Common use of Repayment of the Loan Clause in Contracts

Repayment of the Loan. The Borrower shall, until such time as all outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)) shall have been paid in full, repay to the Lender the outstanding unpaid principal balance of the Loan in equal installments of $25,000,000 on each of September 10, 2020, December 10, 2020 and March 10, 2021. For avoidance of doubt, except as otherwise as set forth in the immediately succeeding sentence, accrued interest on any such installment shall not become due and payable at such time, and shall instead be payable in accordance with Section 2.06 hereof. Notwithstanding the foregoing, if on any date on which an installment of principal is required to be paid pursuant to the first sentence of this Section 2.05, less than $25,000,000 of the principal balance of the Loan remains outstanding and unpaid, the Borrower shall pay the following obligations (if any) in the following order until either the sum paid on such date equals $25,000,000 or all outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)) have been paid in full: (A) outstanding unpaid principal of the Loan, (B) accrued and unpaid interest on the Loan and (C) all other outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)). The outstanding unpaid principal balance of the Loan and all accrued and unpaid interest on the Loan shall be due and payable on the Scheduled Maturity Date. If all of the outstanding principal balance of the Loan and accrued interest on the Loan are fully repaid on any date, this Agreement shall terminate as of such date. Any repayment or prepayment of the Loan that is allocated to the principal amount of the Loan shall reduce the Commitment of the Lender on a dollar for dollar basis. On each Scheduled Maturity Date prior to the Final Maturity Date, Borrower shall provide written notice (an “Extension Notice”) to the Lender not less than fifteen (15) Business Days prior to such Scheduled Maturity Date of the upcoming Scheduled Maturity Date, and, subject to lender’s confirmation of receipt of such notice, such Scheduled Maturity Date shall be extended by one additional calendar year, unless the Lender shall, in its sole and absolute discretion, have delivered written notice declining such Extension Notice not less than ten (10) Business Days prior to such Scheduled Maturity Date. If the Borrower fails to provide such Extension Notice (or fails to provide it not less than fifteen (15) Business Days prior to such Scheduled Maturity Date), then the Lender shall have the right to deliver a written notice declining any further extension (a “Non-Renewal Notice”) at any time prior to thirty (30) calendar days after the Scheduled Maturity Date, and effective upon the delivery of such Non-Renewal Notice, (i) if delivered prior to the applicable Scheduled Maturity Date, then no extension shall occur on the applicable Scheduled Maturity Date and such Scheduled Maturity Date shall constitute the Final Maturity Date, or (ii) if delivered after the applicable Scheduled Maturity Date, the date occurring two Business Days following the date of such Non-Renewal Notice shall constitute the Final Maturity Date. If no Extension Notice or Non-Renewal Notice is delivered, the Scheduled Maturity Date shall be extended by one additional calendar year.

Repayment of the Loan. 4.1 The Borrower shallParties confirm that before the expiration as in Section 4.2, until such time as all outstanding Obligations (other than Unasserted Obligations (as defined the Borrowers shall repay the amount under this Agreement which equals to the consideration of equity interest transfer actually received by the Borrowers under the Ocean Transaction only when the Borrowers receive the consideration of equity interest from the Domestic Company; if the Domestic Company does not perform its obligations under the Ocean Transaction to pay the consideration of equity interest transfer due to any reasons that cannot be ascribed to the Borrowers, the Borrowers are not obligated to repay the Loan in the Subordination Agreement)) shall have been paid in full, repay this Agreement to the Lender before the outstanding unpaid principal balance expiration as in Section 4.2. Accordingly, (i) once the Domestic Company pays any or all the consideration of equity interest transfer to the Loan in equal installments of $25,000,000 on each of September 10, 2020, December 10, 2020 and March 10, 2021. For avoidance of doubt, except as otherwise as set forth in the immediately succeeding sentence, accrued interest on any such installment shall