Optional Repayment as provided in Section 2(h)(i)(A) in which the Borrower requests release of one or more Financed Properties, duly completed upon deposit of the Repayment Amounts in respect of such Financed Properties into the Collection Account as provided in Section 2(h)(i)(A), such Financed Property shall be automatically released by the Holder or (ii) a telegramAdministrative Agent, telex, facsimile transmission or a letter from a member of a national securities exchange or the National Association of Securities Dealers, Inc. or a commercial bank or a trust company in the United States setting forth the name without any further action of the Holder Borrower from the applicable Mortgage Documents, if any, and any related Lien. (C) In the event of this Noteany Optional Repayment as provided in Section 2(h)(i)(A) that is a Refinancing Prepayment, the principal amount thereof, Borrower shall also pay to the certificate number of this Note or a description of this Note's tenor and terms, Administrative Agent the principal amount thereof to be repaid, a statement that the option to elect repayment is being exercised thereby and a guarantee that this Note, together with the form entitled "Option to Elect Repayment" duly completed, will be received by the Indenture Trustee (or an agent applicable Refinancing Exit Fee on behalf of the Indenture Trustee) not later than the fifth Business Day after the date of such telegram, telex, facsimile transmission Refinancing Prepayment. (ii) (A) The Borrower may effect an Optional Repayment in connection with a sale or lettertransfer of one or more Financed Properties to another Person (including an Affiliate of the Borrower in connection with any securitization of such Financed Properties); provided, that (i) both before and after giving effect to such telegramsale, telex, facsimile transmission no Event of Default has occurred and is continuing and (ii) on or letter shall only be effective if this Note and form duly completed are received by prior to the Indenture Trustee (or an agent on behalf of the Indenture Trustee) by such fifth Business Day. Exercise date of such repayment option by Optional Repayment, the Holder Borrower has remitted directly into the Collection Account the Net Sales Proceeds for such Financed Property; provided further, that, in connection with a [***] (1) with respect to which the [***] are equal to the greater of this Note (x) $[***] or (y) [***], and (2) [***]. For the avoidance of doubt, the Outstanding Advance Amount shall be irrevocable. The repayment of Discount Notes is set forth under reduced upon the payment of, and in the amount of, such amounts paid pursuant to this Section 3(e2(h)(ii)(A).

Optional Repayment. If a repayment right is specified on the face hereof, this Note will be subject to repayment at the option of the Holder and the Company will repay this Note, or applicable portion hereof, on the Repayment Date(s), if any, indicated on the face hereof. Such repayments shall be made in whole or in part on such Repayment Date(s) in increments of the authorized denominations specified on the face hereof (provided that any remaining principal amount hereof shall be at least equal to the minimum authorized denomination applicable hereto), at the Repayment Price (expressed as a percentage of the principal amount of this Note for which repayment is requested) specified on the face hereof (which unless otherwise specified on the face hereof shall be 100%), together with unpaid interest, if any, accrued thereon to the date of repayment. For this Note to be repaid, the Indenture Trustee must receive, at its office, or at such other place or places of which the Company shall from time to time notify the Holders, not more than seventy-five (75) nor less than thirty (30) calendar days prior to the date of repayment, (i) this Note with the form entitled "“Option to Elect Repayment," ” attached to this Note, duly completed by the Holder or (ii) a telegram, telex, facsimile transmission or a letter from a member of a national securities exchange or the National Association of Securities DealersFinancial Industry Regulatory Authority, Inc. or a commercial bank or a trust company in the United States setting forth the name of the Holder of this Note, the principal amount thereof, the certificate number of this Note or a description of this Note's ’s tenor and terms, the principal amount thereof to be repaid, a statement that the option to elect repayment is being exercised thereby and a guarantee that this Note, together with the form entitled "“Option to Elect Repayment" ” duly completed, will be received by the Indenture Trustee (or an agent on behalf of the Indenture Trustee) not later than the fifth Business Day after the date of such telegram, telex, facsimile transmission or letter; provided, that such telegram, telex, facsimile transmission or letter shall only be effective if this Note and form duly completed are received by the Indenture Trustee (or an agent on behalf of the Indenture Trustee) by such fifth Business Day. Exercise of such repayment option by the Holder of this Note shall be irrevocable. The repayment of Discount Notes is set forth under Section 3(e).

Optional Repayment. (a) Upon the occurrence of an Optional Repayment Trigger Event, Lender shall provide written notice to Borrower. Borrower shall respond to Lender with additional information detailing the facts that led to the occurrence of such Trigger Event within ten (10) Business Days of receipt of Lender’s written notice. Within ten (10) Business Days of receipt of Borrower’s written response, Lender may elect, in its sole discretion, to cause Borrower to make the Optional Repayment. If a repayment right is specified Lender so elects, then Borrower shall make the Optional Repayment on or before the face hereofnext occurring Monthly Payment Date; provided, this Note will be subject to repayment at the option of the Holder and the Company will repay this Notehowever, or applicable portion hereof, on the any Optional Repayment Date(s), if any, indicated on the face hereof. Such repayments shall be accompanied by (i) the applicable Prepayment Fee, (ii) Breakage Costs, (iii) if made in whole or in part on such Repayment Date(s) in increments of the authorized denominations specified on the face hereof (provided that any remaining principal amount hereof shall be at least equal to the minimum authorized denomination applicable hereto), at the Repayment Price (expressed as a percentage of the principal amount of this Note for which repayment is requested) specified on the face hereof (which unless otherwise specified on the face hereof shall be 100%), together with unpaid interest, if any, accrued thereon to the date of repayment. For this Note to be repaid, the Indenture Trustee must receive, at its office, or at such other place or places of which the Company shall from time to time notify the Holders, not more than seventy-five (75) nor less than thirty (30) calendar days prior to the date Permitted Prepayment Date, the Spread Maintenance Premium calculated with respect to the amount of repaymentsuch Optional Repayment, and (iiv) this Note with all interest which would have accrued on the form entitled "Option to Elect Repayment," attached to this Note, duly completed by the Holder or (ii) a telegram, telex, facsimile transmission or a letter from a member of a national securities exchange or the National Association of Securities Dealers, Inc. or a commercial bank or a trust company in the United States setting forth the name amount of the Holder of this Note, the principal amount thereof, the certificate number of this Note or a description of this Note's tenor and terms, the principal amount thereof Optional Repayment to be repaid, a statement that paid through and including the option to elect repayment is being exercised thereby and a guarantee that this Note, together with the form entitled "Option to Elect Repayment" duly completed, will be received by the Indenture Trustee (or an agent on behalf last day of the Indenture Trustee) not later than Interest Period related to the fifth Business Day after Monthly Payment Date next occurring following the date of such telegrampayment, telexor, facsimile transmission or letter; providedif such Optional Repayment occurs on a Monthly Payment Date, that such telegram, telex, facsimile transmission or letter shall only be effective if this Note through and form duly completed are received by including the Indenture Trustee (or an agent on behalf last day of the Indenture TrusteeInterest Period related to such Monthly Payment Date, and Borrower shall concurrently make (i) by such fifth Business Daythe Optional Repayment (as defined in the Mezzanine A Loan Agreement) in accordance with the terms of Section 2.4.5 of the Mezzanine A Loan Agreement to the extent the Mezzanine A Loan remains outstanding, and (ii) the Optional Repayment (as defined in the Mezzanine B Loan Agreement) in accordance with the terms of Section 2.4.5 of the Mezzanine B Loan Agreement to the extent the Mezzanine B Loan remains outstanding. Exercise If for any reason Borrower make the Optional Repayment on a date other than a Monthly Payment Date, Borrower shall pay Lender, in addition to Optional Repayment, all interest which would have accrued on the amount of the Optional Repayment to be paid through and including the last day of the Interest Period related to the Monthly Payment Date next occurring following the date of such repayment option by the Holder of this Note payment. No Optional Repayment shall be irrevocablepermitted on any date during the period commencing on the first calendar day immediately following a Monthly Payment Date to, but not including, Determination Date in such calendar month, unless consented to by Lender in its sole discretion. The repayment With respect to an Optional Repayment Trigger Event, if Lender does not elect to cause Borrower to make the Optional Repayment in accordance with this Section 2.4.4(a), Lender shall not require such Optional Repayment until the occurrence of Discount Notes is set forth another, separate Optional Repayment Trigger Event. (b) Notwithstanding anything to the contrary contained herein, neither any failure nor any delay on the part of Lender in electing the Optional Repayment under this Section 3(e)2.4.4 shall operate or constitute a waiver thereof, nor shall a single or partial exercise thereof preclude any other future exercise, or the exercise of any other right, power, remedy or privilege.

