Common use of REIMBURSEMENT OF PAYMENTS IN CONNECTION WITH PLEDGE DOCUMENTS AND THIS AGREEMENT Clause in Contracts

REIMBURSEMENT OF PAYMENTS IN CONNECTION WITH PLEDGE DOCUMENTS AND THIS AGREEMENT. (a) The Company hereby agrees to pay to the Guarantor (i) all reasonable and documented costs and expenses (including court costs and reasonable legal expenses) incurred or expended by the Guarantor in connection with (x) the Guarantor’s negotiation, drafting and execution of this Agreement, the Guarantee Documents and any agreements with any of the Other Guarantors (as defined below), the Guarantor’s review of all documents in connection with the Loan and the Guarantor’s provision of the Pledged Letter of Credit (the “Initial Expenses”) and (y) the Bank’s taking any action against the Guarantor to enforce the Bank’s rights under the Guarantee Documents (together with the Initial Expenses, the “Expenses”) and (ii) to repay to Guarantor the Guarantor Payments. Notwithstanding the foregoing or anything else to the contrary in this Agreement, the Company shall not be required to reimburse the Guarantor for Expenses that the Guarantor would not have incurred but for the Guarantor’s failure to satisfy the terms and conditions of this Agreement or the Guarantee Documents. (b) Each payment to be made by the Company hereunder shall be due within thirty (30) days of the receipt by the Company of a request for reimbursement from Guarantor; provided, however, that if the date of any reimbursement request occurs prior to the Trigger Date, such payment shall be made within thirty (30) days after the Trigger Date or on the same date the Company is required to pay the Guarantee Fee in accordance with Section 1.2(c) hereof, whichever occurs first. Notwithstanding the foregoing, the Company shall reimburse the Guarantor for the Initial Expenses within ten (10) business days of the Closing. (c) All payments payable by the Company hereunder shall be made in immediately available funds to an account that the Guarantor shall designate from time to time in writing to the Company. Payments due shall be made with interest thereon from the due date (or, in the case of the Guarantor Payments, from the date that the Guarantor made such payment) until payment thereof by the Company, at the Prime Rate offered by the Bank, plus 5%, and in effect as such due date. For the avoidance of doubt, the due date for any reimbursement request shall be thirty (30) days after the date of a written reimbursement request made by the Guarantor. (d) The Company shall make the payments specified above even if there is a dispute about whether the Bank is or was entitled to take any action to enforce its rights under the Guarantee Documents. In no event shall the Company be liable to Guarantor for any special, indirect or consequential damages incurred by Guarantor.

REIMBURSEMENT OF PAYMENTS IN CONNECTION WITH PLEDGE DOCUMENTS AND THIS AGREEMENT. (a) The Company hereby agrees to (i) pay to the Guarantor (i) all reasonable and documented costs and expenses (including court costs and reasonable legal expenses) incurred or expended by the Guarantor in connection with (x) the Guarantor’s review, negotiation, drafting and and/or execution of this Agreement and all other documents relating to this Agreement, the Guarantee Documents and any agreements with any of the Other Guarantors (as defined below), the Guarantor’s review of all documents in connection with the Loan and the Guarantor’s provision of the Pledged Letter of Credit BlueCrest Loan (the “Initial Expenses”) ), and (y) the Bank’s taking any action against the Guarantor to enforce the Bank’s rights under the Guarantee Pledge Documents (together with the Initial Expenses, the “Expenses”) and (ii) to repay to the Guarantor the Guarantor Payments. Notwithstanding the foregoing or anything else to the contrary in this Agreement, the Company shall not be required to reimburse the Guarantor for Expenses that the Guarantor would not have incurred but for the Guarantor’s failure to satisfy the terms and conditions of this Agreement or the Guarantee Pledge Documents. (b) Each payment to be made by the Company hereunder shall be due within thirty (30) days of the receipt by the Company of a request for reimbursement from Guarantor; provided, however, that if the date of any reimbursement request occurs prior to the Trigger Date, such payment shall be made within thirty (30) days after the Trigger Date or on the same date the Company is required to pay the Guarantee Fee in accordance with Section 1.2(c) hereof, whichever occurs first. Notwithstanding the foregoing, the Company shall reimburse the Guarantor for the Initial Expenses within ten (10) business days of the Closing. (c) All payments payable by the Company hereunder shall be made in immediately available funds to an account that the Guarantor shall designate from time to time in writing to the Company. Payments due shall be made with interest thereon from (i) in the due case of Expenses for which the Guarantor submits a request for reimbursement (the “Expense Reimbursement Request”) within ten (10) days of the date such Expense was incurred or expended, the date the Guarantor incurred or expended such Expense, (orii) in the case of Expenses for which the Guarantor submits an Expense Reimbursement Request more than ten (10) days following the date such Expense was incurred or expended, the date the Expense Reimbursement Request is received by the Company, or (iii) in the case of the Guarantor Payments, from the date that the Guarantor made such payment) until , until, in each case, payment thereof by the Company, at the Prime Rate offered by (as defined in the Bank, Note) in effect from time to time during the period interest is accruing plus 5%; provided, and in effect as such due date. For the avoidance of doubtthat, the due date for any reimbursement request no interest shall be thirty (30) days after due or payable in connection with the date of a written reimbursement request made by the GuarantorInitial Expenses. (d) The Company shall make the payments specified above even if there is a dispute about whether the Bank is or was entitled to take any action to enforce its rights under the Guarantee Pledge Documents. In Notwithstanding the foregoing or anything else to the contrary in this Agreement, in no event shall the Company be liable to Guarantor for any special, indirect or consequential damages incurred by Guarantor.