Common use of Repayment of Advances Clause in Contracts

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest shall be paid on the first business day of the month for the amount accrued through the last day of the previous month and at maturity on the daily outstanding principal amount of each Advance at the rate set forth in the Confirmation of Advance evidencing such Advance; provided, however, interest shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis of the actual number of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunder. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession of the Bank to the payment of such due and payable amounts. Borrower agrees that, in the event any such debit results in such Deposit Account(s) being overdrawn, Borrower shall pay overdraft charges and interest on the amount of the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control of the Bank to the payment of principal, interest, and other due and payable amounts in connection with such Advance, including, without limitation, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to any fees or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payable.

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement (a) The Revolving Advances and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest Swing Loans shall be paid due and payable in full on the first business day of the month for the amount accrued through the last day of the previous month and at maturity on Term subject to earlier prepayment as herein provided. Notwithstanding the daily outstanding principal amount of each Advance at the rate set forth in the Confirmation of Advance evidencing such Advance; providedforegoing, however, interest all Advances shall be paid at maturity subject to earlier repayment upon (x) acceleration upon the occurrence of an Event of Default under this Agreement or (y) termination of this Agreement. Each payment (including each prepayment) by any Borrower on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis account of the actual number of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower Advances shall maintain in Deposit Account(s) with the Bank an amount at least equal be applied, first to the amounts then currently due outstanding Swing Loans and payable next, pro rata according to the Bank on applicable Revolving Commitment Percentages of the Lenders, to the outstanding Advances, and Revolving Advances (subject to any contrary provisions of Section 2.23). (b) Each Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunder. In the event recognizes that the collected balance in such Deposit Account(s) isamounts evidenced by checks, at any timenotes, insufficient to pay such due and payable amounts, the Bank may without notice to Borrower apply drafts or any other depositsitems of payment relating to and/or proceeds of Collateral may not be collectible by Agent on the date received by Agent. Agent shall conditionally credit Borrowers’ Account for each item of payment on the next Business Day after the Business Day on which such item of payment is received by Agent (and the Business Day on which each such item of payment is so credited shall be referred to, creditswith respect to such item, or monies of Borrower then in as the possession of the Bank “Application Date”). Agent is not, however, required to the payment of such due and payable amounts. Borrower agrees that, in the event any such debit results in such Deposit Account(s) being overdrawn, Borrower shall pay overdraft charges and interest on credit Borrowers’ Account for the amount of any item of payment which is unsatisfactory to Agent and Agent may charge Borrowers’ Account for the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity amount of any Advanceitem of payment which is returned, either by its termsfor any reason whatsoever, by acceleration pursuant to Agent unpaid. Subject to the foregoing, Borrowers agree that for purposes of computing the interest charges under this Agreement, each item of payment received by Agent shall be deemed applied by Agent on account of the Obligations on its respective Application Date. Borrowers further agree that, during a Cash Dominion Period, there is a monthly float charge payable to Agent for Agent’s sole benefit, in an amount equal to (y) the face amount of all items of payment received each day during the prior month (including items of payment received by Agent as a wire transfer or otherwise electronic depository check) multiplied by (z) the Bank may without notice Revolving Interest Rate with respect to Borrower apply any creditsDomestic Rate Loans for one (1) day (i.e. the Revolving Interest Rate divided by 360 or 365/366 as applicable). During a Cash Dominion Period, depositsthe monthly float charge shall be calculated daily and charged once per month, relating to all payments collected in the prior month. All proceeds received by Agent shall be applied to the Obligations in accordance with Section 4.15(h). Agent acknowledges and agrees to continue to provide earned credit as has historically been provided to offset certain treasury management fees. (c) All payments of principal, interest and other amounts payable hereunder, or monies of Borrower then in the possession or custody and control under any of the Bank Other Documents shall be made to Agent at the Payment Office not later than 2:00 P.M. on the due date therefor in lawful money of the United States of America in federal funds or other funds immediately available to Agent. Agent shall have the right to effectuate payment of on any and all Obligations due and owing hereunder by charging Borrowers’ Account or by making Advances as provided in Section 2.2 hereof. (d) Borrowers shall pay principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any related agreement, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to deduction for any fees setoff or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablecounterclaim.

Repayment of Advances. Borrower (a) The Member agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest shall be paid on the first business day of the month for the amount accrued through the last day of the previous month and at maturity on the daily outstanding principal amount of each Advance at the rate set forth in the Application or Confirmation of Advance evidencing such Advance; provided, howeveror, interest in the case of an open line of credit Advance, on demand. Interest shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth times specified by the Bank in the Credit Policy, Application, Confirmation of Advance evidencing such Advance. Interest will , or, in the case of an open line of credit Advance, the DIDS, and shall be charged for each day that an Advance is outstanding at the rate applicable to each such Advance. (b) The Member shall insure that, on any day on which any payment is due to the Bank with respect to Advances or other Indebtedness, the Member’s DID Account with the Bank has an available balance in an amount at least equal to the amounts then due and will be computed on payable to the basis Bank, and the Member hereby authorizes the Bank to debit the Member’s DID Account with the Bank for all amounts due and payable with respect to any Advance and for all other amounts due and payable hereunder. In the event that the available balance in the Member’s DID Account is insufficient to pay such due and payable amounts, the Bank may, without notice to or request from the Member, apply any other deposits, credits, or monies of the actual number of days Member then in the year. Borrower possession of the Bank (and not held by the Bank as bailee for a third party) to the payment of amounts due and payable or, in the sole discretion of the Bank, the Bank may fund an Advance to the Member in the amount of the insufficiency, which Advance shall bear interest from the date the same shall be made until paid at the rate in effect and being charged by the Bank from time to time on overdrafts on DID Accounts of its members. (c) The Member shall pay to the Bank Bank, immediately and without demand, interest on any past due principal of and interest on any Advance at an interest rate which is the greater of (1) the rate applicable to such Advance plus one percent (1%), or (2) as specified in effect and being charged the Credit Policy, but in no event more than any applicable limit set by the Regulations. A payment on any Advance shall be deemed past due if such payment is not received by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with or before the Bank an amount at least equal to the amounts then currently applicable due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunder. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then date provided in the possession Application or the Confirmation of the Bank to the payment of such due and payable amounts. Borrower agrees thatAdvance, or, in the event any such debit results in such Deposit Account(s) being overdrawn, Borrower shall pay overdraft charges and interest on the amount case of the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) an open line of its members. Upon maturity of any Advance, either by its terms, by acceleration credit Advance or a declaration pursuant to this AgreementSection 4.01 hereof, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control of the Bank to the payment of principal, interest, and other due and payable amounts in connection with such Advance, including, without limitation, any prepayment fees owed in connection with the repayment of that Advance. on demand. (d) All payments with respect to Advances shall be applied first to any fees or charges applicable thereto, then thereto and to interest due thereon, in such order as the Bank may determine, and then to any principal amount thereof that is then due and payable.

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest (a) The Advances shall be paid due and payable in full on the first business day of the month for the amount accrued through the last day of the previous month Term subject to earlier prepayment and at maturity to acceleration upon an Event of Default as herein provided, unless otherwise agreed by the Lenders. (b) Each Borrower recognizes that the amounts evidenced by checks, notes, drafts or any other items of payment relating to and/or proceeds of Collateral may not be collectible by Agent on the daily outstanding principal amount date received. In consideration of each Advance at the rate set forth in the Confirmation of Advance evidencing such Advance; provided, however, interest shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis Agent’s agreement to conditionally credit Borrowers’ Account as of the actual number next Business Day following Agent’s receipt of days in the year. Borrower shall pay to the Bank immediately and without demandthose items of payment, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunder. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession of the Bank to the payment of such due and payable amounts. each Borrower agrees that, in computing the event charges under this Agreement, all items of payment shall be deemed applied by Agent on account of the Obligations one (1) Business Day after (i) the Business Day following Agent’s receipt of such payments via wire transfer or electronic depository check or (ii) in the case of payments received by Agent in any other form, the Business Day such debit results payment constitutes good funds in such Deposit Account(s) being overdrawnAgent’s account. Agent is not, Borrower shall pay overdraft charges and interest on however, required to credit Borrowers’ Account for the amount of any item of payment which is unsatisfactory to Agent and Agent may charge Borrowers’ Account for the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity amount of any Advance, either by its terms, by acceleration pursuant item of payment which is returned to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control of the Bank to the payment Agent unpaid. (c) All payments of principal, interest, interest and other amounts payable to Agent or the Lenders hereunder, or under any of the Other Documents shall be made to Agent at the Payment Office for the ratable accounts of the Lenders (other than Obligations due and payable amounts owing to the Agent for its own account) (i) in connection with such Advancethe case of any of the Initial Commitment Advances, including, without limitation, any prepayment fees owed in connection accordance with the repayment Lenders’ applicable Initial Commitment Percentages, (ii) in the case of that Advance. All payments any of the Revolving Advances, in accordance with respect to Advances shall be applied first to the Lenders’ applicable Revolving Commitment Percentages, (iii) in the case of any fees or charges of the L/C Commitment Advances, in accordance with the Lenders’ applicable theretoL/C Commitment Percentages, then to interest due thereon(iv) in the case of any of the Roll-Up Advances, and then to any principal amount thereof that is then due and payable.in accordance with the Lenders’ applicable Roll-Up Commitment Percentages, and

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest (a) The Revolving Advances shall be paid due and payable in full on the first business day of the month for the amount accrued through the last day of the previous month Term, subject to earlier prepayment as herein provided. The Term Loan shall be due and at maturity payable as provided in Section 2.3 hereof and in the Term Note. (b) Borrowers recognize that the amounts evidenced by checks, notes, drafts or any other items of payment relating to and/or proceeds of Collateral may not be collectible by Agent on the daily outstanding principal amount date received. In consideration of each Advance at Agent's agreement to conditionally credit Borrowers' Account as of the rate set forth Business Day on which Agent receives those items of payment, Borrowers agree that, in computing the Confirmation charges under this Agreement, all items of Advance evidencing payment shall be deemed applied by Agent on account of the Obligations one (1) Business Day after the Business Day Agent receives such Advance; providedpayments via wire transfer or electronic depository check. Agent is not, however, interest shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged required to credit Borrowers' Account for each day that an Advance is outstanding and will be computed on the basis of the actual number of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunder. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession of the Bank to the payment of such due and payable amounts. Borrower agrees that, in the event any such debit results in such Deposit Account(s) being overdrawn, Borrower shall pay overdraft charges and interest on the amount of any item of payment which is unsatisfactory to Agent and Agent may charge Borrowers' Account for the overdraft amount of any item of payment which is returned to Agent unpaid. (c) All payments of principal, interest and other amounts payable hereunder, or under any of the related agreements shall be made to Agent at the rate Payment Office not later than 1:00 p.m. (New Jersey time) on the due date therefor in effect Dollars in federal funds or other funds immediately available to Agent. Agent shall have the right to effectuate payment on any and being charged all Obligations due and owing hereunder by the Bank from time to time on overdrafts on Deposit Account(scharging Borrowers' Account or by making Advances as provided in Section 2.2 hereof. (d) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control of the Bank to the payment of Borrowers shall pay principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any Other Document, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advancededuction for any setoff or counterclaim. All In addition, any and all payments made by Borrowers hereunder or under any Other Document shall be made free and clear and without deduction for any present or future taxes, levies, imposts, charges or withholdings, and all liabilities with respect thereto, excluding taxes imposed on Agent's or any Lender's income or profits (all such non-excluded taxes, levies, imposts, charges or withholdings and liabilities being hereinafter referred to Advances as "Taxes"). If Borrowers shall be applied first required by law to withhold or deduct any fees Taxes from or charges in respect of any sum payable by Borrowers hereunder or under any Other Document to Agent or any Lender, (i) such sum payable shall be increased as may be necessary so that after making all required withholdings or deductions, Agent or such Lender, as the case may be, receives an amount equal to the sum it would have received had no such withholdings or deductions been made, (ii) Borrowers shall make such withholdings or deductions, and (iii) Borrowers shall pay the full amount withheld or deducted to the relevant Governmental Body in accordance with applicable law. Borrowers will indemnify Agent and each Lender, and reimburse each on demand and certification for the full amount of all Taxes incurred or paid by Agent or such Lender, as the case may be, and any liability arising therefrom or with respect thereto, then whether or not such Taxes were correctly or lawfully payable. A certificate of Agent or such Lender setting forth the amount payable under this Section 2.6(d) shall be delivered to interest due thereon, Borrowing Agent and then to any principal amount thereof that is then due and payableshall be conclusive absent manifest error.