Optional Repayment. If a repayment right is so specified on in the face hereofPricing Supplement, this Note will be subject repayable prior to repayment the Stated Maturity Date at the option of the Holder and the Company will repay this Note, or applicable portion hereof, registered holder on the Repayment Date(soptional repayment date(s), if any, indicated specified in the Pricing Supplement (each such date, an “Optional Repayment Date”). IF NO OPTIONAL REPAYMENT DATES ARE SET FORTH IN THE PRICING SUPPLEMENT, THIS NOTE MAY NOT BE SO REPAID AT THE OPTION OF THE HOLDER HEREOF PRIOR TO THE STATED MATURITY DATE. Unless otherwise specified in the Pricing Supplement, on the face hereof. Such repayments any Optional Repayment Date, this Note shall be made repayable in whole or in part on such Repayment Date(s) in increments at the option of the authorized denominations specified on holder hereof at a repayment price equal to 100% of the face hereof (provided that any remaining principal amount to be repaid, together with accrued and unpaid interest (if any) hereon payable at the applicable rate or rates (if any) borne by this Note to, but excluding, the date of repayment; provided, however, that, in the event of repayment of this Note in part only, the unrepaid portion hereof shall be at least equal to the minimum authorized denomination applicable hereto), at Minimum Denomination specified in the Repayment Price (expressed as a percentage of the principal amount of this Note for which repayment is requested) specified on the face hereof (which unless otherwise specified on the face hereof shall be 100%), together with unpaid interest, if any, accrued thereon to the date of repaymentPricing Supplement. For this Note to be repaidrepaid in whole or in part at the option of the holder hereof on any Optional Repayment Date, this Note must be received, with the Indenture Trustee must receiveform attached hereto entitled “Option to Elect Repayment” duly completed, by the applicable Paying Agent (as appropriate in accordance with such attached form), at its office, the applicable address set forth on such form or at such other place or places of address which the Company Issuer shall from time to time notify the Holders, holders of the Notes not less than 30 nor more than seventy-five (75) nor less than thirty (30) 60 calendar days prior to such holder’s Optional Repayment Date. In the date event of repayment, (i) repayment of this Note with in part only, a new Note for the form entitled "Option to Elect Repayment," attached to this Note, duly completed by the Holder or (ii) a telegram, telex, facsimile transmission or a letter from a member of a national securities exchange or the National Association of Securities Dealers, Inc. or a commercial bank or a trust company unrepaid portion hereof shall be issued in the United States setting forth the name of the Holder of this Noteregistered holder hereof upon the surrender hereof or, the principal amount thereofwhere applicable, the certificate number of this Note or a description of this Note's tenor and terms, the principal amount thereof to be repaid, a statement that the option to elect repayment is being exercised thereby and a guarantee that this Note, together with the form entitled "Option to Elect Repayment" duly completed, an appropriate notation will be received by the Indenture Trustee (or an agent made on behalf of the Indenture Trustee) not later than the fifth Business Day after the date of such telegram, telex, facsimile transmission or letter; provided, that such telegram, telex, facsimile transmission or letter shall only be effective if this Note and form duly completed are received by the Indenture Trustee (or an agent on behalf of the Indenture Trustee) by such fifth Business DaySchedule 1 attached hereto. Exercise of such repayment option by the Holder of this Note holder hereof shall be irrevocable. The Security Registrar will make appropriate modifications to the entry in the Security Register for the Notes to reflect the reduction in the principal amount of this Note pursuant to a repayment in accordance with this Section. From and after any Optional Repayment Date, if monies for the repayment of this Note (or portion hereof) shall have been made available for repayment on such Optional Repayment Date, this Note (or such portion hereof) shall cease to bear interest (if any) and the holder’s only right with respect to this Note (or such portion hereof) shall be to receive payment of the principal amount of the Note being repaid (or, if this is an Original Issue Discount Notes is set forth under Section 3(e)Note as specified in the Pricing Supplement, the amortized face amount hereof) and, if appropriate, all unpaid interest (if any) accrued to such Optional Repayment Date.