not become due and payable at such time, and shall instead be payable in accordance with Section 2.06 hereof. Notwithstanding the foregoing, if on any date on which an installment of principal is required to be paid Borrowers pursuant to the first sentence of this Section 2.05, less than $25,000,000 of equity interest transfer agreement under the principal balance of the Loan remains outstanding and unpaidOcean Transaction, the Borrower Borrowers shall pay transfer the following obligations aforementioned amount immediately upon reception to the bank account designated by the Lender to fulfil its obligation of repayment under this Agreement; or (ii) if any) in the following order until either the sum paid on such date equals $25,000,000 Domestic Company directly transfer any or all outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)) have been paid in full: (A) outstanding unpaid principal consideration of equity interest transfer to the Loanbank account designated by the Lender, (B) accrued and unpaid interest on the Loan and (C) all other outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)). The outstanding unpaid principal balance of the Loan and all accrued and unpaid interest on the Loan it shall be due and payable on deemed that the Scheduled Maturity DateBorrowers have repaid the amount that equals to the consideration transferred. If any or all the consideration of equity interest transfer that received by the outstanding principal balance of the Loan and accrued interest on the Loan are fully repaid on any date, this Agreement shall terminate as of such date. Any repayment Borrowers or prepayment of the Loan that is allocated directly transferred to the principal bank account designated by the Lender is reduced by any taxes or fees (bank service charge included), the amount of the Loan shall reduce be reduced accordingly by the Commitment amount of such taxes or fees. 4.2 Each party confirms that the longest borrowing period of any Loan under this Agreement will be twenty (20) years after the Effective Date; or the expiration of the business term of the Lender on a dollar for dollar basis(including its expansion from time to time); or the expiration of the business term of the Domestic Company (including its expansion from time to time); the earliest one shall prevail (hereinafter referred to as the “Term of the Loan”). On each Scheduled Maturity Date prior to After execution of this agreement, the Final Maturity Datenewly added Loan shall be counted from the date of actual payment, Borrower and the maximum time limit shall provide written notice (an “Extension Notice”) to not exceed the expiry date of the aforementioned Term of the Loan. When Term of the Loan expires: if the applicable law allows the Lender not less than fifteen (15) Business Days prior to such Scheduled Maturity Date acquire the entire equities of the upcoming Scheduled Maturity DateDomestic Company held by the Borrowers, and, subject to lender’s confirmation of receipt of such notice, such Scheduled Maturity Date shall be extended by one additional calendar year, unless the Lender shall, in its sole and absolute discretion, have delivered written notice declining such Extension Notice not less than ten (10) Business Days prior to such Scheduled Maturity Date. If the Borrower fails to provide such Extension Notice (or fails to provide it not less than fifteen (15) Business Days prior to such Scheduled Maturity Date), then the Lender shall Borrowers have the right and obligation to deliver directly reimburse all the Outstanding Payments by means of transferring all the equities thereof they hold. When the relevant government registration procedures or other transfer formalities of such equity transfer stipulated by law (whichever occurs later) finish, it shall be deemed that the Borrowers have fully repaid all the Loans under this Agreement; if the applicable law allows the Lender to acquire a written portion of the equities of the Domestic Company held by the Borrowers, the Borrowers have the right and obligation to directly reimburse the Outstanding Payments in proportion by means of transferring such equities thereof they hold. When the relevant government registration procedures or other transfer formalities of such equity transfer stipulated by law (whichever occurs later) finish, it shall be deemed that the Borrowers have repaid the corresponding percentage of Loans under this Agreement. The other unrepaid Loans are automatically extended to the date on which the applicable law allows the Lender or its successor to take over the remaining equities