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement (a) The Revolving Advances and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest Swing Loans shall be paid due and payable in full on the first business day of the month for the amount accrued through the last day of the previous month Term subject to earlier prepayment and at maturity to acceleration upon an Event of Default as herein provided and, in the case of Swing Loans, subject to Section 2.20(c)(iv). (b) Each Borrower recognizes that the amounts evidenced by checks, notes, drafts or any other items of payment relating to and/or proceeds of Collateral may not be collectible by Agent on the daily outstanding principal amount date received. In consideration of each Advance at the rate set forth in the Confirmation of Advance evidencing such Advance; provided, however, interest shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis Agent’s agreement to conditionally credit Borrowers’ Account as of the actual number next Business Day following Agent’s receipt of days in the year. Borrower shall pay to the Bank immediately and without demandthose items of payment, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunder. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession of the Bank to the payment of such due and payable amounts. each Borrower agrees that, in computing the event charges under this Agreement, all items of payment shall be deemed applied by Agent on account of the Obligations one (1) Business Day after (i) the Business Day following Agent’s receipt of such payments via wire transfer or electronic depository check or (ii) in the case of payments received by Agent in any other form, the Business Day such debit results payment constitutes good funds in such Deposit Account(s) being overdrawnAgent’s account. Agent is not, Borrower shall pay overdraft charges and interest on however, required to credit Borrowers’ Account for the amount of any item of payment which is unsatisfactory to Agent and Agent may charge Borrowers’ Account for the overdraft amount of any item of payment which is returned to Agent unpaid. (c) All payments of principal, interest and other amounts payable hereunder, or under any of the Other Documents shall be made to Agent at the rate in effect Payment Office for the account of Swing Loan Lender with respect to the Swing Loans and being charged by for the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control ratable accounts of the Bank Lenders with respect to the Revolving Advances not later than 1:00 P.M. on the due date therefor in lawful money of the United States of America in federal funds or other funds immediately available to Agent. Agent shall have the right to effectuate payment of on any and all Obligations due and owing hereunder by charging Borrowers’ Account or by making Advances as provided in Section 2.2 hereof. (d) Borrowers shall pay principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any related agreement, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to deduction for any fees setoff or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablecounterclaim.

Repayment of Advances. Borrower agrees (a) The Revolving Advances shall be due and payable in full on the Termination Date subject to repay each Advance in accordance with earlier prepayment as herein provided. (b) The Borrowers recognize that the amounts evidenced by checks, notes, drafts or any other items of payment relating to and/or proceeds of Collateral may not be collectible by Agent on the date received. In consideration of Agent’s consideration (subject to the last sentence of this Agreement and the terms and conditions clause (b)) to conditionally credit Borrowers’ Account as of the Confirmation Business Day on which Agent receives those items of Advance and any other document evidencing such Advance. Unless otherwise specified payment, Borrowers agree that, in any document evidencing an Advancecomputing the charges under this Agreement, interest all items of payment shall be paid deemed applied by Agent on account of the applicable Obligations on the first business day date of confirmation to Agent by the month Blocked Account bank or Depository Account bank, as provided for in Section 4.14(h), that such items of payment have been collected in good funds and finally credited to Agent’s account. Without limiting the above provisions of this clause (b), Agent is not, however, required to credit Borrowers’ Account for the amount accrued through the last day of the previous month any item of payment which is unsatisfactory to Agent and at maturity on the daily outstanding principal amount of each Advance at the rate set forth in the Confirmation of Advance evidencing such Advance; provided, however, interest shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged Agent may charge Borrowers’ Account for each day that an Advance is outstanding and will be computed on the basis of the actual number of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunder. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession of the Bank to the payment of such due and payable amounts. Borrower agrees that, in the event any such debit results in such Deposit Account(s) being overdrawn, Borrower shall pay overdraft charges and interest on the amount of the overdraft any item of payment which is returned to Agent unpaid. (c) All payments (including prepayments) of principal, interest and other amounts payable hereunder and under each Other Document shall be made to Agent at the rate Payment Account not later than 2:00 p.m. (New York time) on the due date therefor (or, if such due date is not a Business Day, on the next Business Day) in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control lawful money of the Bank United States of America in funds immediately available to Agent. Any payment received by Agent subsequent to 2:00 p.m. (New York time) on any Business Day (regardless of whether such payment is due on such Business Day) shall be deemed received by Agent, and shall be applied to the applicable Obligations intended to be paid thereby, on the next Business Day. Agent shall have the right to effectuate payment of on any and all Obligations due and owing hereunder by charging Borrowers’ Account or by making Revolving Advances as provided in Section 2.2. (d) The Borrowers shall pay principal, interest, and all other due amounts payable hereunder and payable amounts in connection with such Advanceunder each Other Document without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed deduction for any setoff or counterclaim. (e) If, notwithstanding the terms of this Agreement or any Other Document, Agent or any Lender receives any payment from or on behalf of any Borrower or any other Loan Party in connection with a currency other than the repayment Currency Due, Agent or such Lender may convert the payment (including the monetary proceeds of that Advance. All payments realization upon any Collateral and any funds then held in a cash collateral account) into the Currency Due at exchange rate selected by Agent or such lender in the manner contemplated by Section 16.5 and Borrowers shall reimburse Agent and Lenders on demand for all costs they incur with respect to Advances thereto. To the extent permitted by law, the obligation shall be applied first satisfied only to any fees or charges applicable thereto, then to interest due thereon, and then to any principal the extent of the amount thereof that is then due and payableactually received by Agent upon such conversion.

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest (a) The Advances shall be paid due and payable in full on the first business day of the month for the amount accrued through the last day of the previous month and at maturity on the daily outstanding principal amount of each Advance at the rate set forth in the Confirmation of Advance evidencing such Advance; Term subject to earlier prepayment as herein provided, however, interest . The Term Loan shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis of the actual number of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable as provided in Section 2.4 hereof and in the Term Note, subject to mandatory prepayments as herein provided. (b) Each Borrower recognizes that the Bank amounts evidenced by checks, notes, drafts or any other items of payment relating to and/or proceeds of Collateral may not be collectible by Agent on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunderdate received. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient consideration of Agent’s agreement to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession conditionally credit Borrowers’ Account as of the Bank to the payment Business Day on which Agent receives those items of such due and payable amounts. payment, each Borrower agrees that, in computing the event charges under this Agreement, all items of payment shall be deemed applied by Agent on account of the Obligations one (1) Business Day after (i) the Business Day Agent receives such payments via wire transfer or electronic depository check or (ii) in the case of payments received by Agent in any other form, the Business Day such debit results payment constitutes good funds in such Deposit Account(s) being overdrawnAgent’s account. Agent is not, Borrower shall pay overdraft charges and interest on however, required to credit Borrowers’ Account for the amount of any item of payment which is unsatisfactory to Agent and Agent may charge Borrowers’ Account for the overdraft amount of any item of payment which is returned to Agent unpaid. (c) All payments of principal, interest and other amounts payable hereunder, or under any of the Other Documents shall be made to Agent at the rate Payment Office not later than 1:00 p.m. (Dallas, Texas time) on the due date therefor in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control lawful money of the Bank United States of America in federal funds or other funds immediately available to Agent. Agent shall have the right to effectuate payment of on any and all Obligations due and owing hereunder by charging Borrowers’ Account or by making Advances as provided in Section 2.2 hereof. (d) Borrowers shall pay principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any related agreement, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to deduction for any fees setoff or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablecounterclaim.

Repayment of Advances. Borrower agrees (a) The Revolving Advances shall be due and payable in full in cash on the Termination Date subject to repay each Advance earlier prepayment as herein provided. The Swingline Loans shall be due and payable in accordance with this Agreement and Section 2.1(c), subject to earlier prepayment as herein provided. (b) [Reserved]. (c) Borrower recognizes that the terms and conditions amounts evidenced by checks, notes, drafts or any other items of payment relating to and/or proceeds of Collateral may not be collectible by Agent on the date received. In consideration of Agent’s agreement to conditionally credit Xxxxxxxx’s Account as of the Confirmation Business Day on which Agent receives those items of Advance and payment in immediately available funds, Agent agrees that, in computing the charges under this Agreement, all items of payment shall be deemed applied by Agent on account of the Obligations on the Business Day (i) Agent receives such payments via wire transfer or electronic depository check or (ii) in the case of payments received by Agent in any other document evidencing form, such Advancepayment constitutes good funds in Agent’s account. Unless otherwise specified in any document evidencing an AdvanceAgent is not, interest shall be paid on the first business day of the month however, required to credit Xxxxxxxx’s Account for the amount accrued through of any item of payment which is unsatisfactory to Agent and Agent may charge Borrower’s Account for the last day amount of any item of payment which is returned to Lender unpaid. All repayments of Revolving Advances shall be applied first, to any outstanding Swingline Loans, second, to any Revolving Advances maintained as Domestic Rate Loans, and third, to any Eurodollar RateSOFR Loans (subject to Section 2.2(f) hereof). (d) All payments of principal, interest and other amounts payable hereunder, or under any of the previous month and Loan Documents shall be made to Agent at maturity the Payment Office not later than 1:00 p.m. (New York time) on the daily outstanding principal due date therefor in lawful money of the United States of America in federal funds or other funds immediately available to Agent. Agent shall have the right to effectuate payment on any and all Obligations due and owing hereunder by charging Xxxxxxxx’s Account or by making Revolving Advances maintained as a Domestic Rate Loan as provided in Section 2.2 in the amount of each Advance at the rate set forth in the Confirmation of Advance evidencing all such Advance; provided, however, interest shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis of the actual number of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently Obligations due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunderowing. In the event that the collected balance in Agent charges Xxxxxxxx’s Account or makes any such Deposit Account(s) is, at any time, insufficient to pay such due and payable amountsRevolving Advances, the Bank may without notice statement of account required to be delivered to Borrower apply any other deposits, credits, under Section 2.8 shall reflect all such charges or monies of Borrower then Revolving Advances which occurred in the possession of the Bank to the payment of such due and payable amounts. Borrower agrees that, in the event any such debit results in such Deposit Account(sprior month. (e) being overdrawn, Borrower shall pay overdraft charges and interest on the amount of the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control of the Bank to the payment of principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any related agreement, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to deduction for any fees setoff or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablecounterclaim.

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest (a) The Revolving Advances shall be paid due and payable in full on the first business day of the month for the amount accrued through the last day of the previous month and at maturity on the daily outstanding principal amount of each Advance at the rate set forth in the Confirmation of Advance evidencing such Advance; Revolving Advances Term subject to earlier prepayment as herein provided, however, interest . The Term Advances shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis of the actual number of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable in full on the last day of the Term Advances Term subject to earlier prepayment as herein provided. (b) Borrower recognizes that the Bank amounts evidenced by checks, notes, drafts or any other items of payment relating to and/or proceeds of Collateral may not be collectible by Agent on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunderdate received. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient consideration of Agent’s agreement to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession conditionally credit Borrower’s Account as of the Bank to the payment Business Day on which Agent receives those items of such due and payable amounts. payment, Borrower agrees that, in computing the event charges under this Agreement, all items of payment shall be deemed applied by Agent on account of the Obligations one (1) Business Day after Agent receives such payments via wire transfer or electronic depository check or two (2) Business Days after Agent receives such payments in any other form. Agent is not, however, required to credit Borrower’s Account for the amount of any item of payment which is unsatisfactory to Agent and Agent may charge Borrower’s Account for the amount of any item of payment which is returned to Agent unpaid. (c) All payments of principal, interest and other amounts payable hereunder (including prepayments), or under any of the Other Documents shall be made to Agent at the Payment Office by wire transfer of immediately available funds, by check or by automated clearing house or other similar cash handling processes as specified by separate agreement between Borrower and Agent not later than 1:00 p.m. (Denver time) on the due date therefore. Wire transfers shall be made to ABA No. 000000000 for advice to and credit of Agent (or to such debit results other account as Agent may direct by notice. Borrower shall give Agent telephonic notice no later than 10:00 a.m. (Denver time) of its intent to pay by wire and funds received after 1:00 p.m. (Denver time) shall be credited on the next Business Day. Credit for payment by check will not be given until the latter of (i) the day on which Agent receives immediately available funds or (ii) the next Business Day after receipt of the check. Agent shall have the right to effectuate payment on any and all Obligations due and owing hereunder by charging Borrower’s Account or by making Advances as provided in such Deposit Account(sSection 2.2 hereof. (d) being overdrawn, Borrower shall pay overdraft charges and interest on the amount of the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control of the Bank to the payment of principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any related agreement, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to deduction for any fees setoff or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablecounterclaim.

Repayment of Advances. Borrower agrees (a) The Revolving Advances shall be due and payable in full in cash on the Termination Date subject to repay each Advance earlier prepayment as herein provided. The Swingline Loans shall be due and payable in accordance with this Agreement and Section 2.1(c), subject to earlier prepayment as herein provided. (b) [Reserved]. (c) Borrower recognizes that the terms and conditions amounts evidenced by checks, notes, drafts or any other items of payment relating to and/or proceeds of Collateral may not be collectible by Agent on the date received. In consideration of Agent’s agreement to conditionally credit Borrower’s Account as of the Confirmation Business Day on which Agent receives those items of Advance and payment in immediately available funds, Agent agrees that, in computing the charges under this Agreement, all items of payment shall be deemed applied by Agent on account of the Obligations on the Business Day (i) Agent receives such payments via wire transfer or electronic depository check or (ii) in the case of payments received by Agent in any other document evidencing form, such Advancepayment constitutes good funds in Agent’s account. Unless otherwise specified in any document evidencing an AdvanceAgent is not, interest shall be paid on the first business day of the month however, required to credit Borrower’s Account for the amount accrued through of any item of payment which is unsatisfactory to Agent and Agent may charge Borrower’s Account for the last day amount of any item of payment which is returned to Lender unpaid. All repayments of Revolving Advances shall be applied first, to any outstanding Swingline Loans, second, to any Revolving Advances maintained as Domestic Rate Loans, and third, to any SOFR Loans (subject to Section 2.2(f) hereof). (d) All payments of principal, interest and other amounts payable hereunder, or under any of the previous month and Loan Documents shall be made to Agent at maturity the Payment Office not later than 1:00 p.m. (New York time) on the daily outstanding principal due date therefor in lawful money of the United States of America in federal funds or other funds immediately available to Agent. Agent shall have the right to effectuate payment on any and all Obligations due and owing hereunder by charging Borrower’s Account or by making Revolving Advances maintained as a Domestic Rate Loan as provided in Section 2.2 in the amount of each Advance at the rate set forth in the Confirmation of Advance evidencing all such Advance; provided, however, interest shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis of the actual number of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently Obligations due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunderowing. In the event that the collected balance in Agent charges Borrower’s Account or makes any such Deposit Account(s) is, at any time, insufficient to pay such due and payable amountsRevolving Advances, the Bank may without notice statement of account required to be delivered to Borrower apply any other deposits, credits, under Section 2.8 shall reflect all such charges or monies of Borrower then Revolving Advances which occurred in the possession of the Bank to the payment of such due and payable amounts. Borrower agrees that, in the event any such debit results in such Deposit Account(sprior month. (e) being overdrawn, Borrower shall pay overdraft charges and interest on the amount of the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control of the Bank to the payment of principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any related agreement, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to deduction for any fees setoff or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablecounterclaim.