Optional Repayment. If so specified in the applicable Pricing Supplement, all or a repayment right is specified on part of a Debt Obligation shall be repayable prior to the face hereof, this Note will be subject to repayment Maturity Date at the option of the Holder and the Company will repay this Note, or applicable portion hereof, on the date or dates specified in the applicable Pricing Supplement (each, an "Optional Repayment Date(s), if any, indicated on the face hereof. Such repayments shall be made in whole or in part on such Repayment Date(sDate") in increments of the authorized denominations specified on the face hereof (provided that any remaining principal amount hereof shall be at least equal to the minimum authorized denomination applicable hereto), at the price specified in the applicable Pricing Supplement (the "Optional Repayment Price (expressed as a percentage of the principal amount of this Note for which repayment is requested) specified on the face hereof (which unless otherwise specified on the face hereof shall be 100%Price"), together with unpaid interest, if any, accrued thereon interest to the date of repaymentapplicable Optional Repayment Date. For this Note If a Debt Obligation is in certificated form, in order for such Debt Obligation to be so repaid, the Indenture Trustee must receive, at its office, or at such other place or places of which the Company shall from time to time notify the Holders, least 30 but not more than seventy-five (75) nor less than thirty (30) calendar 45 days prior to the date of repaymentan Optional Repayment Date, either (i) this Note such Debt Obligation with the form below entitled "Option to Elect Repayment," attached to this Note, duly completed by the Holder or (ii) a telegram, telex, facsimile transmission fax or a letter from a member of a national securities exchange or the National Association of Securities Dealers, Inc. or a commercial bank or a trust company issuer in the United States setting forth the name of the Holder of this Notehereof, the principal amount thereofPrincipal Amount, the certificate number of this Note or Principal Amount to be repaid, a description of this Note's the tenor and terms, the principal amount thereof to be repaidterms of such Debt Obligation, a statement that the option to elect repayment is being exercised thereby and a guarantee that this Note, together such Debt Obligation with the form below entitled "Option to Elect Repayment" duly completed, completed will be received by the Indenture Trustee (or an agent on behalf of the Indenture Trustee) Paying Agent not later than the fifth five Business Day Days after the date of such telegram, telex, facsimile transmission or letter; provided, that such telegram, telex, facsimile transmission fax or letter shall only be effective if this Note and such Debt Obligation and form duly completed are received by the Indenture Trustee (or an agent on behalf of the Indenture Trustee) Paying Agent by such fifth Business Day. Exercise of such this repayment option shall be irrevocable. Unless otherwise stated in the applicable Pricing Supplement, the repayment option may be exercised by the Holder of this Note shall be irrevocable. The a Debt Obligation with respect to less than the Principal Amount then outstanding; provided, however, that the Principal Amount of the Debt Obligation remaining outstanding after repayment of Discount Notes is set forth under Section 3(e)an authorized denomination.

Optional Repayment. If a repayment (a) The Borrower shall have the right is specified to repay from time to time on any Business Day (an “Optional Repayment Date”) any Accommodation outstanding hereunder (except in respect of the face hereofOverdraft Tranche) without premium, this Note will be penalty or bonus but subject to repayment at the option of the Holder and the Company will repay this Note, or applicable portion hereofSection 6.5, on the following terms and conditions: (i) the Borrower shall give to the Administrative Agent irrevocable prior written notice by 12:00 (noon) no less than two (2) Business Days prior to the Optional Repayment Date(sDate specifying the amount and the type of Accommodation and the Tranche or Credit to be repaid (which shall be the same type from each applicable Lender); (ii) optional repayments of Accommodation under the Term A Credit shall be applied rateably to all mandatory scheduled repayments pursuant to Section 5.2; (iii) each repayment of Accommodation pursuant to this subsection under a particular Tranche or Credit shall be allocated (as to both amount and type of Accommodation) to the applicable Lenders under such Tranche or Credit, as the case may be, on the basis of their respective Pro Rata Shares under such Tranche or Credit, as the case may be; (iv) the aggregate amount of Accommodation repaid pursuant to this subsection at any time shall be not less than $500,000 or U.S.$500,000, as applicable, or an amount in excess thereof which is a whole multiple of $100,000 or U.S.$100,000, as applicable (or the amount of all applicable Accommodation then outstanding under the applicable Tranche or Credit, if less); (v) no repayment of any LIBOR Loan shall be made otherwise than upon the expiration of a LIBOR Period applicable to such LIBOR Loan unless the Borrower pays to the Administrative Agent (for the account of each applicable Lender) an amount equal to all losses, costs and expenses resulting from, arising out of, or imposed upon or incurred by such Lender by reason of, the liquidation or reemployment of funds acquired or committed to be acquired by such Lender to fund or maintain its portion of such LIBOR Loan. The determination of the amount of any such loss, cost or expense by any Lender, when evidenced by a certificate from that Lender giving a reasonably detailed calculation of the amount of such loss, cost or expense, shall be prima facie evidence of the same and, to the extent such calculation results in a negative number, such amount shall be paid by such Lender to the Borrower; (vi) no repayment of any Bankers’ Acceptance shall be made otherwise than on the maturity date of such Bankers’ Acceptance except if Cash Collateral is provided to the Administrative Agent (for the benefit of the applicable Lenders) in an amount equal to the aggregate face (or principal) amount of the Bankers’ Acceptances to be repaid prior to their respective maturity dates (together with such security agreements, officers certificates, legal opinions and other documents or agreements as the Administrative Agent may reasonably request in connection therewith); and (vii) on the applicable Optional Repayment Date the Borrower shall repay outstanding Accommodation in accordance with the notice given pursuant to Section 5.1(a)(i) together with all interest and other fees and other amounts accrued and unpaid under this Agreement, and any amounts payable under Section 6.5, if any, indicated on the face hereof. Such repayments shall be made in whole or in part on with respect to any such Repayment Date(s) in increments of the authorized denominations specified on the face hereof (provided Accommodation that any remaining principal amount hereof shall be at least equal to the minimum authorized denomination applicable hereto), at the Repayment Price (expressed as a percentage of the principal amount of this Note for which repayment is requested) specified on the face hereof (which unless otherwise specified on the face hereof shall be 100%), together with unpaid interest, if any, accrued thereon to the date of repaymentrepaid. For greater certainty, however, a repayment of outstanding Accommodation under either the Revolving Tranche or Seasonal Credit pursuant to this Note to be repaidsubsection shall not reduce the Revolving Commitments or Seasonal Commitments, the Indenture Trustee must receiverespectively. So long as no Default has occurred and is continuing, at its office, or at such other place or places of which the Company shall additional Accommodation may from time to time be obtained and repaid by the Borrower under the Revolving Tranche or Seasonal Credit, as the case may be, in accordance with and subject to the applicable provisions of this Agreement. For greater certainty, the foregoing provisions of this Section 5.1(a) do not apply to repayments of the Overdraft Tranche by way of deposit to the operating accounts established in connection therewith. (b) The Administrative Agent shall promptly notify the Holders, not more than seventy-five (75applicable Lenders of any proposed repayment of Accommodation pursuant to Section 5.1(a) nor less than thirty (30) calendar days prior to and the date amount and type of repayment, (i) this Note with the form entitled "Option to Elect Repayment," attached to this Note, duly completed by the Holder or (ii) a telegram, telex, facsimile transmission or a letter from a member of a national securities exchange or the National Association of Securities Dealers, Inc. or a commercial bank or a trust company in the United States setting forth the name of the Holder of this Note, the principal amount thereof, the certificate number of this Note or a description of this Note's tenor and terms, the principal amount thereof such Accommodation to be repaid, a statement that the option repaid to elect each such Lender. All repayment is being exercised thereby and a guarantee that this Note, together with the form entitled "Option to Elect Repayment" duly completed, will be received by the Indenture Trustee Administrative Agent in respect of any Accommodation shall be distributed to the applicable Lenders on the basis of their respective Pro Rata Shares (or an agent on behalf other than breakage costs which shall be for the account of the Indenture Trustee) not later than Lender suffering the fifth Business Day after the date of such telegram, telex, facsimile transmission or letter; provided, that such telegram, telex, facsimile transmission or letter shall only be effective if this Note and form duly completed are received by the Indenture Trustee (or an agent on behalf of the Indenture Trustee) by such fifth Business Day. Exercise of such repayment option by the Holder of this Note shall be irrevocable. The repayment of Discount Notes is set forth under Section 3(esame).