thereof held by the Borrowers; if the applicable law does not allow the Lender to acquire the equities of the Domestic Company held by the Borrowers, the Term of the Loan that has not been repaid is automatically extended to such date, when the applicable law allows so. In the event that the Borrowers repay the Loan under this Agreement in the aforementioned manner, the Lender and the Borrowers do not have to pay the other Party any other payment, regardless of the value of the equities of the Domestic Company transferred at that time. 4.3 After the Term of the Loan and after the law allows the Lender to hold the equities of the Domestic Company, the Lender may issue a notice declining any further extension of repayment to the Borrowers (a hereinafter referred to as the “Non-Renewal Repayment Notice”) at any time prior to thirty (30) calendar days in advance, requesting anyone of each Borrower or the Borrowers for repayment of any or all of the Outstanding Repayments. The repayment amount of the Borrower under this Article 4.3 is limited to the actual equity transfer price it has received as described below, and the performance of its repayment obligation is predicated on its receipt of the full equity transfer price as described below. Under this circumstances, on the premise of not violating the applicable laws, the Lender shall purchase or designate a third party to purchase the corresponding equities of the Domestic Company held by the Borrowers with such equity transfer price which is equal to the requested Outstanding Repayment. The proportion of the equity that is required to be purchased accounting for the equity of the Domestic Company held by the Borrowers at that time should be the same as the proportion of the required Outstanding repayments accounting for the sum of the Outstanding Repayments of the Borrowers under this Agreement. 4.4 After the Term of the Loan and after the Scheduled Maturity Datelaw allows the Lender to hold the equities of the Domestic Company, each Borrower may issue a notice of repayment to the Lender (hereinafter referred to as the “Repayment Notice”) at any time thirty (30) days in advance, requesting for repayment of any or all of the Outstanding Repayments. The repayment amount of the Borrower under this Article 4.4 is limited to the actual equity transfer price it has received as described below, and effective upon the delivery performance of its repayment obligation is predicated on its receipt of the full equity transfer price as described below. Under this circumstances, on the premise of not violating the applicable laws, the Lender shall purchase or designate a third party to purchase all the equities of the Domestic Company held by the Borrowers with such Non-Renewal Notice, (i) if delivered prior equity transfer price which is equal to the applicable Scheduled Maturity Date, then no extension shall occur on sum of the amount which the Borrowers are to repay. 4.5 Where the applicable Scheduled Maturity Date and such Scheduled Maturity Date shall constitute law allows the Final Maturity DateLender to hold the equities of the Domestic Company, or (ii) if delivered after when the applicable Scheduled Maturity DateBorrowers repay the sum due under Articles 4.2 to 4.4, the date occurring two Business Days following Parties shall simultaneously complete the date prescribed equity transfer and guarantee that at the same time as the payment of such Non-Renewal Notice shall constitute the Final Maturity Date. If no Extension Notice or Non-Renewal Notice is deliveredOutstanding Repayment, the Scheduled Maturity Date Lender or a third party designated by the Lender has legally and completely received the corresponding amount of equities thereof in accordance with the aforementioned arrangements, and there is no pledge or any other kind of encumbrance on such equities. When such equity transfer is carried out in accordance with the aforementioned arrangements, each Borrower shall be extended provide all necessary cooperation and waive any rights of first refusal. 4.6 After each Borrower transfers all equities of Domestic Company held by one additional calendar yearthem to the Lender or a third party designated by the Lender according to the provisions of Articles 4.2 to 4.4, and after repaying all the Outstanding Repayments, the Borrower shall no longer bear the repayment obligations under this Agreement. 4.7 For avoidance of ambiguity, the Borrowers and their relatives are not obliged to repay the Loan under this Agreement with their own properties except for the agreed repayment methods under this Agreement.