Repayment of Advances. Borrower Xxxxxxxx agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest shall be paid on the first business day of the month for the amount accrued through the last day of the previous month and at maturity on the daily outstanding principal amount of each Advance at the rate set forth in the Confirmation of Advance evidencing such Advance; provided, however, interest shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis of the actual number of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunder. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession of the Bank to the payment of such due and payable amounts. Borrower Xxxxxxxx agrees that, in the event any such debit results in such Deposit Account(s) being overdrawn, Borrower Xxxxxxxx shall pay overdraft charges and interest on the amount of the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control of the Bank to the payment of principal, interest, and other due and payable amounts in connection with such Advance, including, without limitation, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to any fees or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payable.

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest (a) The Revolving Advances shall be paid on the first business day of the month for the amount accrued through the last day of the previous month and at maturity on the daily outstanding principal amount of each Advance at the rate set forth in the Confirmation of Advance evidencing such Advance; provided, however, interest shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis of the actual number of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable in full on the Termination Date subject to earlier prepayment as herein provided. (b) Each Borrower recognizes that the Bank amounts evidenced by checks, notes, drafts or any other items of payment relating to and/or proceeds of Collateral may not be collectible by Agent on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunderdate received. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient consideration of Agent's agreement to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession conditionally credit Borrowers' Account as of the Bank to the payment Business Day on which Agent receives those items of such due and payable amounts. payment, each Borrower agrees that, in computing the charges under this Agreement, all items of payment shall be deemed applied by Agent on account of the Obligations one (1) Business Day after (i) the Business Day Agent receives such payments via wire transfer or electronic depository check or (ii) in the case of payments received by Agent in any other form, the Business Day such payment constitutes good funds in Agent's account. Agent is not, however, required to credit Borrowers' Account for the amount of any item of payment which is unsatisfactory to Agent and Agent may charge Borrowers' Account for the amount of any item of payment which is returned to Agent unpaid. (c) All payments of principal, interest and other amounts payable hereunder, or under any of the Other Documents shall be made to Agent at the Payment Office not later than 1:00 p.m. (New York time) on the due date therefor in lawful money of the United States of America in federal funds or other funds immediately available to Agent. Agent shall have the right to effectuate payment on any and all Obligations due and owing hereunder by charging Borrowers' Account or by making Revolving Advances maintained as a Domestic Rate Loan as provided in Section 2.2 in the amount of all such Obligations due and owing. In the event Agent charges Borrowers' Account or makes any such debit results Revolving Advances, the statement of account required to be delivered to Borrowing Agent under Section 2.8 shall reflect all such charges or Revolving Advances which occurred in such Deposit Account(sthe prior month. (d) being overdrawn, Each Borrower shall pay overdraft charges and interest on the amount of the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control of the Bank to the payment of principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any related agreement, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to deduction for any fees setoff or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablecounterclaim.

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest (a) The Revolving Advances shall be paid on the first business day of the month for the amount accrued through the last day of the previous month and at maturity on the daily outstanding principal amount of each Advance at the rate set forth in the Confirmation of Advance evidencing such Advance; provided, however, interest shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis of the actual number of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable in full on the Termination Date subject to earlier prepayment as herein provided. (b) Borrower recognizes that the Bank amounts evidenced by checks, notes, drafts or any other items of payment relating to and/or proceeds of Collateral may not be collectible by Lender on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunderdate received. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient consideration of Lender's agreement to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession conditionally credit Borrower's Account as of the Bank to the payment Business Day on which Lender receives those items of such due and payable amounts. payment, Borrower agrees that, in computing the event charges under this Agreement, all items of payment shall be deemed applied by Lender on account of the Obligations one (1) Business Day after confirmation to Lender by the Blocked Account bank, as provided for in Section 4.15(h), that such items of payment have been collected in good funds and finally credited to Lender's account. Lender is not, however, required to credit Borrower's Account for the amount of any such debit results item of payment which is unsatisfactory to Lender and Lender may charge Borrower's Account for the amount of any item of payment which is returned to Lender unpaid. (c) All payments of principal, interest and other amounts payable hereunder, or under any of the related agreements shall be made to Lender at the Payment Office not later than 1:00 p.m. (New York time) on the due date therefor in such Deposit Account(slawful money of the United States of America in federal funds or other funds immediately available to Lender. Lender shall have the right to effectuate payment on any and all Obligations due and owing hereunder by charging Borrower's Account or by making Revolving Advances as provided in Section 2.2. (d) being overdrawn, Borrower shall pay overdraft charges and interest on the amount of the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control of the Bank to the payment of principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any related agreement, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to deduction for any fees setoff or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablecounterclaim.

Repayment of Advances. (a) The Borrower agrees to shall repay each Advance by quarterly repayments in accordance with this Agreement paragraph (c) below and the terms Schedule 9 (Repayments) as attached hereto and conditions updated thereafter pursuant to paragraph (e) below, each a "Repayment Instalment". (b) The repayment of the Confirmation of each Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest shall be paid commence on the first business day Repayment Date following the drawdown of that Advance and on each Repayment Date thereafter, as provisionally set out in Schedule 9 (Repayments) which has assumed that each Delivery Date will occur on its Scheduled Delivery Date and that there will be a full drawdown under each of the month Facilities. (c) The Repayment Instalments under each Advance shall be calculated as follows: (i) the amount drawn under the relevant Facilities for each Drillship shall, subject also to complying with paragraph (ii) below, be equally split between the three Facilities, and thereafter spread equally across the maximum number of Repayment Dates available while at the same time ensuring compliance with paragraph (ii) below (up to and including the ECA Facilities Termination Date but in the case of each Commercial Facility with a balloon payment on the Commercial Facilities Termination Date aggregating all amounts thereunder then outstanding). (ii) the aggregate principal outstanding on the Commercial Facility Termination Date in relation to each Drillship shall be approximately but not exceeding USD 250,000,000. Taking account of the later Delivery Dates relative to the second and third Drillship and to achieve a similar aggregate principal outstanding on the Commercial Facility Termination Date of approximately (but not exceeding) USD 250,000,000 in relation to the Facilities for the amount accrued through second and third Drillship, the last day shortfall between USD 250,000,000 and what would otherwise have been the aggregate principal outstanding at the Commercial Facility Termination Date in relation to the Facilities for the second and third Drillship shall be allocated pro rata across all the scheduled instalments to be repaid under the relevant Commercial Facility up to and including the Commercial Facility Termination Date, as illustrated in Schedule 9 (Repayments). (d) Unless the Commercial Facilities have been renewed as contemplated in Clause 7.6 (GIEK /Kexim prepayment option), each of the previous month and at maturity Commercial Facility Loans shall be repaid in full on the daily outstanding principal amount of each Advance at the rate set forth in the Confirmation of Advance evidencing such Advance; provided, however, interest Commercial Facility Termination Date. (e) Schedule 9 (Repayments) shall be paid at maturity updated based on the daily outstanding principal amount principles set out in this Clause 6.1 (Repayment of Advances), and such update shall be provided by the Facility Agent promptly following each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis of the actual number of days in the year. Borrower shall pay Delivery Date (to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunder. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession of the Bank to the payment of such due and payable amounts. Borrower agrees that, in the event any such debit results in such Deposit Account(s) being overdrawn, Borrower shall pay overdraft charges and interest on the amount of the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control of the Bank to the payment of principal, interest, and other due and payable amounts in connection with such Advance, including, without limitation, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to any fees or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payableextent required).

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest (a) The Revolving Advances shall be paid due and payable in full on the first business day of the month for the amount accrued through the last day of the previous month and at maturity Term subject to earlier prepayment as herein provided. (b) Agent shall conditionally credit Borrowers' Account for each item of payment on the daily outstanding principal amount next Business Day after the Business Day on which such item of payment is received by Agent (and the Business Day on which each Advance at such item of payment is so credited shall be referred to, with respect to such item, as the rate set forth in the Confirmation of Advance evidencing such Advance; provided"Application Date"). Agent is not, however, interest shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged required to credit Borrowers' Account for each day that an Advance is outstanding and will be computed on the basis of the actual number of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunder. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession of the Bank to the payment of such due and payable amounts. Borrower agrees that, in the event any such debit results in such Deposit Account(s) being overdrawn, Borrower shall pay overdraft charges and interest on the amount of any item of payment which is unsatisfactory to Agent and Agent may charge Borrowers' Account for the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity amount of any Advanceitem of payment which is returned, either by its termsfor any reason whatsoever, by acceleration pursuant to Agent unpaid. Subject to the foregoing, Borrowers agree that for purposes of computing the interest charges under this Agreement, each item of payment received by Agent shall be deemed applied by Agent on account of the Obligations on its respective Application Date. Borrowers further agree that there is a monthly float charge payable to Agent for Agent's sole benefit, in an amount equal to (y) the face amount of all items of payment received during the prior month (including items of payment received by Agent as a wire transfer or otherwise electronic depository check) multiplied by (z) the Bank may without notice Revolving Interest Rate with respect to Borrower apply any creditsDomestic Rate Loans for one (1) Business Day. (c) All payments of principal, depositsinterest and other amounts payable hereunder, or monies of Borrower then in the possession or custody and control under any of the Bank Other Documents shall be made to Agent at the Payment Office not later than 1:00 P.M. on the due date therefor in lawful money of the United States of America in federal funds or other funds immediately available to Agent. Agent shall have the right to effectuate payment of on any and all Obligations due and owing hereunder by charging Borrowers' Account or by making Advances as provided in Section 2.2 hereof. (d) Borrowers shall pay principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any related agreement, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to deduction for any fees setoff or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablecounterclaim.

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest (a) The Revolving Advances shall be paid due and payable in full on the first business day of the month for the amount accrued through the last day of the previous month and at maturity Term subject to earlier prepayment as herein provided. (b) Borrower recognizes that the amounts evidenced by checks, notes, drafts or any other items of payment relating to and/or proceeds of Collateral may not be collectible by Agent on the daily outstanding principal amount date received. In consideration of each Advance at the rate set forth in the Confirmation of Advance evidencing such Advance; provided, however, interest shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis Agent's agreement to conditionally credit Borrower's Account as of the actual number Business Day on which Agent receives those items of days in the year. Borrower shall pay to the Bank immediately and without demandpayment, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunder. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession of the Bank to the payment of such due and payable amounts. Borrower agrees that, in computing the event charges under this Agreement, all items of payment shall be deemed applied by Agent on account of the Obligations one (1) Business Days after the Business Day Agent receives such payments via wire transfer or electronic depository check. Agent is not, however, required to credit Borrower's Account for the amount of any such debit results item of payment which is unsatisfactory to Agent and Agent may charge Borrower's Account for the amount of any item of payment which is returned to Agent unpaid. (c) All payments of principal, interest and other amounts payable hereunder, or under any of the related agreements shall be made to Agent at the Payment Office not later than 1:00 p.m. (New York city time) on the due date therefor in such Deposit Account(slawful money of the United States of America in federal funds or other funds immediately available to Agent. Agent shall have the right to effectuate payment on any and all Obligations due and owing hereunder by charging Borrower's Account or by making Revolving Advances as provided in Section 2.2 hereof. (d) being overdrawn, Borrower shall pay overdraft charges and interest on the amount of the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control of the Bank to the payment of principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any Other Document, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advancededuction for any setoff or counterclaim. All In addition, any and all payments made by Borrower hereunder or under any Other Document shall be made free and clear and without deduction for any present or future taxes, levies, imposts, charges or withholdings, and all liabilities with respect thereto, excluding taxes imposed on Agent's, any Issuer's or any Lender's income or profits (all such non-excluded taxes, levies, imposts, charges or withholdings and liabilities being hereinafter referred to Advances as "Taxes". If Borrower shall be applied first required by law to withhold or deduct any fees Taxes from or charges in respect of any sum payable by Borrower hereunder or under any Other Document to Agent, any Issuer or any Lender, (x) such sum payable shall be increased as may be necessary so that after making all required withholdings or deductions, Agent, such Issuer or such Lender, as the case may be, receives an amount equal to the sum it would have received had no such withholdings or deductions been made, (y) Borrower shall make such withholdings or deductions, and (z) Borrower shall pay the full amount withheld or deducted to the relevant Governmental Body in accordance with applicable law. Borrower will indemnify Agent, each Issuer and each Lender, and reimburse each on demand and certification for the full amount of all Taxes incurred or paid by Agent, such Issuer or such Lender, as the case may be, and any liability arising therefrom or with respect thereto, then whether or not such Taxes were correctly or lawfully payable. A certificate of Agent, such Issuer or such Lender setting forth the amount payable under this Section 4.13 shall be delivered to interest due thereon, Borrower and then to any principal amount thereof that is then due and payableshall be conclusive absent manifest error.