Optional Repayment. If a repayment right is so specified on in the face hereofPricing Supplement, this Note will be subject repayable prior to repayment the Stated Maturity Date at the option of the Holder and the Company will repay this Note, or applicable portion hereof, registered holder on the Optional Repayment Date(s), if any, indicated specified in the Pricing Supplement. IF NO OPTIONAL REPAYMENT DATES ARE SET FORTH IN THE PRICING SUPPLEMENT, THIS NOTE MAY NOT BE SO REPAID AT THE OPTION OF THE HOLDER HEREOF PRIOR TO THE STATED MATURITY DATE. Unless otherwise specified in the Pricing Supplement, on the face hereof. Such repayments any Optional Repayment Date, this Note shall be made repayable in whole or in part on such Repayment Date(s) in increments at the option of the authorized denominations specified on holder hereof at a repayment price equal to 100% of the face hereof (provided that any remaining principal amount to be repaid, together with accrued and unpaid interest hereon payable at the applicable rate or rates borne by this Note to, but excluding, the date of repayment; provided, however, that, in the event of repayment of this Note in part only, the unrepaid portion hereof shall be at least equal to the minimum authorized denomination applicable hereto)Authorized Denomination specified in the Pricing Supplement, at or if no such Authorized Denomination is so specified, U.S. $1,000 or its equivalent in the Repayment Price (expressed as a percentage of the principal amount of this Note for which repayment is requested) specified on the face hereof (which unless otherwise specified on the face hereof shall be 100%), together with unpaid interest, if any, accrued thereon to the date of repaymentSpecified Currency. For this Note to be repaidrepaid in whole or in part at the option of the holder hereof on any Optional Repayment Date, this Note must be received, with the Indenture Trustee must receiveform attached hereto entitled “Option to Elect Repayment” duly completed, by the applicable Paying Agent (as appropriate in accordance with such attached form), at its office, the applicable address set forth on such form or at such other place or places of address which the Company Issuer shall from time to time notify the Holders, holders of the Notes not less than 30 nor more than seventy-five (75) nor less than thirty (30) 60 calendar days prior to such holder’s Optional Repayment Date. In the date event of repayment, (i) repayment of this Note with in part only, a new Note for the form entitled "Option to Elect Repayment," attached to this Note, duly completed by the Holder or (ii) a telegram, telex, facsimile transmission or a letter from a member of a national securities exchange or the National Association of Securities Dealers, Inc. or a commercial bank or a trust company unrepaid portion hereof shall be issued in the United States setting forth the name of the Holder of this Noteregistered holder hereof upon the surrender hereof or, the principal amount thereofwhere applicable, the certificate number of this Note or a description of this Note's tenor and terms, the principal amount thereof to be repaid, a statement that the option to elect repayment is being exercised thereby and a guarantee that this Note, together with the form entitled "Option to Elect Repayment" duly completed, an appropriate notation will be received by the Indenture Trustee (or an agent made on behalf of the Indenture Trustee) not later than the fifth Business Day after the date of such telegram, telex, facsimile transmission or letter; provided, that such telegram, telex, facsimile transmission or letter shall only be effective if this Note and form duly completed are received by the Indenture Trustee (or an agent on behalf of the Indenture Trustee) by such fifth Business DaySchedule 1 attached hereto. Exercise of such repayment option by the Holder of this Note holder hereof shall be irrevocable. The From and after any Optional Repayment Date, if monies for the repayment of this Note (or portion hereof) shall have been made available for repayment on such Optional Repayment Date, this Note (or such portion hereof) shall cease to bear interest and the holder’s only right with respect to this Note (or such portion hereof) shall be to receive payment of the principal amount of the Note being repaid (or, if this is an Original Issue Discount Notes is set forth under Section 3(e)Note as specified in the Pricing Supplement, the amortized face amount hereof) and, if appropriate, all unpaid interest accrued to such Optional Repayment Date.

Optional Repayment. Upon the occurrence of an Optional Repayment Trigger Event, Lender shall provide written notice to Borrower. Borrower shall respond to Lender with additional information detailing the facts that led to the occurrence of such Optional Repayment Trigger Event within ten (10) Business Days of receipt of Lender’s written notice. Within ten (10) Business Days of receipt of Borrower’s written response, Lender may elect, in its sole discretion, to cause Borrower to make the Optional Repayment. If a repayment right is specified Lender so elects, then Borrower shall make the Optional Repayment on or before the face hereofnext occurring Monthly Payment Date; provided, this Note will be subject to repayment at the option of the Holder and the Company will repay this Notehowever, or applicable portion hereof, on the any Optional Repayment Date(s), if any, indicated on the face hereof. Such repayments shall be accompanied by (i) the applicable Prepayment Fee, (ii) Breakage Costs, (iii) if made in whole or in part on such Repayment Date(s) in increments of the authorized denominations specified on the face hereof (provided that any remaining principal amount hereof shall be at least equal to the minimum authorized denomination applicable hereto), at the Repayment Price (expressed as a percentage of the principal amount of this Note for which repayment is requested) specified on the face hereof (which unless otherwise specified on the face hereof shall be 100%), together with unpaid interest, if any, accrued thereon to the date of repayment. For this Note to be repaid, the Indenture Trustee must receive, at its office, or at such other place or places of which the Company shall from time to time notify the Holders, not more than seventy-five (75) nor less than thirty (30) calendar days prior to the date Permitted Prepayment Date, the Spread Maintenance Premium calculated with respect to the amount of repaymentsuch Optional Repayment, and (iiv) this Note with all interest which would have accrued on the form entitled "Option to Elect Repayment," attached to this Note, duly completed by the Holder or (ii) a telegram, telex, facsimile transmission or a letter from a member of a national securities exchange or the National Association of Securities Dealers, Inc. or a commercial bank or a trust company in the United States setting forth the name amount of the Holder of this Note, the principal amount thereof, the certificate number of this Note or a description of this Note's tenor and terms, the principal amount thereof Optional Repayment to be repaid, a statement that paid through and including the option to elect repayment is being exercised thereby and a guarantee that this Note, together with the form entitled "Option to Elect Repayment" duly completed, will be received by the Indenture Trustee (or an agent on behalf last day of the Indenture Trustee) not later than Interest Period related to the fifth Business Day after Monthly Payment Date next occurring following the date of such telegrampayment, telexor, facsimile transmission or letter; providedif such Optional Repayment occurs on a Monthly Payment Date, that such telegram, telex, facsimile transmission or letter shall only be effective if this Note through and form duly completed are received by including the Indenture Trustee (or an agent on behalf last day of the Indenture TrusteeInterest Period related to such Monthly Payment Date, and Borrower shall concurrently make (i) by such fifth Business Daythe Optional Repayment (as defined in the Mortgage Loan Agreement) in accordance with the terms of Section 2.4.4 of the Mortgage Loan Agreement to the extent the Mortgage Loan remains outstanding, and (ii) the Optional Repayment (as defined in the Mezzanine A Loan Agreement) in accordance with the terms of Section 2.4.5 of the Mezzanine A Loan Agreement to the extent the Mezzanine A Loan remains outstanding. Exercise If for any reason Borrower makes the Optional Repayment on a date other than a Monthly Payment Date, Borrower shall pay Lender, in addition to Optional Repayment, all interest which would have accrued on the amount of the Optional Repayment to be paid through and including the last day of the Interest Period related to the Monthly Payment Date next occurring following the date of such repayment option by the Holder of this Note payment. No Optional Repayment shall be irrevocablepermitted on any date during the period commencing on the first calendar day immediately following a Monthly Payment Date to, but not including, Determination Date in such calendar month, unless consented to by Lender in its sole discretion. The repayment With respect to an Optional Repayment Trigger Event, if Lender does not elect to cause Borrower to make the Optional Repayment in accordance with this Section 2.4.5(a), Lender shall not require such Optional Repayment until the occurrence of Discount Notes is set forth another, separate Optional Repayment Trigger Event. Notwithstanding anything to the contrary contained herein, neither any failure nor any delay on the part of Lender in electing the Optional Repayment under this Section 3(e)2.4.4. shall operate or constitute a waiver thereof, nor shall a single or partial exercise thereof preclude any other future exercise, or the exercise of any other right, power, remedy or privilege.