Repayment of the Loan. The Subject to the terms and conditions set forth in the Subordination Agreement and the Senior Credit Agreement, the Borrower shall, until such time as all outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)) shall have been paid in full, repay to the Lender the outstanding unpaid principal balance of the Loan in equal installments of $25,000,000 on each of September 10, 2020, December 10, 2020 and March 10, 2021, in an amount on each such date equal to $25,000,000 less any amount that has been applied to pay any Senior Obligations pursuant to Section 2.05 of the Senior Credit Agreement on such date. For avoidance of doubt, except as otherwise as set forth in the immediately succeeding sentence, accrued interest on any such installment principal payment shall not become due and payable at such time, and shall instead be payable in accordance with Section 2.06 hereof. Notwithstanding the foregoing, if on any date on which an installment a payment of principal is required to be paid made pursuant to the first sentence of this Section 2.05, less than $25,000,000 the required payment amount of the principal balance of the Loan remains outstanding and unpaid, the Borrower shall pay the following obligations (if any) in the following order until either the sum paid on such date equals $25,000,000 the required payment amount for such date or all outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)) have been paid in full: (A) outstanding unpaid principal of the Loan, (B) accrued and unpaid interest on the Loan and (C) all other outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)). The outstanding unpaid principal balance of the Loan and all accrued and unpaid interest on the Loan shall be due and payable on the Scheduled Maturity Date. If all of the outstanding principal balance of the Loan and accrued interest on the Loan are fully repaid on any date, this Agreement shall terminate as of such date. Any repayment or prepayment of the Loan that is allocated to the principal amount of the Loan shall reduce the Commitment of the Lender on a dollar for dollar basis. On each Scheduled Maturity Date prior to the Final Maturity Date, Borrower shall provide written notice (an “Extension Notice”) to the Lender not less than fifteen (15) Business Days prior to such Scheduled Maturity Date of the upcoming Scheduled Maturity Date, and, subject to lender’s confirmation of receipt of such notice, such Scheduled Maturity Date shall be extended by one additional calendar year, unless the Lender shall, in its sole and absolute discretion, have delivered written notice declining such Extension Notice not less than ten (10) Business Days prior to such Scheduled Maturity Date. If the Borrower fails to provide such Extension Notice (or fails to provide it not less than fifteen (15) Business Days prior to such Scheduled Maturity Date), then the Lender shall have the right to deliver a written notice declining any further extension (a “Non-Renewal Notice”) at any time prior to thirty (30) calendar days after the Scheduled Maturity Date, and effective upon the delivery of such Non-Renewal Notice, (i) if delivered prior to the applicable Scheduled Maturity Date, then no extension shall occur on the applicable Scheduled Maturity Date and such Scheduled Maturity Date shall constitute the Final Maturity Date, or (ii) if delivered after the applicable Scheduled Maturity Date, the date occurring two Business Days following the date of such Non-Renewal Notice shall constitute the Final Maturity Date. If no Extension Notice or Non-Renewal Notice is delivered, the Scheduled Maturity Date shall be extended by one additional calendar year.

Repayment of the Loan. (1) The Borrower shall, until such time as all outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)) shall have been paid in full, repay provisions of this paragraph are subject to the Lender the outstanding unpaid principal balance provisions of the Loan in equal installments of $25,000,000 on each of September 10, 2020, December 10, 2020 and March 10, 2021. For avoidance of doubt, except as otherwise as set forth in the immediately succeeding sentence, accrued interest on any such installment shall not become due and payable at such time, and shall instead be payable in accordance with Section 2.06 hereof. Notwithstanding the foregoing, if on any date on which an installment of principal is required to be paid pursuant to the first sentence of this Section 2.05, less than $25,000,000 of the principal balance of the Loan remains outstanding and unpaid, paragraph 5. (2) Except where the Borrower shall pay has obtained the following obligations (if any) in the following order until either the sum paid on such date equals $25,000,000 or all outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)) have FSA’s prior written consent and that consent has not been paid in full: (A) outstanding unpaid principal of the Loanwithdrawn, (B) accrued and unpaid interest on the Loan and (C) all other outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)). The outstanding unpaid principal balance of the Loan and all accrued and unpaid interest on the Loan shall be due and payable on the Scheduled Maturity Date. If all of the outstanding principal balance of the Loan and accrued interest on the Loan are fully repaid on any date, this Agreement shall terminate as of such date. Any no repayment or prepayment of the Loan that is allocated shall be made, in whole or in part, earlier than a date: (a) not less than two years from the date on which the Loan