Repayment of Advances. With respect to any Optional Repayment (defined below), the Borrower agrees shall deliver written notice to repay each the Administrative Agent by the Remittance Date Cutoff Time, which notice shall identify (i) the Advance in accordance with this Agreement to be repaid and the terms amount of such repayment and/or (ii) the Financed Property that has been sold or transferred, and conditions the Administrative Agent shall communicate to the Borrower in writing by the Payment Notification Time, its calculation of the Confirmation of Repayment Amount (or a portion thereof) with respect to such Advance and or such Financed Property that has been sold or transferred. With respect to any other document evidencing such Advance. Unless otherwise specified determination pursuant to Section 2(i)(i)(A) that a Mandatory Repayment needs to be paid, the Administrative Agent shall communicate to the Borrower in any document evidencing an Advancewriting by the Payment Notification Time, interest shall be paid on the first business day its calculation of the month for the amount accrued through the last day of the previous month and at maturity on the daily outstanding principal amount of each Advance at the rate set forth in the Confirmation of Advance evidencing such Advance; provided, however, interest shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such AdvanceRepayment Amount. Interest will be charged for each day With respect to any determination pursuant to Section 2 (i)(ii)(A) that an Advance is outstanding and will Reduction needs to be computed on paid, the basis Administrative Agent shall communicate to the Borrower in writing by such Payment Notification Time, its calculation of Advance Reduction. With respect to any determination pursuant to Section 2(i)(iii)(A) that a Concentration Limit Advance Reduction needs to be paid, the Administrative Agent shall communicate to the Borrower in writing by the Payment Notification Time, its calculation of the actual number Concentration Limit Advance Reduction. With respect to each Advance for which the Administrative Agent has communicated its calculation of days in the year. Repayment Amount, Advance Reduction or Concentration Limit Advance Reduction by the Payment Notification Time, the Borrower shall pay to the Bank Administrative Agent the Repayment Amount, Advance Reduction or Concentration Limit Advance Reduction, as applicable, for each Advance on the immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its membersfollowing Remittance Date. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunder. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession of the Bank to the payment of such due and payable amounts. Borrower agrees that, in the event any such debit results in such Deposit Account(s) being overdrawn, The Borrower shall pay overdraft charges to the Administrative Agent the Aggregate Repayment Amount, any accrued and interest unpaid Facility Interest and all other Secured Obligations then due and owing on the amount Facility Termination Date. Such obligation to repay exists without regard to any prior or intervening liquidation. Upon payment in full of the overdraft at Aggregate Repayment Amount, any accrued and unpaid Facility Interest and all other Secured Obligations then due and owing and the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) termination of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise (i) the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control Liens of the Bank Mortgage Documents, if any, shall be automatically released by the Administrative Agent and (ii) the Administrative Agent shall cause the trustees under any of the Mortgages, if any, to reconvey the applicable Financed Properties to the payment Borrower, each as may be requested by the Borrower and the sole cost and expense of principal, interest, and other due and payable amounts in connection with such Advance, including, without limitation, any prepayment fees owed in the Borrower. In connection with the repayment releases of that Advancesuch Liens, the Borrower may submit to the Administrative Agent, forms of releases of Liens for execution by the Administrative Agent. All payments with respect to Advances Such releases shall be applied first to any fees or charges applicable theretothe forms appropriate in the jurisdictions in which the Financed Properties are located and contain standard provisions protecting the rights of the Administrative Agent. The Borrower shall pay all reasonable and documented out-of-pocket costs, then to interest due thereontaxes and expenses associated with the release of the Liens of the Mortgage Documents, and then to any principal amount thereof that is then due and payableif any, including the Administrative Agent’s reasonable attorneys’ fees.

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest (a) The Revolving Advances shall be paid due and payable in full on the first business day of the month for the amount accrued through the last day of the previous month and at maturity Term subject to acceleration on the daily outstanding principal amount occurrence of each Advance at the rate set forth in the Confirmation an Event of Advance evidencing such Advance; Default under this Agreement, any prior termination or earlier prepayment as herein provided, however, interest . The Swingline Advances shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis of the actual number of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable in full on the earlier of the last day of the Term and the first date after such Swingline Advance is made that is the 15/th/ day or last Business Day of a calendar month and is at least two Business Days after such Swingline Advance is made; provided -------- that on each date that a Revolving Advance is made, the Borrower shall repay all Swingline Advances then outstanding, subject to acceleration on the Bank occurrence of an Event of Default under this Agreement, any prior termination or earlier prepayment as herein provided. (b) Borrower recognizes that the amounts evidenced by checks, notes, drafts or any other items of payment relating to and/or proceeds of Collateral may not be collectible by Agent on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunderdate received. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient consideration of Agent's agreement to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession conditionally credit Borrower's Account as of the Bank to the payment Business Day on which Agent receives those items of such due and payable amounts. payment, Borrower agrees that, in computing the event charges under this Agreement, all items of payment shall be deemed applied by Agent on account of the Obligations as they are collected, consistent with past practices. Agent is not, however, required to credit Borrower's Account for the amount of any such debit results item of payment which is unsatisfactory to Agent and Agent may charge Borrower's Account for the amount of any item of payment which is returned to Agent unpaid. (c) All payments of principal, interest and other amounts payable hereunder, or under any of the Other Documents shall be made to Agent at the Payment Office not later than 1:00 p.m. (Boston time) on the due date therefor in such Deposit Account(slawful money of the United States of America in federal funds or other funds immediately available to Agent. Agent shall have the right to effectuate payment on any and all Obligations due and owing hereunder by charging Borrower's Account or by making Advances as provided in Section 2.2 hereof. (d) being overdrawn, Borrower shall pay overdraft charges and interest on the amount of the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control of the Bank to the payment of principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any related agreement, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to deduction for any fees setoff or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablecounterclaim.

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest (a) The Revolving Advances shall be paid due and payable in full on the first business day of the month for the amount accrued through the last day of the previous month Term subject to earlier prepayment as herein provided. The Term Loan shall be due and at maturity on the daily outstanding principal amount of each Advance at the rate set forth payable as provided in Section 2.4 hereof and in the Confirmation Term Notes. (b) Any Customer payment with respect to Receivables which is evidenced by a check, note, draft or any other similar item of Advance evidencing payment may not be immediately collectible. In calculating outstanding Revolving Advances and Undrawn Availability, the Lender agrees that any such Advance; provided, however, interest shall be paid at maturity on the daily outstanding principal amount item of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest payment will be charged for each day that an Advance is outstanding deemed to have been received by the Lender and will be computed provisionally credited to the Loan Account by the Lender on the basis Business Day immediately following the day on which the Lender has actual possession of such item of payment for deposit to the Cash Concentration Account. With respect to such calculation of outstandings and Undrawn Availability, the Lender also agrees that any Customer payment consisting of a federal wire transfer pursuant to the United States Treasury Fedwire Deposit System, an automatic clearing house credit or other similar payment mechanism will be deemed to have been received by the Lender and will be credited to the Loan Account by the Lender on the Business Day on which the Lender has received such payment prior to 11:00 a.m. (Cleveland, Ohio time) in immediately available funds for deposit to the Cash Concentration Account. In consideration of the actual number Lender's agreement for provisional crediting of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal items of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunder. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient to pay such due and payable amountspayment, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession of the Bank to the payment of such due and payable amounts. Borrower agrees Borrowers agree that, in calculating interest and other charges on the event any Obligations, all Customer payments will be treated as having been credited to the Loan Account on the Business Day immediately following the Business Day on which such debit results in such Deposit Account(spayments are deemed to have been received by the Lender pursuant to this paragraph. (c) being overdrawn, Borrower The Lender shall pay overdraft charges and interest on not be required to credit the Loan Account for the amount of any item of payment or other payment which is unsatisfactory to the overdraft Lender. All credits (other than federal wire transfers) shall be provisional, subject to verification and final settlement. The Lender may charge the Loan Account for the amount of any item of payment or other payment which is returned to the Lender unpaid or otherwise not collected. The Borrowers agree that any information and data reported to the Borrowers pursuant to any service which is received prior to final posting and confirmation is subject to correction and is not to be construed as final posting information. The Lender shall have no liability for the content of such preliminary service related information. (d) All payments of principal, interest and other amounts payable hereunder, or under any of the Other Documents shall be made to the Lender at the rate Payment Office not later than 11:00 a.m. (Cleveland, Ohio time) on the due date in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control lawful money of the Bank United States of America in federal funds or other funds immediately available to the Lender. The Lender shall have the right to effectuate payment of on any and all Obligations due and owing hereunder by charging the Loan Account or by making Advances as provided in Section 2.2 hereof. (e) The Borrowers shall pay principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any related agreement, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to deduction for any fees setoff or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablecounterclaim.

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest shall be paid on the first business day of the month for the amount accrued through the last day of the previous month and at maturity on the daily outstanding (i) The unpaid principal amount of each Advance at the rate set forth in the Confirmation of Advance evidencing such EOL Initial Advance; provided, howevertogether with all accrued and unpaid interest thereon, interest shall be paid at maturity due and payable and repaid in full by the Company on the daily outstanding earlier to occur of (A) the EOL Initial Advance Repayment Date and (B) upon the occurrence of a Reimbursement Default, an Event of Default or an Indenture Event of Default, the date two Business Days after the date on which demand for repayment thereof is made by the Required Banks or by the Administrating Bank acting on behalf of the Required Banks. (ii) The unpaid principal amount of each Advance EOL Term Advance, together with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will all accrued and unpaid interest thereon, shall be charged for each day that an Advance is outstanding and will be computed on the basis of the actual number of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable and repaid in full by the Company on the earliest to occur of (A) the date 330 days from the date of making such EOL Term Advance, (B) the Stated Expiration Date and (C) upon the occurrence of a Reimbursement Default, an Event of Default or an Indenture Event of Default, the date two Business Days after the date on which demand for repayment thereof is made by the Required Banks or by the Administrating Bank acting on outstanding Advancesbehalf of the Required Banks. (iii) The unpaid principal amount of each DLE Initial Advance, together with all accrued and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts unpaid interest thereon, shall be due and payable and repaid in full by the Company on any the earlier to occur of (A) the DLE Initial Advance Repayment Date and (B) upon the occurrence of a Reimbursement Default, an Event of Default or an Indenture Event of Default, the date two Business Days after the date on which demand for repayment thereof is made by the Required Banks or by the Administrating Bank acting on behalf of the Required Banks. (iv) The unpaid principal amount of each DLE Term Advance, together with all other amounts accrued and unpaid interest thereon, shall be due and payable hereunder. In and repaid in full by the event that Company on the collected balance in earliest to occur of (A) the date 270 days from the date of making such Deposit Account(sDLE Term Advance, (B) isthe Stated Expiration Date and (C) upon the occurrence of a Reimbursement Default, at any time, insufficient to pay such due and payable amountsan Event of Default or an Indenture Event of Default, the date two Business Days after the date on which demand for repayment thereof is made by the Required Banks or by the Administrating Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession acting on behalf of the Bank to the payment of such due and payable amounts. Borrower agrees that, in the event any such debit results in such Deposit Account(s) being overdrawn, Borrower shall pay overdraft charges and interest on the amount of the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control of the Bank to the payment of principal, interest, and other due and payable amounts in connection with such Advance, including, without limitation, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to any fees or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payableRequired Banks.

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest (a) The Revolving Advances shall be paid due and payable in full on the first business day of the month for the amount accrued through the last day of the previous month and at maturity on the daily outstanding principal amount of each Advance at the rate set forth in the Confirmation of Advance evidencing such Advance; Term subject to earlier prepayment as herein provided, however, interest . The Term Loan shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis of the actual number of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable as provided in Section 2.4 hereof and in the Term Note, subject to mandatory prepayments as herein provided. (b) Each Borrower recognizes that the Bank amounts evidenced by checks, notes, drafts or any other items of payment relating to and/or proceeds of Collateral may not be collectible by Agent on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunderdate received. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient consideration of Agent’s agreement to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession conditionally credit Borrowers’ Account as of the Bank to the payment next Business Day following Agent’s receipt of such due and payable amounts. those items of payment, each Borrower agrees that, in computing the event charges under this Agreement, all items of payment shall be deemed applied by Agent on account of the Obligations one (1) Business Day after (i) the Business Day following Agent’s receipt of such payments via wire transfer or electronic depository check or (ii) in the case of payments received by Agent in any other form, the Business Day such debit results payments constitute good funds in such Deposit Account(s) being overdrawnAgent’s account. Agent is not, Borrower shall pay overdraft charges and interest on however, required to credit Borrowers’ Account for the amount of any item of payment which is unsatisfactory to Agent and Agent may charge Borrowers’ Account for the overdraft amount of any item of payment which is returned to Agent unpaid. (c) All payments of principal, interest and other amounts payable hereunder, or under any of the Other Documents shall be made to Agent at the rate Payment Office not later than 12:00 p.m. on the due date therefor in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control lawful money of the Bank United States of America in federal funds or other funds immediately available to Agent. Agent shall have the right to effectuate payment of on any and all Obligations due and owing hereunder by charging Borrowers’ Account or by making Advances as provided in Section 2.2 hereof. (d) Borrowers shall pay principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any related agreement, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to deduction for any fees setoff or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablecounterclaim.