Optional Repayment. If a repayment right is Unless one or more Repayment Dates are specified on the face hereof, this Subordinated Note shall not be repayable at the option of the Holder prior to the Stated Maturity. If one or more Repayment Dates (or ranges of Repayment Dates) are so specified, this Subordinated Note will be subject to repayment on any such date (or during any such range) at the option of the Holder and at the Company will repay this Note, or applicable portion hereof, on the Repayment Date(s), if any, indicated on the face hereof. Such repayments shall be made in whole or in part on such Repayment Date(s) in increments of the authorized denominations Price specified on the face hereof (provided that any remaining principal amount hereof shall be at least equal to the minimum authorized denomination applicable hereto), at the Repayment Price (expressed as a percentage of the principal amount of this Note for which repayment is requested) specified on the face hereof (which unless otherwise specified on the face hereof shall be 100%Subordinated Note), together with unpaid interest, if any, accrued thereon interest to the date Repayment Date, but payments due with respect to this Subordinated Note prior to the Repayment Date will be payable to the Holder of repaymentthis Subordinated Note, or one or more Predecessor Notes, of record at the close of business on the relevant Regular Record Date or Special Record Date, all as provided in the Subordinated Indenture. For In order for this Subordinated Note to be repaidrepaid prior to Stated Maturity, the Indenture Trustee must receive, receive at its office, or at such other place or places of which the Company shall from time to time notify the Holders, least 30 days but not more than seventy-five (75) nor less than thirty (30) calendar 60 days prior to the date of repayment, a Repayment Date: (a) appropriate wire transfer instructions and (b) either (i) this Subordinated Note with the form attached hereto entitled "Option to Elect Repayment," attached to this Note, duly completed by the Holder or (ii) a telegram, telex, facsimile transmission or a letter (first class, postage prepaid) from a member of a national securities exchange or the National Association of Securities Dealers, Inc. or a commercial bank or a trust company in the United States setting forth the name of the Holder of this Subordinated Note, the principal amount thereofof this Subordinated Note, the portion of the principal amount of this Subordinated Note to be repaid, the certificate number of this Note or a description of this Note's the tenor and terms, the principal amount thereof to be repaidterms of this Subordinated Note, a statement that the option to elect repayment is being exercised thereby and a guarantee that this Note, together Subordinated Note with the form attached hereto entitled "Option to Elect Repayment" duly completed, completed will be received by the Indenture Trustee (or an agent on behalf of the Indenture Trustee) not later than the fifth five Business Day Days after the date of such telegram, telex, facsimile transmission or letter; provided. If the procedure described in clause (b)(ii) of the preceding sentence is followed, that this Subordinated Note with such telegram, telex, facsimile transmission or letter shall only be effective if this Note and form duly completed are must be received by the Indenture Trustee (or an agent on behalf of the Indenture Trustee) by such fifth Business Day. Exercise of such the repayment option by the Holder of this Subordinated Note will be irrevocable, except that a Holder who has tendered this Subordinated Note for repayment may revoke such tender for repayment by written notice to the Trustee until the close of business on the tenth day prior to the Repayment Date. The repayment option may be exercised by the Holder for less than the entire principal amount hereof, provided that the principal amount, if any, of this Subordinated Note that remains outstanding after such repayment is an Authorized Denomination specified on the face hereof. No transfer or exchange of any Subordinated Note, or portion thereof, as to which a repayment option has been exercised will be permitted after such exercise. Upon such partial repayment, this Subordinated Note will be canceled and a new Subordinated Note or Subordinated Notes representing the unrepaid portion hereof will be issued in the name of the Holder hereof. If this Subordinated Note is in global form as specified on the face hereof, while this Subordinated Note is represented by one or more global Subordinated Notes registered in the name of the Depository or its nominee, the option for repayment may be exercised only by a participant that has an account with the Depository, on behalf of the beneficial owner of this Subordinated Note, by delivering a written notice substantially similar to the form attached hereto entitled "Option to Elect Repayment" duly completed to the Trustee at its Corporate Trust Office (or such other address of which the Company will from time to time notify the Holders), at least 30 days but not more than 60 days prior to a Repayment Date. A notice of election from a participant on behalf of the beneficial owner of this Subordinated Note to exercise the option to have this Subordinated Note repaid must be received by the Trustee prior to 5:00 P.M., New York City time, on the last day for giving such notice. In order to ensure that a notice is received by the Trustee on a particular day, the beneficial owner of this Subordinated Note must so direct the applicable participant before such participant's deadline for accepting instructions for that day. Different firms may have different deadlines for accepting instructions from their customers. Accordingly, the beneficial owner of this Subordinated Note should consult the participant through which such beneficial owner owns its interest herein for the deadline for such participant. All notices shall be executed by a duly authorized officer of such participant (with signatures guaranteed) and will be irrevocable. The repayment In addition, the beneficial owner of Discount Notes this Subordinated Note shall effect delivery at the time such notice of election is set forth under Section 3(e)given to the Depository by causing the applicable participant to transfer such beneficial owner's interest in this Subordinated Note, on the Depository's records, to the Trustee.