was first made; or (b) not less than two years from the date on which the Borrower gave notice in writing to the Lender and the FSA. (3) If default is made for a period of 7 days or more in the payment of any principal amount due in respect of the Loan or for a period of 14 days or more in the payment of any interest due in respect of the Loan the Lender may, in order to enforce payment, at its discretion and after taking such preliminary steps as may be necessary and after notifying the FSA, institute proceedings for the Insolvency of the Borrower [or the Insolvency of all or any Partners**]. If an order is made or an effective resolution is passed for the winding up of the Borrower, the Loan shall reduce become repayable. (4) The Lender may at its discretion, subject to the Commitment provisions which follow, institute proceedings for the Insolvency of the Borrower [or the Insolvency of all or any Partners**] to enforce any obligation, condition or provision binding on the Borrower [or on all or any Partners**+] under this Agreement (other than any obligation for the payment of principal moneys or interest in respect of the Loan) provided that the borrower [or any Partner**] shall not by virtue of the institution of any such proceedings be obliged to pay any sum or sums sooner than the same would otherwise have been payable by it. The Lender may only institute such proceedings to enforce the obligations referred to above if (i) the default is not remedied to the satisfaction of the Lender on within 60 days after notice of such default is not remedied to the satisfaction of the Lender within 60 days after notice of such default has been given to the Borrower by the Lender (with a dollar for dollar basis. On each Scheduled Maturity Date copy to the FSA) requiring the default to be remedied and (ii) the Lender has taken all preliminary steps required to be taken by it prior to the Final Maturity Date, institution of such proceedings. (5) No remedy against the Borrower [or any Partner**] other than as specifically provided by this paragraph shall provide written notice (an “Extension Notice”) be available to the Lender not less than fifteen (15) Business Days prior to such Scheduled Maturity Date whether for the recovery of the upcoming Scheduled Maturity Date, and, subject to lender’s confirmation amounts owing under this Agreement or in respect of receipt of such notice, such Scheduled Maturity Date shall be extended any breach by one additional calendar year, unless the Lender shall, in its sole and absolute discretion, have delivered written notice declining such Extension Notice not less than ten (10) Business Days prior to such Scheduled Maturity Date. If the Borrower fails to provide such Extension Notice ([or fails to provide it not less than fifteen (15) Business Days prior to such Scheduled Maturity Date), then the Lender shall have the right to deliver a written notice declining any further extension (a “Non-Renewal Notice”) at Partners**] of any time prior to thirty (30) calendar days after the Scheduled Maturity Date, and effective upon the delivery of such Non-Renewal Notice, (i) if delivered prior to the applicable Scheduled Maturity Date, then no extension shall occur on the applicable Scheduled Maturity Date and such Scheduled Maturity Date shall constitute the Final Maturity Date, or (ii) if delivered after the applicable Scheduled Maturity Date, the date occurring two Business Days following the date of such Non-Renewal Notice shall constitute the Final Maturity Date. If no Extension Notice or Non-Renewal Notice is delivered, the Scheduled Maturity Date shall be extended by one additional calendar yearits obligations under this Agreement.

Repayment of the Loan. 4.1 The Parties confirm that each Borrower shall, until such time as all outstanding Obligations (other than Unasserted Obligations (as defined shall not repay any Loan in the Subordination Agreement)) shall have been paid in full, repay to advance unless the Lender agrees in writing in advance. 4.2 Each party confirms that the outstanding unpaid principal balance longest borrowing period of any Loan under this Agreement will be twenty (20) years after the Effective Date; or the expiration of the business term of the Lender (including its expansion from time to time); or the expiration of the business term of the Domestic Company (including its expansion from time to time); the earliest one shall prevail (hereinafter referred to as the “Term of the Loan”). After execution of this agreement, the newly added Loan shall be counted from the date of actual payment, and the maximum time limit shall not exceed the expiry date of the aforementioned Term of the Loan. When Term of the Loan expires: (a) If the applicable law allows the Lender to acquire the entire equities of the Domestic Company held by the Borrowers, the Borrowers have the right and obligation to directly reimburse all the Outstanding Payments by means of transferring all the equities thereof they hold. When the relevant government registration procedures or other transfer formalities of such equity transfer stipulated by law (whichever occurs later) finish, it shall be deemed that the Borrowers have fully repaid all the Loans under this Agreement. (b) If the applicable law allows the Lender to acquire a portion of the equities of the Domestic Company held by the Borrowers, the Borrowers have the right and obligation to directly reimburse the Outstanding Payments in equal installments proportion by means of $25,000,000 on each transferring such equities thereof they hold. When