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest (a) The Revolving Advances shall be paid due and payable in full on the first business day of the month for the amount accrued through the last day of the previous month and at maturity Term subject to earlier prepayment as herein provided. (b) Each Borrower recognizes that the amounts evidenced by checks, notes, drafts or any other items of payment relating to and/or proceeds of Collateral may not be collectible by Agent on the daily outstanding principal amount date received. In consideration of each Advance at the rate set forth in the Confirmation of Advance evidencing such Advance; provided, however, interest shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis Agent’s agreement to conditionally credit Borrowers’ Account as of the actual number next Business Day following Agent’s receipt of days in the year. Borrower shall pay to the Bank immediately and without demandthose items of payment, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunder. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession of the Bank to the payment of such due and payable amounts. each Borrower agrees that, in computing the event charges under this Agreement, all items of payment shall be deemed applied by Agent on account of the Obligations one (1) Business Day after (i) the Business Day following Agent’s receipt of such payments via wire transfer or electronic depository check or (ii) in the case of payments received by Agent in any other form, the Business Day such debit results payment constitutes good funds in such Deposit Account(s) being overdrawnAgent’s account. Agent is not, Borrower shall pay overdraft charges and interest on however, required to credit Borrowers’ Account for the amount of any item of payment which is unsatisfactory to Agent and Agent may charge Borrowers’ Account for the overdraft amount of any item of payment which is returned to Agent unpaid. ChangePro Comparison of ABL and PNC - Exhibit A to Third Amendment 10/3/2016 (c) All payments of principal, interest and other amounts payable hereunder, or under any of the Other Documents shall be made to Agent at the rate Payment Office not later than 1:00 p.m. (New York time) on the due date therefor in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control lawful money of the Bank United States of America in federal funds or other funds immediately available to Agent. Agent shall have the right to effectuate payment of on any and all Obligations due and owing hereunder by charging Borrowers’ Account or by making Advances as provided in Section 2.2 hereof. (d) Other than with respect to taxes which shall be covered by Section 3.10 herein, Borrowers shall pay principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any related agreement, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to deduction for any fees setoff or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablecounterclaim.

Repayment of Advances. Borrower agrees (a) The Revolving Advances shall be due and payable in full in cash on the Termination Date subject to repay each Advance earlier prepayment as herein provided. The Swingline Loans shall be due and payable in accordance with this Agreement and Section 2.1(c), subject to earlier prepayment as herein provided. (b) [Reserved]. (c) Borrower recognizes that the terms and conditions amounts evidenced by checks, notes, drafts or any other items of payment relating to and/or proceeds of Collateral may not be collectible by Agent on the date received. In consideration of Agent’s agreement to conditionally credit Borrower’s Account as of the Confirmation Business Day on which Agent receives those items of Advance and payment in immediately available funds, Agent agrees that, in computing the charges under this Agreement, all items of payment shall be deemed applied by Agent on account of the Obligations on the Business Day (i) Agent receives such payments via wire transfer or electronic depository check or (ii) in the case of payments received by Agent in any other document evidencing form, such Advancepayment constitutes good funds in Agent’s account. Unless otherwise specified in any document evidencing an AdvanceAgent is not, interest shall be paid on the first business day of the month however, required to credit Borrower’s Account for the amount accrued through of any item of payment which is unsatisfactory to Agent and Agent may charge Borrower’s Account for the last day amount of any item of payment which is returned to Lender unpaid. All repayments of Revolving Advances shall be applied first, to any outstanding Swingline Loans, second, to any Revolving Advances maintained as Domestic Rate Loans, and third, to any Eurodollar Rate Loans (subject to Section 2.2(f) hereof). (d) All payments of principal, interest and other amounts payable hereunder, or under any of the previous month and Loan Documents shall be made to Agent at maturity the Payment Office not later than 1:00 p.m. (New York time) on the daily outstanding principal due date therefor in lawful money of the United States of America in federal funds or other funds immediately available to Agent. Agent shall have the right to effectuate payment on any and all Obligations due and owing hereunder by charging Borrower’s Account or by making Revolving Advances maintained as a Domestic Rate Loan as provided in Section 2.2 in the amount of each Advance at the rate set forth in the Confirmation of Advance evidencing all such Advance; provided, however, interest shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis of the actual number of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently Obligations due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunderowing. In the event that the collected balance in Agent charges Borrower’s Account or makes any such Deposit Account(s) is, at any time, insufficient to pay such due and payable amountsRevolving Advances, the Bank may without notice statement of account required to be delivered to Borrower apply any other deposits, credits, under Section 2.8 shall reflect all such charges or monies of Borrower then Revolving Advances which occurred in the possession of the Bank to the payment of such due and payable amounts. Borrower agrees that, in the event any such debit results in such Deposit Account(sprior month. (e) being overdrawn, Borrower shall pay overdraft charges and interest on the amount of the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control of the Bank to the payment of principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any related agreement, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to deduction for any fees setoff or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablecounterclaim.

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest (a) The Advances shall be paid due and payable in full on the first business day of the month for the amount accrued through the last day of the previous month and at maturity Term subject to earlier prepayment as herein provided. (b) Borrower recognizes that the amounts evidenced by checks, notes, drafts or any other items of payment relating to or proceeds of Collateral may not be collectible by Lender on the daily outstanding principal amount date received. Lender shall credit to Borrower's account (conditional upon final collection) all payments of each Advance Receivables (whether received by it from Borrower, through a lock box arrangement or otherwise), in the case of a payment in the form of a wire transfer, upon the Business Day following the Business Day it is received by Lender, in the case of a payment in the form of a depository transfer check, upon the second Business Day following the Business Day Lender deposits it for collection and, in the case of payment in any other form, upon the third Business Day following the Business Day after the day Lender deposits it for collection, and for this purpose deposits of checks and other instruments by a lock box depository bank other than Lender shall not be deemed to be deposits by Lender. (c) All payments of principal, interest and other amounts payable hereunder, or under any of the related agreements shall be made to Lender at the rate set forth in the Confirmation of Advance evidencing such Advance; provided, however, interest shall be paid at maturity Payment Office not later than 1:00 P.M. (New York Time) on the daily outstanding principal amount of each Advance with a maturity due date of thirty five days or less at the rate set forth therefor in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis lawful money of the actual number United States of days America in federal funds or other funds immediately available to Lender. Lender shall have the year. right to effectuate payment on any and all Obligations due and owing hereunder by charging Borrower's account or by making Advances as provided in Section 2.2 hereof. (d) Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunder. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession of the Bank to the payment of such due and payable amounts. Borrower agrees that, in the event any such debit results in such Deposit Account(s) being overdrawn, Borrower shall pay overdraft charges and interest on the amount of the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control of the Bank to the payment of principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any related agreement, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to deduction for any fees setoff or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablecounterclaim.

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest (a) The Revolving Advances shall be paid due and payable in full on the first business day of the month for the amount accrued through the last day of the previous month Term subject to earlier prepayment as herein provided. The Cap/Ex Loans shall be due and at maturity payable as provided in Section 2.2 hereof and in the Cap/Ex Note. (b) The Borrowers recognize that the amounts evidenced by checks, notes, drafts or any other items of payment relating to and/or proceeds of Collateral may not be collectible by the Lender on the daily outstanding principal amount date received. In consideration of each Advance at the rate set forth Lender's agreement to conditionally credit any account of Borrowers as of the Business Day on which the Lender receives from the Blocked Account bank or the Depository Account bank those items of payment, Borrowers agree that, in computing the Confirmation charges under this Agreement, all items of Advance evidencing payment shall be deemed applied by Lender on account of the Obligations one (1) Business Day after confirmation to Lender by the Blocked Account bank or the Depository Account bank as provided for in Section 4.15(h), that such Advance; provideditems of payment have been collected in good funds and finally credited by Lender to any account of Borrowers. The Lender is not, however, interest shall be paid at maturity on the daily outstanding principal amount required to credit any account of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged Borrowers for each day that an Advance is outstanding and will be computed on the basis of the actual number of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunder. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession of the Bank to the payment of such due and payable amounts. Borrower agrees that, in the event any such debit results in such Deposit Account(s) being overdrawn, Borrower shall pay overdraft charges and interest on the amount of any item of payment which is unsatisfactory to the overdraft Lender and the Lender may charge any account of Borrowers for the amount of any item of payment which is returned to the Lender unpaid. (c) All payments of principal, interest and other amounts payable hereunder, or under any of the related agreements shall be made to the Lender at the rate Payment Office not later than 1:00 P.M. (New York Time) on the due date therefor in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control lawful money of the Bank United States of America in Federal or other funds immediately available to the Lender. Lender shall have the right to effectuate payment on any and all Obligations due and owing hereunder by charging any account of Borrowers or by making Advances as provided in Section 2.5 hereof. (d) The Borrowers shall pay principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any related agreement, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to deduction for any fees setoff or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablecounterclaim.

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest shall be paid on the first business day of the month for the amount accrued through the last day of the previous month and at maturity on the daily outstanding (i) The unpaid principal amount of each Advance at the rate set forth in the Confirmation of Advance evidencing such EOL Initial Advance; provided, howevertogether with all accrued and unpaid interest thereon, interest shall be paid at maturity due and payable and repaid in full by the Company on the daily outstanding earlier to occur of (A) the EOL Initial Advance Repayment Date and (B) upon the occurrence of a Reimbursement Default, an Event of Default or an Indenture Event of Default, the date two Business Days after the date on which demand for repayment thereof is made by the Funding Bank, the Required Banks or the Administrating Bank acting on behalf of the Required Banks. (ii) The unpaid principal amount of each Advance EOL Term Advance, together with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will all accrued and unpaid interest thereon, shall be charged for each day that an Advance is outstanding and will be computed on the basis of the actual number of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable and repaid in full by the Company on the earliest to occur of (A) the date 330 days from the date of making such EOL Term Advance, (B) the Stated Expiration Date and (C) upon the occurrence of a Reimbursement Default, an Event of Default or an Indenture Event of Default, the date two Business Days after the date on which demand for repayment thereof is made by the Funding Bank, the Required Banks or the Administrating Bank acting on outstanding Advancesbehalf of the Required Banks. (iii) The unpaid principal amount of each DLE Initial Advance, together with all accrued and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts unpaid interest thereon, shall be due and payable and repaid in full by the Company on any the earlier to occur of (A) the DLE Initial Advance Repayment Date and (B) upon the occurrence of a Reimbursement Default, an Event of Default or an Indenture Event of Default, the date two Business Days after the date on which demand for repayment thereof is made by the Funding Bank, the Required Banks or the Administrating Bank acting on behalf of the Required Banks . (iv) The unpaid principal amount of each DLE Term Advance, together with all other amounts accrued and unpaid interest thereon, shall be due and payable hereunder. In and repaid in full by the event that Company on the collected balance in earliest to occur of (A) the date 270 days from the date of making such Deposit Account(sDLE Term Advance, (B) isthe Stated Expiration Date and (C) upon the occurrence of a Reimbursement Default, at any time, insufficient to pay such due and payable amountsan Event of Default or an Indenture Event of Default, the date two Business Days after the date on which demand for repayment thereof is made by the Funding Bank, the Required Banks or the Administrating Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession acting on behalf of the Bank to the payment of such due and payable amounts. Borrower agrees that, in the event any such debit results in such Deposit Account(s) being overdrawn, Borrower shall pay overdraft charges and interest on the amount of the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control of the Bank to the payment of principal, interest, and other due and payable amounts in connection with such Advance, including, without limitation, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to any fees or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payableRequired Banks.

Repayment of Advances. (A) Borrower agrees to may repay each an Adjusted LIBO Rate Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest shall be paid or portion thereof on the first business day of the month for the amount accrued through the last day of the previous month and at maturity on the daily outstanding principal amount of each Advance at the rate set forth in the Confirmation of Advance evidencing such Advance; relevant Interest Period, provided, howeverthat (i) Borrower shall provide Bank with one (1) Working Day's prior written notice of its intent to so repay, interest shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis of the actual number of days in the year. (ii) Borrower shall pay to Bank the amount repaid together with accrued interest to the date of such payment on the amount repaid, (iii) each partial repayment shall be in a principal amount of not less than $100,000.00 or any multiple thereof. In the event Borrower for any reason repays any Adjusted LIBO Rate Advance on the day which is not the end of an Interest Period, Borrower shall, upon written demand by Bank, pay to Bank immediately and the Repayment Indemnity with respect to such repayment. (B) As to any Base Rate Advances, Borrower may, upon not less than one (1) Business Day's prior written notice, repay such Base Rate Advances, without demandpremium or penalty, in whole or in part with accrued interest to the date of such repayment; provided, that each partial repayment shall be in a principal amount of not less than $100,000.00 or any multiple thereof. (C) Provided no prior Event of Default occurs hereunder, all Advances shall be payable upon the Maturity Date. (D) Whenever any payment to be made hereunder or under any note issued hereunder shall be stated to be due on other than a Business Day or, as to Adjusted LIBO Rate Advances, a Working Day, such payment may be made on the next succeeding Business Day or Working Day, as applicable, unless such Business Day or Working Day, as applicable, falls in the next succeeding month, in which case, such payment shall be made on the next preceding Business Day or Working Day, as applicable. Any such alteration of time shall, in such case, be included in the computation of payment of interest. All payments (including prepayments) made by Borrower on account of principal of or interest on the Advances hereunder shall be made without set-off or counterclaim and shall be made prior to 3:00 p.m. (New York City time) on the date such payment is due, to Bank, in each case in lawful money of the United States of America and in immediately available funds. The failure of Borrower to make any past such payment by 3:00 p.m. (New York City time) on such due principal date shall not constitute a Default or Event of and interest Default hereunder, provided that such payment is made on such due date, but any O:\SSDATA\HAT\BANK\0000000.6 16 062797 such payment received by Bank on any Advance at Business Day after 3:00 p.m. (New York City time) shall be deemed to have been received on the rate immediately succeeding Business Day or Working Day, as applicable, for the purpose of calculating any interest payable in effect and being charged respect thereof. (E) Bank shall have the right in its discretion to charge any principal and/or interest or other sum due by the Borrower or any other Obligor to Bank, to any checking, other deposit or loan account of Borrower or any other Obligor with Bank from time or to time on overdrafts on Deposit Account(s) apply any proceeds received by it against payment of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereundersame. In the event that the collected balance in such Deposit Account(s) isamount so charged shall create an overdraft, at any time, insufficient the Obligors hereby agree to pay such due to Bank the fees associated with overdraft until the overdraft is satisfied in full. During any time in which an overdraft is created and payable amountsoutstanding, the Loan shall be deemed to be in default (and shall bear interest at the default rate set forth in Section 9.7) and Bank may without notice shall not be required to Borrower apply honor any other deposits, credits, checks drawn on or monies of Borrower then in the possession transfers from such deposit account nor shall it be required to notify any Obligor of the existence of any overdraft before dishonoring any such checks or transfers, and to the extent permitted by law, the Obligors waive any rights and claims they may have against Bank for wrongful dishonor, interference with contract, wrongful interruption of the Obligors' businesses or similar claim, counterclaim or causes of action arising due to Bank's failure to honor such checks. The creation of any overdrafts shall not be deemed to be a payment hereunder or under any note evidencing the Obligations or a waiver by Bank of any Event of Default hereunder and nothing herein shall obligate Bank to the payment of such due and payable amounts. Borrower agrees that, in the event create any such debit results in such Deposit Account(s) being overdrawn, Borrower shall pay overdraft charges and interest on the amount of the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control of the Bank to the payment of principal, interest, and other due and payable amounts in connection with such Advance, including, without limitation, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to any fees or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payableoverdraft.