Optional Repayment. If (1) Subject to the provisions of this Section 2, the Company may deliver a repayment right notice to the Holder (an “Optional Repayment Notice” and the date such notice is specified on deemed delivered hereunder, the face hereof, this Note will be subject “Optional Repayment Notice Date”) of its irrevocable election to repayment at the option prepay up to 100% of the Holder and the Company will repay this Note, or applicable portion hereof, on the Repayment Date(s), if any, indicated on the face hereof. Such repayments shall be made outstanding Notes for cash in whole or in part on such Repayment Date(s) in increments of the authorized denominations specified on the face hereof (provided that any remaining principal an amount hereof shall be at least equal to the minimum authorized denomination applicable hereto), at the Repayment Price (expressed as a percentage of the principal amount of this Note for which repayment is requested) specified on the face hereof (which unless otherwise specified on the face hereof shall be 100%), together with unpaid interest, if any, being prepaid plus accrued interest thereon to the date of repayment. For this Note to be repaidrepayment (the “Optional Repayment Amount”) on the 20th Business Day following the Optional Repayment Notice Date (such date, the Indenture Trustee must receive“Optional Repayment Date” and such repayment, the “Optional Repayment”). The Optional Repayment Amount is payable in full on the Optional Repayment Date. (2) The payment of cash pursuant to an Optional Repayment shall be made on the Optional Repayment Date. If any portion of the payment pursuant to an Optional Repayment shall not be paid by the Company by the applicable due date, interest shall accrue thereon until such amount is paid in full at its officean interest rate equal to the lesser of 18% per annum or the maximum rate permitted by applicable law. Notwithstanding anything herein contained to the contrary, or if any portion of the Optional Repayment Amount remains unpaid after such date, the Holder may elect, by written notice to the Company given at any time thereafter, to invalidate ab initio such other place or places of which repayment, and, with respect to the Company’s failure to honor the Optional Repayment, the Company shall from time have no further right to time notify the Holders, not more than seventy-five (75) nor less than thirty (30) calendar days prior exercise such Optional Repayment. Notwithstanding anything to the date contrary in this Section 2, the Company’s determination to redeem in cash shall be applied ratably among the holders of repayment, (i) this Note with the form entitled "Option Notes in proportion to Elect Repayment," attached to this Note, duly completed by the Holder or (ii) a telegram, telex, facsimile transmission or a letter from a member of a national securities exchange or the National Association of Securities Dealers, Inc. or a commercial bank or a trust company in the United States setting forth the name respective principal amounts of the Holder of this Note, the principal amount thereof, the certificate number of this Note or a description of this Note's tenor and terms, the principal amount thereof to be repaid, a statement that the option to elect repayment is being exercised thereby and a guarantee that this Note, together with the form entitled "Option to Elect Repayment" duly completed, will be received by the Indenture Trustee (or an agent on behalf of the Indenture Trustee) not later than the fifth Business Day after the date of such telegram, telex, facsimile transmission or letter; provided, that such telegram, telex, facsimile transmission or letter shall only be effective if this Note and form duly completed are received by the Indenture Trustee (or an agent on behalf of the Indenture Trustee) by such fifth Business Day. Exercise of such repayment option by the Holder of this Note shall be irrevocable. The repayment of Discount Notes is set forth under Section 3(e)Notes.

Optional Repayment. Upon the occurrence of an Optional Repayment Trigger Event, Lender shall provide written notice to Borrower. Borrower shall respond to Lender with additional information detailing the facts that led to the occurrence of such Optional Repayment Trigger Event within ten (10) Business Days of receipt of Lender’s written notice. Within ten (10) Business Days of receipt of Borrower’s written response, Lender may elect, in its sole discretion, to cause Borrower to make the Optional Repayment. If a repayment right is specified Lender so elects, then Borrower shall make the Optional Repayment on or before the face hereofnext occurring Monthly Payment Date; provided, this Note will be subject to repayment at the option of the Holder and the Company will repay this Notehowever, or applicable portion hereof, on the any Optional Repayment Date(s), if any, indicated on the face hereof. Such repayments shall be accompanied by (i) the applicable Prepayment Fee, (ii) Breakage Costs, (iii) if made in whole or in part on such Repayment Date(s) in increments of the authorized denominations specified on the face hereof (provided that any remaining principal amount hereof shall be at least equal to the minimum authorized denomination applicable hereto), at the Repayment Price (expressed as a percentage of the principal amount of this Note for which repayment is requested) specified on the face hereof (which unless otherwise specified on the face hereof shall be 100%), together with unpaid interest, if any, accrued thereon to the date of repayment. For this Note to be repaid, the Indenture Trustee must receive, at its office, or at such other place or places of which the Company shall from time to time notify the Holders, not more than seventy-five (75) nor less than thirty (30) calendar days prior to the date Permitted Prepayment Date, the Spread Maintenance Premium calculated with respect to the amount of repaymentsuch Optional Repayment, and (iiv) this Note with all interest which would have accrued on the form entitled "Option to Elect Repayment," attached to this Note, duly completed by the Holder or (ii) a telegram, telex, facsimile transmission or a letter from a member of a national securities exchange or the National Association of Securities Dealers, Inc. or a commercial bank or a trust company in the United States setting forth the name amount of the Holder of this Note, the principal amount thereof, the certificate number of this Note or a description of this Note's tenor and terms, the principal amount thereof Optional Repayment to be repaid, a statement that paid through and including the option to elect repayment is being exercised thereby and a guarantee that this Note, together with the form entitled "Option to Elect Repayment" duly completed, will be received by the Indenture Trustee (or an agent on behalf last day of the Indenture Trustee) not later than Interest Period related to the fifth Business Day after Monthly Payment Date next occurring following the date of such telegrampayment, telexor, facsimile transmission or letter; providedif such Optional Repayment occurs on a Monthly Payment Date, that such telegram, telex, facsimile transmission or letter shall only be effective if this Note through and form duly completed are received by including the Indenture Trustee (or an agent on behalf last day of the Indenture TrusteeInterest Period related to such Monthly Payment Date, and Borrower shall concurrently make (i) by such fifth Business Daythe Optional Repayment (as defined in the Mortgage Loan Agreement) in accordance with the terms of Section 2.4.4 of the Mortgage Loan Agreement to the extent the Mortgage Loan remains outstanding, and (ii) the Optional Repayment (as defined in the Mezzanine B Loan Agreement) in accordance with the terms of Section 2.4.5 of the Mezzanine B Loan Agreement. Exercise If for any reason Borrower makes the Optional Repayment on a date other than a Monthly Payment Date, Borrower shall pay Lender, in addition to Optional Repayment, all interest which would have accrued on the amount of the Optional Repayment to be paid through and including the last day of the Interest Period related to the Monthly Payment Date next occurring following the date of such repayment option by the Holder of this Note payment. No Optional Repayment shall be irrevocablepermitted on any date during the period commencing on the first calendar day immediately following a Monthly Payment Date to, but not including, Determination Date in such calendar month, unless consented to by Lender in its sole discretion. The repayment With respect to an Optional Repayment Trigger Event, if Lender does not elect to cause Borrower to make the Optional Repayment in accordance with this Section 2.4.5(a), Lender shall not require such Optional Repayment until the occurrence of Discount Notes is set forth another, separate Optional Repayment Trigger Event. Notwithstanding anything to the contrary contained herein, neither any failure nor any delay on the part of Lender in electing the Optional Repayment under this Section 3(e)2.4.4. shall operate or constitute a waiver thereof, nor shall a single or partial exercise thereof preclude any other future exercise, or the exercise of any other right, power, remedy or privilege.