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest (a) The Advances shall be paid due and payable in full on the first business day of the month for the amount accrued through the last day of the previous month and at maturity Term subject to earlier prepayment as herein provided. (b) Each Borrower recognizes that the amounts evidenced by checks, notes, drafts or any other items of payment relating to and/or proceeds of Collateral may not be collectible by Administrative Agent on the daily outstanding principal amount date received. In consideration of each Advance at the rate set forth in the Confirmation of Advance evidencing such Advance; provided, however, interest shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis Administrative Agent’s agreement to conditionally credit Borrowers’ Account as of the actual number next Business Day following Administrative Agent’s receipt of days in the year. Borrower shall pay to the Bank immediately and without demandthose items of payment, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunder. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession of the Bank to the payment of such due and payable amounts. each Borrower agrees that, in computing the event charges under this Agreement, all items of payment shall be deemed applied by Administrative Agent on account of the Obligations one (1) Business Day after (i) the Business Day following Administrative Agent’s receipt of such payments via wire transfer or electronic depository check or (ii) in the case of payments received by Administrative Agent in any other form, the Business Day such debit results payment constitutes good funds in such Deposit Account(s) being overdrawnAdministrative Agent’s account. Administrative Agent is not, Borrower shall pay overdraft charges and interest on however, required to credit Borrowers’ Account for the amount of any item of payment which is unsatisfactory to Administrative Agent and Administrative Agent may charge Borrowers’ Account for the overdraft amount of any item of payment which is returned to Administrative Agent unpaid. (c) All payments of principal, interest and other amounts payable hereunder, or under any of the Other Documents shall be made to Administrative Agent at the rate Payment Office not later than 1:00 P.M. (New York time) on the due date therefor in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control lawful money of the Bank United States of America in federal funds or other funds immediately available to Administrative Agent. Administrative Agent shall have the right to effectuate payment of on any and all Obligations due and owing hereunder by charging Borrowers’ Account or by making Advances as provided in Section 2.2 hereof. (d) Borrowers shall pay principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any related agreement, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to deduction for any fees setoff or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablecounterclaim.

Repayment of Advances. Borrower The Member agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document Application evidencing such Advance. Unless otherwise specified in any document evidencing an Advancethe related Advance Application, interest shall be paid on the first FHLBNY business day of the each month for the amount accrued through the last day of the previous month and at maturity on the daily outstanding principal amount of each Advance during the prior month at the rate set forth applicable to such Advance as stated in the Confirmation of related Advance evidencing such Advance; provided, however, interest shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such AdvanceApplication. Interest will be charged for each day that an Advance advance is outstanding and will be computed on the basis of the actual number of days in the yearyear unless otherwise specified. Borrower Member shall pay to the Bank FHLBNY immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank FHLBNY from time to time on overdrafts on Deposit Account(s) demand deposit accounts of its membersMembers. Borrower The Member shall maintain in Deposit Account(sthe Member’s demand deposit account(s) with the Bank FHLBNY an amount at least equal to the amounts then currently due and payable to the Bank on outstanding FHLBNY with respect to Advances, and Borrower the Member hereby authorizes the Bank FHLBNY to debit such Deposit Account(sthe Member’s demand deposit account(s) with the FHLBNY for all amounts due and payable on with respect to any Advance and for all other amounts due and payable hereunder. In the event that the collected balance in such Deposit Account(sdemand deposit account(s) is, at any time, insufficient to pay such due and payable amounts, the Bank FHLBNY may without notice to Borrower the Member apply any other deposits, credits, or monies of Borrower the Member then in the possession of the Bank FHLBNY to the payment of such due and payable amounts. Borrower agrees that, in the event any such debit results in such Deposit Account(s) being overdrawn, Borrower shall pay overdraft charges and interest on the amount of the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control of the Bank to the payment of principal, interest, and other due and payable amounts in connection with such Advance, including, without limitation, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to any fees or charges applicable thereto, then to interest due thereon, thereon and then to any principal amount thereof that is then due and payable.

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest (a) The Advances shall be paid due and payable in full on the first business day of the month for the amount accrued through the last day of the previous month and at maturity Term subject to earlier prepayment as herein provided. (b) Borrowers recognize that the amounts evidenced by checks, notes, drafts or any other items of payment relating to and/or proceeds of Collateral may not be collectible by Agent on the daily outstanding principal amount date received. In consideration of each Advance at Agent’s agreement to conditionally credit Borrowers’ Account as of the rate set forth next Business Day following the Agent’s receipt of those items of payment, Borrowers agree that, in computing the charges under this Agreement, all items of payment shall be deemed applied by Agent on account of the Obligations one (1) Business Day after (i) the Business Day Agent receives such payments via wire transfer or electronic depository check or (ii) in the Confirmation case of Advance evidencing payments received by Agent in any other form, the Business Day such Advance; providedpayment constitutes good funds in Agent’s account. Agent is not, however, interest shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged required to credit Borrowers’ Account for each day that an Advance is outstanding and will be computed on the basis of the actual number of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunder. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession of the Bank to the payment of such due and payable amounts. Borrower agrees that, in the event any such debit results in such Deposit Account(s) being overdrawn, Borrower shall pay overdraft charges and interest on the amount of any item of payment which is unsatisfactory to Agent and Agent may charge Borrowers’ Account for the overdraft amount of any item of payment which is returned to Agent unpaid. The Loan Parties further agree that at any time during a Cash Dominion Period there shall be a monthly float charge payable to Agent for Agent’s sole benefit, in an amount equal to (y) the face amount of all items of payment received during the prior month (including items of payment received by Agent as a wire transfer or electronic depository check) multiplied by (z) the Revolving Interest Rate with respect to Domestic Rate Loans for one (1) Business Day. (c) All payments of principal, interest and other amounts payable hereunder, or under any of the Other Documents shall be made to Agent at the rate Payment Office not later than 1:00 P.M. (New York time) on the due date therefor in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control lawful money of the Bank United States of America in federal funds or other funds immediately available to Agent. Agent shall have the right to effectuate payment of on any and all Obligations due and owing hereunder by charging Borrowers’ Account or by making Advances as provided in Section 2.2 hereof. (d) Borrowers shall pay principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any related agreement, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to deduction for any fees setoff or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablecounterclaim.

Repayment of Advances. Borrower (a) The Revolving Advances shall be due and payable in full on the Facility Termination Date subject to earlier prepayment as herein provided. (b) Any Customer payment with respect to Receivables which is evidenced by a check, note, draft or any other similar item of payment may not be immediately collectible. In calculating outstanding Revolving Advances, Undrawn Availability and Threshold Availability, the Agent agrees that any such item of payment will be deemed to repay each Advance have been received by the Agent and will be provisionally credited to the Loan Account by the Agent on the Business Day immediately following the day on which the Agent has actual possession of such item of payment for deposit to the Cash Concentration Account. With respect to such calculation of outstandings, Undrawn Availability and Threshold Availability, the Agent also agrees that any Customer payment consisting of a federal wire transfer pursuant to the United States Treasury Fedwire Deposit System, an automatic clearing house credit or other similar payment mechanism will be deemed to have been received by the Agent and will be credited to the Loan Account by the Agent on the Business Day on which the Agent has received such payment prior to Noon (Cleveland, Ohio time) in accordance with this Agreement and immediately available funds for deposit to the terms and conditions Cash Concentration Account. In consideration of the Confirmation Agent’s agreement for provisional crediting of Advance items of payment, the Borrowers agree that, in calculating interest and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest shall be paid charges on the first business day of Obligations, all Customer payments will be treated as having been credited to the month Loan Account on the Business Day immediately following the Business Day on which such payments are deemed to have been received by the Agent pursuant to this paragraph. (c) The Agent shall not be required to credit the Loan Account for the amount accrued through of any item of payment or other payment which is unsatisfactory to the last day of the previous month and at maturity on the daily outstanding principal amount of each Advance at the rate set forth Agent in the Confirmation of Advance evidencing such Advance; provided, however, interest its reasonable business judgment. All credits (other than federal wire transfers) shall be paid at maturity on provisional, subject to verification and final settlement. The Agent may charge the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged Loan Account for each day that an Advance is outstanding and will be computed on the basis of the actual number of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunder. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession of the Bank to the payment of such due and payable amounts. Borrower agrees that, in the event any such debit results in such Deposit Account(s) being overdrawn, Borrower shall pay overdraft charges and interest on the amount of any item of payment or other payment which is returned to the overdraft Agent unpaid or otherwise not collected. The Borrowers agree that any information and data reported to the Borrowers pursuant to any service which is received prior to final posting and confirmation is subject to correction and is not to be construed as final posting information. The Agent and the Lenders shall have no liability for the content of such preliminary service related information. (d) All payments of principal, interest and other amounts payable hereunder, or under any of the Other Documents shall be made to the Agent at the rate Payment Office not later than Noon (Cleveland, Ohio time) on the due date in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control lawful money of the Bank United States of America in federal funds or other funds immediately available to the Agent. The Agent shall have the right to effectuate payment of on any and all Obligations due and owing hereunder by charging the Loan Account or by making Advances as provided in Section 2.2 hereof. (e) The Borrowers shall pay principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any related agreement, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to deduction for any fees setoff or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablecounterclaim.

Repayment of Advances. Borrower agrees (a) The Revolving Advances shall be due and payable in full in cash on the Termination Date subject to repay each Advance earlier prepayment as herein provided. The Swingline Loans shall be due and payable in accordance with this Agreement and Section 2.1(c), subject to earlier prepayment as herein provided. (b) [Reserved]. (c) Borrower recognizes that the terms and conditions amounts evidenced by checks, notes, drafts or any other items of payment relating to and/or proceeds of Collateral may not be collectible by Agent on the date received. In consideration of Agent’s agreement to conditionally credit Xxxxxxxx’s Account as of the Confirmation Business Day on which Agent receives those items of Advance and payment in immediately available funds, Agent agrees that, in computing the charges under this Agreement, all items of payment shall be deemed applied by Agent on account of the Obligations on the Business Day (i) Agent receives such payments via wire transfer or electronic depository check or (ii) in the case of payments received by Agent in any other document evidencing form, such Advancepayment constitutes good funds in Agent’s account. Unless otherwise specified in any document evidencing an AdvanceAgent is not, interest shall be paid on the first business day of the month however, required to credit Xxxxxxxx’s Account for the amount accrued through of any item of payment which is unsatisfactory to Agent and Agent may charge Borrower’s Account for the last day amount of any item of payment which is returned to Lender unpaid. All repayments of Revolving Advances shall be applied first, to any outstanding Swingline Loans, second, to any Revolving Advances maintained as Domestic Rate Loans, and third, to any SOFR Loans (subject to Section 2.2(f) hereof). (d) All payments of principal, interest and other amounts payable hereunder, or under any of the previous month and Loan Documents shall be made to Agent at maturity the Payment Office not later than 1:00 p.m. (New York time) on the daily outstanding principal due date therefor in lawful money of the United States of America in federal funds or other funds immediately available to Agent. Agent shall have the right to effectuate payment on any and all Obligations due and owing hereunder by charging Xxxxxxxx’s Account or by making Revolving Advances maintained as a Domestic Rate Loan as provided in Section 2.2 in the amount of each Advance at the rate set forth in the Confirmation of Advance evidencing all such Advance; provided, however, interest shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis of the actual number of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently Obligations due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunderowing. In the event that the collected balance in Agent charges Xxxxxxxx’s Account or makes any such Deposit Account(s) is, at any time, insufficient to pay such due and payable amountsRevolving Advances, the Bank may without notice statement of account required to be delivered to Borrower apply any other deposits, credits, under Section 2.8 shall reflect all such charges or monies of Borrower then Revolving Advances which occurred in the possession of the Bank to the payment of such due and payable amounts. Borrower agrees that, in the event any such debit results in such Deposit Account(sprior month. (e) being overdrawn, Borrower shall pay overdraft charges and interest on the amount of the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control of the Bank to the payment of principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any related agreement, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to deduction for any fees setoff or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablecounterclaim.

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest (a) The Revolving Advances shall be paid due and payable in full on the first business day of the month for the amount accrued through the last day of the previous month and at maturity Term subject to earlier prepayment as herein provided. (b) To the extent that Collateral of the Borrowers is required to be deposited into Blocked Accounts or Depository Accounts pursuant to Section 4.15(h) [Establishment of Lockbox Account] hereof, each Borrower recognizes that the amounts evidenced by checks, notes, drafts or any other items of payment relating to and/or proceeds of Collateral may not be collectible by Administrative Agent on the daily outstanding principal amount date received. In consideration of each Advance at the rate set forth in the Confirmation of Advance evidencing such Advance; provided, however, interest shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis Administrative Agent’s agreement to conditionally credit Borrowers’ Account as of the actual number Business Day on which Administrative Agent receives those items of days in the year. Borrower shall pay to the Bank immediately and without demandpayment, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunder. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession of the Bank to the payment of such due and payable amounts. each Borrower agrees that, in computing the event any charges under this Agreement, all items of payment shall be deemed applied by Administrative Agent on account of the Obligations one (1) Business Day after the Business Day Administrative Agent receives such debit results in such Deposit Account(s) being overdrawnpayments via wire transfer or electronic depository check. Administrative Agent is not, Borrower shall pay overdraft charges and interest on however, required to credit Borrowers’ Account for the amount of any item of payment which is unsatisfactory to Administrative Agent and Administrative Agent may charge Borrowers’ Account for the overdraft amount of any item of payment which is returned to Administrative Agent unpaid. (c) All payments of principal, interest and other amounts payable hereunder, or under any of the Other Documents shall be made to Administrative Agent at the rate Payment Office not later than 1:00 P.M. (Pittsburgh, Pennsylvania time) on the due date therefor in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control lawful money of the Bank United States of America in federal funds or other funds immediately available to Administrative Agent. Administrative Agent shall have the right to effectuate payment of on any and all Obligations due and owing hereunder by charging Borrowers’ Account or by making Revolving Advances as provided in Section 2.2 [Procedure for Borrowing Advances] hereof. (d) Borrowers shall pay principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any related agreement, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to deduction for any fees setoff or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablecounterclaim.

Repayment of Advances. Borrower (a) Account Parties' Reimbursement Obligation. ----------------------------------------- (i) Each Account Party hereby agrees to repay each Advance reimburse the Issuing Bank (by making payment to the Administrative Agent for the account of the Issuing Bank in accordance with Section 2.07) in the amount of each payment made by the Issuing Bank under any Letter of Credit issued for such Account Party's account, such reimbursement to be made on the date such payment under such Letter of Credit is made by the Issuing Bank (but not earlier than the date which is one Business Day after notice of such payment under such Letter of Credit or of the drawing giving rise to such payment under such Letter of Credit is given to such Account Party). Such reimbursement obligation shall be payable without further notice, protest or demand, all of which are hereby waived, and an action therefor shall immediately accrue. To the extent such payment by such Account Party is not timely made as provided in the first sentence of this Agreement clause (i), (x) such Account Party hereby agrees to pay to the Administrative Agent, for the respective accounts of the Issuing Bank and the terms Banks which have funded their respective shares of such amount remaining unpaid by such Account Party, on demand, interest thereon at a rate per annum for each day equal to 2% plus the Base Rate in effect on such day, and conditions (y) each Account Party shall be deemed to have delivered an irrevocable and continuing Letter of Instruction to the Administrative Agent (which each Account Party hereby irrevocably authorizes the Administrative Agent to date the date that such payment to the Administrative Agent is due and payable and to deliver to the Persons identified therein) instructing the Administrative Agent to obtain, receive and apply at or after such time such part of the Confirmation Collateral or the proceeds thereof as is equivalent to such reimbursement obligation and any interest thereon that may accrue prior to such application. (ii) The obligation of Advance each Account Party to reimburse the Issuing Bank for any payment made by the Issuing Bank under any Letter of Credit, and the obligation of each Bank under Section 2.02(e) with respect thereto, shall be unconditional and irrevocable, and shall be paid strictly in accordance with the terms of this Agreement, the applicable Letter of Credit Agreement and any other document evidencing such Advance. Unless otherwise specified applicable agreement or instrument under all circumstances, including, without limitation, the following circumstances: (A) any lack of validity or enforceability of any Loan Document, any Letter of Credit Agreement, any Letter of Credit or any other agreement or instrument relating thereto (all of the foregoing being, collectively, the "L/C Related Documents"); --------------------- (B) any change in the time, manner or place of payment of, or in any document evidencing an Advanceother term of, interest shall be paid on the first business day all or any of the month for the amount accrued through the last day obligations of any Account Party or any other Person in respect of any L/C Related Document or any other amendment or waiver of or any consent to departure from all or any of the previous month and at maturity on L/C Related Documents; (C) the daily outstanding principal amount existence of each Advance at the rate set forth in the Confirmation of Advance evidencing such Advance; providedany claim, howeverset-off, interest shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days defense or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day other right that an Advance is outstanding and will be computed on the basis of the actual number of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on Account Party or any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunder. In the event that the collected balance in such Deposit Account(s) is, Person may have at any time, insufficient to pay time against any beneficiary or any transferee of a Letter of Credit (or any Persons for which any such due and payable amountsbeneficiary or any such transferee may be acting), the Issuing Bank may without notice to Borrower apply or any other depositsPerson, credits, or monies of Borrower then in the possession of the Bank to the payment of such due and payable amounts. Borrower agrees that, in the event any such debit results in such Deposit Account(s) being overdrawn, Borrower shall pay overdraft charges and interest on the amount of the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control of the Bank to the payment of principal, interest, and other due and payable amounts whether in connection with the transactions contemplated by the L/C Related Documents or any unrelated transaction; (D) any statement or any other document presented under a Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect; (E) payment by the Issuing Bank under a Letter of Credit against presentation of a draft or certificate that does not strictly comply with the terms of such AdvanceLetter of Credit; (F) any exchange, release or non-perfection of any Collateral, or any release or amendment or waiver of or consent to departure from the Guaranty or any other guarantee, for all or any of the obligations of any Account Party or any other Person in respect of the L/C Related Documents; or (G) any other circumstance or happening whatsoever, whether or not similar to any of the foregoing, including, without limitation, any prepayment fees owed in connection with the repayment of other circumstance that Advance. All payments with respect to Advances shall be applied first to might otherwise constitute a defense available to, or a discharge of, any fees Account Party or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablea guarantor.

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest (a) The Advances shall be paid due and payable in full on the first business day of the month for the amount accrued through the last day of the previous month Term subject to acceleration following the occurrence of an Event of Default or earlier prepayment as herein provided and at maturity all outstanding Letters of Credit shall be terminated, cancelled or cash collateralized as provided herein. (b) Borrower recognizes that the amounts evidenced by checks, notes, drafts or any other items of payment relating to and/or proceeds of Collateral may not be collectible by Lender on the daily outstanding principal amount date received. In consideration of each Advance at the rate set forth in the Confirmation of Advance evidencing such Advance; provided, however, interest shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis Lender's agreement to conditionally credit Borrower's Account as of the actual number Business Day on which Lender receives those items of days in the year. Borrower shall pay to the Bank immediately and without demandpayment, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunder. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession of the Bank to the payment of such due and payable amounts. Borrower agrees that, in computing the event charges under this Agreement, all items of payment shall be deemed applied by Lender on account of the Obligations one (1) Business Day after the Business Day Lender receives such remittances via wire transfer or electronic depository check or by the lockbox bank crediting Lender's account for such items of payment. Lender is not, however, required to credit Borrower's Account for the amount of any such debit results item of payment which is unsatisfactory to Lender and Lender may charge Borrower's Account for the amount of any item of payment which is returned unpaid to Lender or lockbox bank. Payments by wire transfer or electronic depository check are satisfactory to and preferred by Lender. Payments by Borrower shall be applied by Lender as follows: (i) first, to interest on Eurodollar Rate Loans; (ii) then, to interest on Domestic Rate Loans; (iii) then, to the outstanding principal amount of Eurodollar Rate Loans; (iv) then, to the outstanding principal amount of Domestic Rate Loans; (v) then, to the outstanding amount of fees due and owing by Borrower under this Agreement; and (vi) then, to the remainder of the Obligations in such Deposit Account(sorder as Lender shall determine in its discretion. (c) being overdrawnAll payments of principal, interest and other amounts payable hereunder, or under any Other Document to which Borrower is a party shall be made to Lender at the Payment Office not later than 1:00 P.M. (New York time) on the due date therefor in lawful money of the United States of America in federal funds or other funds immediately available to Lender. Lender shall have the right to effectuate payment on any and all Obligations involving monetary payments due and owing hereunder by charging Borrower's Account or by making Revolving Advances as provided in Section 2.2 hereof. (d) Borrower shall pay overdraft charges and interest on the amount of the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control of the Bank to the payment of principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any Other Documents to which it is a party, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to deduction for any fees setoff or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablecounterclaim.

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement (a) The Revolving Advances and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest Swing Loans shall be paid due and payable in full on the first business day of the month for the amount accrued through the last day of the previous month and at maturity on Term subject to earlier prepayment as herein provided. Notwithstanding the daily outstanding principal amount of each Advance at the rate set forth in the Confirmation of Advance evidencing such Advance; providedforegoing, however, interest all Advances shall be paid at maturity subject to earlier repayment upon (x) acceleration upon the occurrence of an Event of Default under this Agreement or (y) termination of this Agreement. Each payment (including each prepayment) by any Borrower on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis account of the actual number of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower Advances shall maintain in Deposit Account(s) with the Bank an amount at least equal be applied, first to the amounts then currently due outstanding Swing Loans and payable next, pro rata according to the Bank on applicable Revolving Commitment Percentages of the Lenders, to the outstanding Advances, and Revolving Advances (subject to any contrary provisions of Section 2.23). (b) Each Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunder. In the event recognizes that the collected balance in such Deposit Account(s) isamounts evidenced by checks, at any timenotes, insufficient to pay such due and payable amounts, the Bank may without notice to Borrower apply drafts or any other depositsitems of payment relating to and/or proceeds of Collateral may not be collectible by Agent on the date received by Agent. Agent shall conditionally credit Borrowers’ Account for each item of payment on the next Business Day after the Business Day on which such item of payment is received by Agent (and the Business Day on which each such item of payment is so credited shall be referred to, creditswith respect to such item, or monies of Borrower then in as the possession of the Bank “Application Date”).. Agent is not, however, required to the payment of such due and payable amounts. Borrower agrees that, in the event any such debit results in such Deposit Account(s) being overdrawn, Borrower shall pay overdraft charges and interest on credit Borrowers’ Account for the amount of any item of payment which is unsatisfactory to Agent and Agent may charge Borrowers’ Account for the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity amount of any Advanceitem of payment which is returned, either by its termsfor any reason whatsoever, by acceleration pursuant to Agent unpaid. Subject to the foregoing, Borrowers agree that for purposes of computing the interest charges under this Agreement, each item of payment received by Agent shall be deemed applied by Agent on account of the Obligations on its respective Application Date. Borrowers further agree that, during a Cash Dominion Period, there is a monthly float charge payable to Agent for Agent’s sole benefit, in an amount equal to (y) the face amount of all items of payment received each day during the prior month (including items of payment received by Agent as a wire transfer or otherwise electronic depository check) multiplied by (z) the Bank may without notice Revolving Interest Rate with respect to Borrower apply any creditsDomestic Rate Loans for one (1) day (i.e. the Revolving Interest Rate divided by 360 or 365/366 as applicable). During a Cash Dominion Period, depositsthe monthly float charge shall be calculated daily and charged once per month, relating to all payments collected in the prior monthreceipt date. All proceeds received by Agent shall be applied to the Obligations in accordance with Section 4.15(h). Agent acknowledges and agrees to continue to provide earned credit as has historically been provided to offset certain treasury management fees. (c) All payments of principal, interest and other amounts payable hereunder, or monies of Borrower then in the possession or custody and control under any of the Bank Other Documents shall be made to Agent at the Payment Office not later than 2:00 P.M. on the due date therefor in lawful money of the United States of America in federal funds or other funds immediately available to Agent. Agent shall have the right to effectuate payment of on any and all Obligations due and owing hereunder by charging Borrowers’ Account or by making Advances as provided in Section 2.2 hereof. (d) Borrowers shall pay principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any related agreement, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to deduction for any fees setoff or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablecounterclaim.