Optional Repayment. If a repayment right is Unless one or more Repayment Dates are specified on the face hereof, this Senior Note shall not be repayable at the option of the Holder prior to the Stated Maturity. If one or more Repayment Dates (or ranges of Repayment Dates) are so specified, this Senior Note will be subject to repayment on any such date (or during any such range) at the option of the Holder and at the Company will repay this Note, or applicable portion hereof, on the Repayment Date(s), if any, indicated on the face hereof. Such repayments shall be made in whole or in part on such Repayment Date(s) in increments of the authorized denominations Price specified on the face hereof (provided that any remaining principal amount hereof shall be at least equal to the minimum authorized denomination applicable hereto), at the Repayment Price (expressed as a percentage of the principal amount of this Note for which repayment is requested) specified on the face hereof (which unless otherwise specified on the face hereof shall be 100%Senior Note), together with unpaid interest, if any, accrued thereon interest to the date Repayment Date, but payments due with respect to this Senior Note prior to the Repayment Date will be payable to the Holder of repaymentthis Senior Note, or one or more Predecessor Notes, of record at the close of business on the relevant Regular Record Date or Special Record Date, all as provided in the Senior Indenture. For In order for this Senior Note to be repaidrepaid prior to Stated Maturity, the Indenture Trustee must receive, receive at its office, or at such other place or places of which the Company shall from time to time notify the Holders, least 30 days but not more than seventy-five (75) nor less than thirty (30) calendar 60 days prior to the date of repayment, a Repayment Date: (a) appropriate wire transfer instructions and (b) either (i) this Senior Note with the form attached hereto entitled "Option to Elect Repayment," attached to this Note, duly completed by the Holder or (ii) a telegram, telex, facsimile transmission or a letter (first class, postage prepaid) from a member of a national securities exchange or the National Association of Securities Dealers, Inc. or a commercial bank or a trust company in the United States setting forth the name of the Holder of this Senior Note, the principal amount thereofof this Senior Note, the portion of the principal amount of this Senior Note to be repaid, the certificate number of this Note or a description of this Note's the tenor and terms, the principal amount thereof to be repaidterms of this Senior Note, a statement that the option to elect repayment is being exercised thereby and a guarantee that this Note, together Senior Note with the form attached hereto entitled "Option to Elect Repayment" duly completed, completed will be received by the Indenture Trustee (or an agent on behalf of the Indenture Trustee) not later than the fifth five Business Day Days after the date of such telegram, telex, facsimile transmission or letter; provided. If the procedure described in clause (b)(ii) of the preceding sentence is followed, that this Senior Note with such telegram, telex, facsimile transmission or letter shall only be effective if this Note and form duly completed are must be received by the Indenture Trustee (or an agent on behalf of the Indenture Trustee) by such fifth Business Day. Exercise of such the repayment option by the Holder of this Senior Note will be irrevocable, except that a Holder who has tendered this Senior Note for repayment may revoke such tender for repayment by written notice to the Trustee until the close of business on the tenth day prior to the Repayment Date. The repayment option may be exercised by the Holder for less than the entire principal amount hereof, provided that the principal amount, if any, of this Senior Note that remains outstanding after such repayment is an Authorized Denomination specified on the face hereof. No transfer or exchange of any Senior Note, or portion thereof, as to which a repayment option has been exercised will be permitted after such exercise. Upon such partial repayment, this Senior Note will be canceled and a new Senior Note or Senior Notes representing the unrepaid portion hereof will be issued in the name of the Holder hereof. If this Senior Note is in global form as specified on the face hereof, while this Senior Note is represented by one or more global Senior Notes registered in the name of the Depository or its nominee, the option for repayment may be exercised only by a participant that has an account with the Depository, on behalf of the beneficial owner of this Senior Note, by delivering a written notice substantially similar to the form attached hereto entitled "Option to Elect Repayment" duly completed to the Trustee at its Corporate Trust Office (or such other address of which the Company will from time to time notify the Holders), at least 30 days but not more than 60 days prior to a Repayment Date. A notice of election from a participant on behalf of the beneficial owner of this Senior Note to exercise the option to have this Senior Note repaid must be received by the Trustee prior to 5:00 P.M., New York City time, on the last day for giving such notice. In order to ensure that a notice is received by the Trustee on a particular day, the beneficial owner of this Senior Note must so direct the applicable participant before such participant's deadline for accepting instructions for that day. Different firms may have different deadlines for accepting instructions from their customers. Accordingly, the beneficial owner of this Senior Note should consult the participant through which such beneficial owner owns its interest herein for the deadline for such participant. All notices shall be executed by a duly authorized officer of such participant (with signatures guaranteed) and will be irrevocable. The repayment In addition, the beneficial owner of Discount Notes this Senior Note shall effect delivery at the time such notice of election is set forth under Section 3(e)given to the Depository by causing the applicable participant to transfer such beneficial owner's interest in this Senior Note, on the Depository's records, to the Trustee.

Optional Repayment. If a repayment (a) The Borrower shall have the right is specified on the face hereof, this Note will be subject to repayment at the option of the Holder and the Company will repay this Note, or applicable portion hereof, on the Repayment Date(s), if any, indicated on the face hereof. Such repayments shall be made in whole or in part on such Repayment Date(s) in increments of the authorized denominations specified on the face hereof (provided that any remaining principal amount hereof shall be at least equal to the minimum authorized denomination applicable hereto), at the Repayment Price (expressed as a percentage of the principal amount of this Note for which repayment is requested) specified on the face hereof (which unless otherwise specified on the face hereof shall be 100%), together with unpaid interest, if any, accrued thereon to the date of repayment. For this Note to be repaid, the Indenture Trustee must receive, at its office, or at such other place or places of which the Company shall from time to time notify on any Business Day (an "Optional Repayment Date") any Accommodation outstanding to it under the HoldersCredit (other than Swingline Loans) without premium, not more than seventy-five (75) nor less than thirty (30) calendar days prior penalty or bonus but subject to Section 6.04, on the date of repayment, following terms and conditions: (i) this Note with the form entitled "Option Borrower shall give to Elect Repayment," attached the Administrative Agent five Business Days irrevocable prior written notice specifying the amount and the type or types of Accommodation to this Note, duly completed by be repaid and the Holder or applicable Optional Repayment Date; (ii) each repayment of Accommodation pursuant to this subsection shall be allocated (as to both amount and type of Accommodation) to the Lenders under the Credit to be repaid on the basis of their respective Pro Rata Shares; (iii) the aggregate amount of Accommodation repaid pursuant to this subsection at any time shall be in an amount of Cdn.$5,000,000 or U.S.$5,000,000, as the case may be, or such greater amount that is a telegramwhole multiple of Cdn.$100,000 or U.S.