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest (a) The Advances shall be paid due and payable in full on the first business day of the month for the amount accrued through the last day of the previous month and at maturity Term subject to earlier prepayment as herein provided. (b) Each Borrower recognizes that the amounts evidenced by checks, notes, drafts or any other items of payment relating to or proceeds of Collateral may not be collectible by Lender on the daily outstanding principal amount date received. Lender shall credit to Borrowers' Account (conditional upon final collection) all payments of each Advance at the rate set forth in the Confirmation of Advance evidencing such Advance; providedReceivables (whether received by it from a Borrower, however, interest shall be paid at maturity on the daily outstanding principal amount of each Advance with through a maturity date of thirty five days lock box arrangement or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis of the actual number of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunder. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession of the Bank to the payment of such due and payable amounts. Borrower agrees thatotherwise), in the event case of a payment in the form of a wire transfer, upon the Business Day following the Business Day it is received by Lender, in the case of a payment in the form of a depository transfer check, upon the second Business Day following the Business Day Lender deposits it for collection and, in the case of payment in any such debit results other form, upon the third Business Day following the Business Day after the day Lender deposits it for collection, and for this purpose deposits of checks and other instruments by a lock box depository bank other than Lender shall not be deemed to be deposits by Lender. (c) All payments of principal, interest and other amounts payable hereunder, or under any of the related agreements shall be made to Lender at the Payment Office not later than 1:00 P.M. (New York Time) on the due date therefor in such Deposit Account(slawful money of the United States of America in federal funds or other funds immediately available to Lender. Lender shall have the right to effectuate payment on any and all Obligations due and owing hereunder by charging Borrowers' Account or by making Advances as provided in Section 2.2 hereof. (d) being overdrawn, Borrower Borrowers shall pay overdraft charges and interest on the amount of the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control of the Bank to the payment of principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any related agreement, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to deduction for any fees setoff or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablecounterclaim.

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest (a) The Revolving Advances shall be paid on the first business day of the month for the amount accrued through the last day of the previous month and at maturity on the daily outstanding principal amount of each Advance at the rate set forth in the Confirmation of Advance evidencing such Advance; provided, however, interest shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis of the actual number of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable in full on the Maturity Date subject to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts earlier prepayment as herein provided. The Term Loans shall be due and payable as provided in Section 2.4 hereof and in the Term Notes, subject to mandatory prepayments as herein provided. (b) Borrower recognizes that the amounts evidenced by checks, notes, drafts or any other items of payment relating to, and proceeds of, Collateral may not be collectible by Agent on any Advance and for all other amounts due and payable hereunderthe date received. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient consideration of Agent’s agreement to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession conditionally credit Borrower’s Account as of the Bank to the payment Business Day on which Agent receives those items of such due and payable amounts. payment, Borrower agrees that, in computing the event interest and other charges under this Agreement, all items of payment shall be deemed applied by Agent on account of the Obligations one (1) Business Day after (i) the Business Day on which Agent receives such payments via wire transfer or electronic depository check; (ii) in the case of any payment made by depository check, the Business Day on which Agent receives such payment in a Blocked Account established at PNC; or (iii) in the case of payments received by Agent in any other form or upon any other terms, the Business Day such payment constitutes good funds in Agent’s account. Agent is not, however, required to credit Borrower’s Account for the amount of any item of payment which is not made in the form required pursuant to this Section 2.6(b) and which is unsatisfactory to Agent and Agent may charge Borrower’s Account for the amount of any such debit results item of payment which is returned to Agent unpaid. (c) All payments of principal, interest and other amounts payable hereunder or under any of the Other Documents shall be made to Agent at the Payment Office not later than 1:00 p.m. (New York time) on the due date therefor in such Deposit Account(slawful money of the U.S. in federal funds or other funds immediately available to Agent. Agent shall have the right to effectuate payment on any and all Obligations due and owing hereunder by charging Borrower’s Account or, if Agent so determines in its sole discretion, by making Advances as provided in Section 2.2 hereof. (d) being overdrawn, Borrower shall pay overdraft charges principal, interest and interest on the amount of the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreementall other amounts payable hereunder, or otherwise the Bank may under any related agreement, without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control of the Bank to the payment of principal, interest, and other due and payable amounts in connection with such Advancededuction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to deduction for any fees setoff or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablecounterclaim.

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest (a) The Revolving Advances shall be paid due and payable in full on the first business day of the month for the amount accrued through the last day of the previous month and at maturity on the daily outstanding principal amount of each Advance at the rate set forth in the Confirmation of Advance evidencing such Advance; Term subject to earlier prepayment as herein provided, however, interest . The Cap/Ex Loans shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis of the actual number of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable as provided in Section 2.2 hereof and in the Cap/Ex Note. (b) The Borrower recognizes that the amounts evidenced by checks, notes, drafts or any other items of payment relating to and/or proceeds of Collateral may not be collectible by the Bank Lender on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunderdate received. In consideration of the event that Lender's agreement to conditionally credit any account of the collected balance in such Deposit Account(s) is, at any time, insufficient to pay such due and payable amountsBorrower as of the Business Day on which the Lender receives from the Blocked Account bank or the Depository Account bank those items of payment, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession of the Bank to the payment of such due and payable amounts. Borrower agrees that, in computing the event charges under this Agreement, all items of payment shall be deemed applied by Lender on account of the Obligations one (1) Business Day after confirmation to Lender by the Blocked Account bank or the Depository Account bank as provided for in Section 4.15(h), that such items of payment have been collected in good funds and finally credited by Lender to any such debit results account of Borrower. The Lender is not, however, required to credit any account of the Borrower for the amount of any item of payment which is unsatisfactory to the Lender and the Lender may charge any account of the Borrower for the amount of any item of payment which is returned to the Lender unpaid. (c) All payments of principal, interest and other amounts payable hereunder, or under any of the related agreements shall be made to the Lender at the Payment Office not later than 1:00 P.M. (New York Time) on the due date therefor in such Deposit Account(slawful money of the United States of America in Federal or other funds immediately available to the Lender. Lender shall have the right to effectuate payment on any and all Obligations due and owing hereunder by charging any account of the Borrower or by making Advances as provided in Section 2.5 hereof. (d) being overdrawn, The Borrower shall pay overdraft charges and interest on the amount of the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control of the Bank to the payment of principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any related agreement, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to deduction for any fees setoff or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablecounterclaim.

Repayment of Advances. Borrower agrees to repay each Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest (a) All Advances shall be paid due and payable in full on the first business day of the month for the amount accrued through the last day of the previous month and at maturity Term subject to earlier prepayment as herein provided. (b) Each Borrower recognizes that the amounts evidenced by checks, notes, drafts or any other items of payment relating to and/or proceeds of Collateral may not be collectible by Administrative Agent on the daily outstanding principal amount date received. In consideration of each Advance at the rate set forth in the Confirmation of Advance evidencing such Advance; provided, however, interest shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis Administrative Agent’s agreement to conditionally credit Borrowers’ Account as of the actual number Business Day following the Administrative Agent’s receipt of days in the year. Borrower shall pay to the Bank immediately and without demandthose items of payment, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable to the Bank on outstanding Advances, and Borrower hereby authorizes the Bank to debit such Deposit Account(s) for all amounts due and payable on any Advance and for all other amounts due and payable hereunder. In the event that the collected balance in such Deposit Account(s) is, at any time, insufficient to pay such due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession of the Bank to the payment of such due and payable amounts. each Borrower agrees that, in computing the event charges under this Agreement, all items of payment shall be deemed applied by Administrative Agent on account of the Obligations one (1) Business Day after (i) the Business Day following the Administrative Agent’s receipt of such payments via wire transfer or electronic depository check or (ii) in the case of payments received by Administrative Agent in any other form, the Business Day such debit results payment constitutes good funds in such Deposit Account(s) being overdrawnAdministrative Agent’s account. Administrative Agent is not, Borrower shall pay overdraft charges and interest on however, required to credit Borrowers’ Account for the amount of any item of payment which is unsatisfactory to Administrative Agent and Administrative Agent may charge Borrowers’ Account for the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity amount of any Advanceitem of payment which is returned to Administrative Agent unpaid. At the request of Borrowing Agent, either by its terms, by acceleration Administrative Agent will provide to Borrowing Agent invoices or expense reports detailing any charges made to Borrowers’ Account pursuant to this AgreementSection 2.6(b). (c) All payments (including prepayments) of principal, interest and other amounts payable hereunder, or otherwise the Bank may without notice to Borrower apply under any credits, deposits, or monies of Borrower then in the possession or custody and control of the Bank Other Documents shall be made to Administrative Agent at the Payment Office not later than 1:00 p.m. (New York time) on the due date therefor in lawful money of the United States of America in federal funds or other funds immediately available to Administrative Agent. Administrative Agent shall have the right to effectuate payment of on any and all Obligations due and owing hereunder by charging Borrowers’ Account or by making Advances as provided in Section 2.2 hereof. (d) Borrowers shall pay principal, interest, and all other due and amounts payable amounts in connection with such Advancehereunder, or under any related agreement, without any deduction whatsoever, including, without limitationbut not limited to, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to deduction for any fees setoff or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payablecounterclaim.

Repayment of Advances. (A) Borrower agrees to may repay each an Adjusted LIBO Rate Advance in accordance with this Agreement and the terms and conditions of the Confirmation of Advance and any other document evidencing such Advance. Unless otherwise specified in any document evidencing an Advance, interest shall be paid or portion thereof on the first business day of the month for the amount accrued through the last day of the previous month relevant Interest Period, provided, that (i) Borrower shall provide Bank with one (1) Working Day's prior written notice of its intent to so repay, and at maturity (ii) Borrower shall pay to Bank the amount repaid together with accrued interest to the date of such payment on the daily outstanding principal amount repaid. In the event Borrower for any reason repays any Adjusted LIBO Rate Advance on the day which is not the end of each an Interest Period, Borrower shall, upon written demand by Bank, pay to Bank the Repayment Indemnity with respect to such repayment. (B) Provided no Event of Default occurs hereunder, all Direct Advances shall be payable not later than (90) days after such Direct Advance at the rate set forth in the Confirmation of Advance evidencing such Advanceis made; provided, however, that no Direct Advance shall extend beyond the Maturity Date. All Advances arising from payments under Letters of Credit or Bankers' Acceptances, together with accrued and unpaid interest thereon, shall be paid at maturity on the daily outstanding principal amount of each Advance with a maturity date of thirty five days or less at the rate set forth in the Confirmation of Advance evidencing such Advance. Interest will be charged for each day that an Advance is outstanding and will be computed on the basis of the actual number of days in the year. Borrower shall pay to the Bank immediately and without demand, interest on any past due principal of and interest on any Advance at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Borrower shall maintain in Deposit Account(s) with the Bank an amount at least equal to the amounts then currently due and payable as provided in Section 2.7 and 2.8 hereof, respectively. (C) Whenever any payment to be made hereunder or under any note issued hereunder shall be stated to be due on other than a Business Day or, as to Adjusted LIBO Rate Advances, a Working Day, such payment may be made on the next succeeding Business Day or Working Day, as applicable, unless such Business Day or Working Day, as applicable, falls in the next succeeding month, in which case, such payment shall be made on the next preceding Business Day or Working Day, as applicable. Any such alteration of time shall, in such case, be included in the computation of payment of interest. All payments (including prepayments) made by Borrower on account of principal of or interest on the Advances hereunder shall be made without set-off or counterclaim and shall be made prior to 3:00 p.m. (New York City time) on the date such payment is due, to Bank, in each case in lawful money of the United States of America and in immediately available funds. The failure of Borrower to make any such payment by 3:00 p.m. (New York City time) on such due date shall not constitute a Default or Event of Default hereunder, provided that such payment is made on such due date, but any such payment received by Bank on outstanding Advancesany Business Day after 3:00 p.m. (New York City time) shall be deemed to have been received on the immediately succeeding Business Day or Working Day, and as applicable, for the purpose of calculating any interest payable in respect thereof. (D) Bank shall have the right in its discretion to charge any principal and/or interest or other sum due by Borrower hereby authorizes the to Bank, to any checking, other deposit or loan account of Borrower or with Bank or to debit such Deposit Account(s) for all amounts due and payable on apply any Advance and for all other amounts due and payable hereunderproceeds received by it against payment of same. In the event that the collected balance in such Deposit Account(s) isamount so charged shall create an overdraft, at any time, insufficient Borrower hereby agrees to pay to Bank the fees associated with overdraft until the overdraft is satisfied in full. During any time in which an overdraft is created and outstanding, the Facilities shall be deemed to be in default (and shall bear interest at the default rate set forth in Section 9.7) and Bank shall not be required to honor any checks drawn on or transfers from such deposit account nor shall it be required to notify Borrower of the existence of any overdraft before dishonoring any such checks or transfers, and to the extent permitted by law, Borrower waives any rights and claims they may have against Bank for wrongful dishonor, interference with contract, wrongful interruption of the Borrower's businesses or similar claim, counterclaim or causes of action arising due to Bank's failure to honor such checks. The creation of any overdrafts shall not be deemed to be a payment hereunder or under any note evidencing the Obligations or a waiver by Bank of any Event of Default hereunder and nothing herein shall obligate Bank to create any such overdraft. (E) All outstanding Advances, together with all accrued and unpaid interest thereon, and all unpaid fees shall be due and payable amounts, the Bank may without notice to Borrower apply any other deposits, credits, or monies of Borrower then in the possession of the Bank to the payment of such due and payable amounts. Borrower agrees that, in the event any such debit results in such Deposit Account(s) being overdrawn, Borrower shall pay overdraft charges and interest full on the amount of the overdraft at the rate in effect and being charged by the Bank from time to time on overdrafts on Deposit Account(s) of its members. Upon maturity of any Advance, either by its terms, by acceleration pursuant to this Agreement, or otherwise the Bank may without notice to Borrower apply any credits, deposits, or monies of Borrower then in the possession or custody and control of the Bank to the payment of principal, interest, and other due and payable amounts in connection with such Advance, including, without limitation, any prepayment fees owed in connection with the repayment of that Advance. All payments with respect to Advances shall be applied first to any fees or charges applicable thereto, then to interest due thereon, and then to any principal amount thereof that is then due and payableMaturity Date.