$100,000, telex, facsimile transmission as the case may be (or a letter from a member the amount of all applicable Accommodation then outstanding under the Credit to be repaid if lesser); (iv) no repayment of any LIBOR Loan shall be made otherwise than upon the expiration of a national securities exchange LIBOR Period, applicable to such LIBOR Loan unless the Borrower pays to the Administrative Agent (for the account of each Lender) an amount equal to all losses, costs and expenses resulting from, arising out of, or imposed upon or incurred by a Lender by reason of, the National Association liquidation or reemployment of Securities Dealers, Inc. funds acquired or a commercial bank committed to be acquired by such Lender to fund or a trust company in the United States setting forth the name maintain its portion of such LIBOR Loan. The determination of the Holder amount of any such loss, cost or expense by any Lender, when evidenced by a certificate from that Lender giving a reasonably detailed calculation of the amount of such loss, cost or expense, shall be prima facie evidence of the same and, to the extent such calculation results in a negative number, such amount shall be paid by such Lender to the Borrower; (v) no repayment of any Bankers' Acceptance shall be made otherwise than on the maturity date of such Bankers' Acceptance; (vi) on the applicable Optional Repayment Date the Borrower shall repay outstanding Accommodation in accordance with the notice given pursuant to clause (i) above and for such purpose shall pay to the Administrative Agent the amount of any Loans together with all interest accrued and unpaid in respect thereof under this Agreement, and any amounts payable under Section 6.04, with respect to any such Accommodation that is repaid. For greater certainty, however, a repayment of Accommodation outstanding under the Credit pursuant to this subsection shall not reduce the limit of the Credit then in effect and additional Accommodation may from time to time be obtained by the Borrower under the Credit in accordance with and subject to the applicable provisions of this Note, Agreement. (b) The Administrative Agent shall promptly notify the principal Lenders of any proposed repayment of Accommodation of any portion of the Credit pursuant to subsection (a) and the amount thereof, the certificate number and type of this Note or a description of this Note's tenor and terms, the principal amount thereof such Accommodation to be repaid, a statement that the option to elect repayment is being exercised thereby and a guarantee that this Note, together with the form entitled "Option to Elect Repayment" duly completed, will be . The amount received by the Indenture Trustee Administrative Agent in respect of any Loans shall be distributed by the Administrative Agent to the Lenders on the basis of their respective Pro Rata Shares under the Credit and any accrued and unpaid interest, fees and other amounts (or an agent on behalf other than breakage costs which shall be for the account of the Indenture TrusteeLender suffering the same) not later than the fifth Business Day after the date of such telegram, telex, facsimile transmission or letter; provided, that such telegram, telex, facsimile transmission or letter shall only be effective if this Note and form duly completed are received by the Indenture Trustee (or an agent on behalf of the Indenture Trustee) by such fifth Business Day. Exercise of such repayment option Administrative Agent with respect thereto shall be distributed by the Holder Administrative Agent to the applicable Lenders on the basis of their respective entitlements thereto. (c) The Borrower shall have the right to repay from time to time on any Business Day any Swingline Loans without notice, premium, penalty or bonus. A repayment of a Swingline Loan pursuant to this subsection shall not reduce the Swingline Commitment then in effect and additional Swingline Loans may from time to time be obtained by the Borrower under the Credit in accordance with and subject to the applicable provisions of this Note shall be irrevocable. The repayment of Discount Notes is set forth under Section 3(e)Agreement.

Optional Repayment. If (i) Borrowers may repay Advances (or a repayment right is specified on portion thereof) at any time prior to the face hereofFacility Termination Date (an “Optional Repayment”), this Note will be without premium or penalty but subject to repayment at the option payment of the Holder breakage fees, as applicable, and the Company will repay limitations set forth in this Note, or applicable portion hereof, on the Repayment Date(sSection 3(e), if anyas further described herein. In connection with any such Optional Repayment, indicated on the face hereof. Such repayments applicable Borrower shall be made in whole or in part on deliver a written notice of such Optional Repayment Date(s) in increments of the authorized denominations specified on the face hereof (provided that any remaining principal amount hereof shall be to Lender at least equal to the minimum authorized denomination applicable hereto), at the Repayment Price two (expressed as a percentage of the principal amount of this Note for which repayment is requested2) specified on the face hereof (which unless otherwise specified on the face hereof shall be 100%), together with unpaid interest, if any, accrued thereon to the date of repayment. For this Note to be repaid, the Indenture Trustee must receive, at its office, or at such other place or places of which the Company shall from time to time notify the Holders, not more than seventy-five (75) nor less than thirty (30) calendar days prior to the date of such requested repayment identifying the Advance to be repaid and the amount of such repayment, and, if the release of the related Financed Rental Property is requested by such Borrower, shall pay to Lender the applicable Repayment Amount or, if a partial repayment is being made, the amount of such prepayment, on such Optional Repayment date; provided that if such Optional Repayment date is not a Payment Date, Borrowers shall also pay to Lender any amount due under Section 3(h). Notwithstanding the foregoing or anything to the contrary herein, no Optional Repayment is permitted hereunder without Lender’s prior written consent (which consent may be given or withheld in Lender’s discretion) if an Event of Default under Section 14(n) hereof shall exist at that time, or will result from such Optional Repayment. (ii) Borrowers may effect an Optional Repayment in connection with a sale or transfer of one or more Financed Rental Properties to another Person (including an Affiliate of Borrower) at any time for net Sale Proceeds of at least equal to the Minimum Release Amount of such Financed Rental Properties; provided that individual Financed Rental Properties may be sold or transferred by Borrowers for an amount less than the applicable Minimum Release Amount (the “Minimum Release Amount Shortfall”), so long as (i) this Note with the form entitled "Option to Elect Repayment," attached to this Noteno Default or Event of Default shall then exist, duly completed by the Holder or (ii) Borrowers shall have given Lender at least three (3) Business Days’ prior written notice thereof designating the applicable Rental Properties specifying the net Sale Proceeds expected from such sale or transfer, (iii) Lender shall have consented to such sale or transfer; and (iv) the sale or transfer shall not result in a telegrambreach of either the Stabilized LTV or Non-Stabilized LTV. Borrowers shall cause the aggregate net Sale Proceeds resulting from any such sale or transfer to be remitted directly to the Waterfall Account. With respect to a sale of Financed Rental Properties for net Sale Proceeds that are less than the applicable Minimum Release Amount, telex, facsimile transmission or a letter from a member of a national securities exchange or the National Association of Securities Dealers, Inc. or a commercial bank or a trust company difference between (x) such Minimum Release Amount and (y) such net Sale Proceeds deposited in the United States setting forth the name of the Holder of this Note, the principal amount thereof, the certificate number of this Note or a description of this Note's tenor and terms, the principal amount thereof to be repaid, a statement that the option to elect repayment is being exercised thereby and a guarantee that this Note, together with the form entitled "Option to Elect Repayment" duly completed, will be received by the Indenture Trustee (or an agent on behalf of the Indenture Trustee) not later than the fifth Business Day after the date of such telegram, telex, facsimile transmission or letter; provided, that such telegram, telex, facsimile transmission or letter shall only be effective if this Note and form duly completed are received by the Indenture Trustee (or an agent on behalf of the Indenture Trustee) by such fifth Business Day. Exercise of such repayment option by the Holder of this Note Waterfall Account shall be irrevocable. The repayment of Discount Notes is set forth under Section 3(e)added to the Aggregate Advance Amount, on a pro-rata basis and as determined by Lender in its discretion.