the relevant government registration procedures or other transfer formalities of September 10such equity transfer stipulated by law (whichever occurs later) finish, 2020, December 10, 2020 and March 10, 2021it shall be deemed that the Borrowers have repaid the corresponding percentage of Loans under this Agreement. For avoidance of doubt, except as otherwise as set forth in The other unrepaid Loans are automatically extended to the immediately succeeding sentence, accrued interest on any such installment shall not become due and payable at such time, and shall instead be payable in accordance with Section 2.06 hereof. Notwithstanding the foregoing, if on any date on which an installment of principal is required the applicable law allows the Lender or its successor to be paid pursuant take over the remaining equities thereof held by the Borrowers. (c) If the applicable law does not allow the Lender to acquire the first sentence of this Section 2.05, less than $25,000,000 equities of the principal balance Domestic Company held by the Borrowers, the Term of the Loan remains outstanding and unpaidthat has not been repaid is automatically extended to such date, when the applicable law allows so. In the event that the Borrowers repay the Loan under this Agreement in the aforementioned manner, the Borrower shall Lender and the Borrowers do not have to pay the following obligations (if any) in the following order until either the sum paid on such date equals $25,000,000 or all outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)) have been paid in full: (A) outstanding unpaid principal Party any other payment, regardless of the Loan, (B) accrued and unpaid interest on value of the Loan and (C) all other outstanding Obligations (other than Unasserted Obligations (as defined in equities of the Subordination Agreement)). The outstanding unpaid principal balance Domestic Company transferred at that time. 4.3 After the Term of the Loan and all accrued and unpaid interest on after the Loan shall be due and payable on law allows the Scheduled Maturity Date. If all Lender to hold the equities of the outstanding principal balance Domestic Company, the Lender may issue a notice of the Loan and accrued interest on the Loan are fully repaid on any date, this Agreement shall terminate as of such date. Any repayment or prepayment of the Loan that is allocated to the principal amount of Borrowers (hereinafter referred to as the Loan shall reduce the Commitment of the Lender on a dollar for dollar basis. On each Scheduled Maturity Date prior to the Final Maturity Date, Borrower shall provide written notice (an “Extension Notice”) to the Lender not less than fifteen (15) Business Days prior to such Scheduled Maturity Date of the upcoming Scheduled Maturity Date, and, subject to lender’s confirmation of receipt of such notice, such Scheduled Maturity Date shall be extended by one additional calendar year, unless the Lender shall, in its sole and absolute discretion, have delivered written notice declining such Extension Notice not less than ten (10) Business Days prior to such Scheduled Maturity Date. If the Borrower fails to provide such Extension Notice (or fails to provide it not less than fifteen (15) Business Days prior to such Scheduled Maturity Date), then the Lender shall have the right to deliver a written notice declining any further extension (a “Non-Renewal Repayment Notice”) at any time prior to thirty (30) calendar days in advance, requesting the Borrowers for repayment of any or all of the Outstanding Repayments. The repayment amount of the Borrower under this Article 4.3 is limited to the actual equity transfer price it has received as described below, and the performance of its repayment obligation is predicated on its receipt of the full equity transfer price as described below. Under this circumstances, on the premise of not violating the applicable laws, the Lender shall purchase or designate a third party to purchase the corresponding equities of the Domestic Company held by the Borrowers with such equity transfer price which is equal to the requested Outstanding Repayment. The proportion of the equity that is required to be purchased accounting for the equity of the Domestic Company held by the Borrowers at that time should be the same as the proportion of the required Outstanding repayments accounting for the sum of the Outstanding Repayments of the Borrowers under this Agreement. 4.4 After the Term of the Loan and after the Scheduled Maturity Datelaw allows the Lender to hold the equities of the Domestic Company, each Borrower may issue a notice of repayment to the Lender (hereinafter referred to as the “Repayment Notice”) at any time thirty (30) days in advance, requesting for repayment of any or all of the Outstanding Repayments. The repayment amount of the Borrower under this Article 4.4 is limited to the actual equity transfer price it has received as described below, and effective upon the delivery performance of its repayment obligation is predicated on its receipt of the full equity transfer price as described below. Under this circumstances, on the premise of not violating the applicable laws, the Lender shall purchase or designate a third party to purchase all the equities of the Domestic Company held by the Borrowers with such Non-Renewal Notice, (i) if delivered prior equity transfer price which is equal to the applicable Scheduled Maturity Date, then no extension shall occur on sum of the amount which the Borrowers are to repay. 4.5 Where the applicable Scheduled Maturity Date and such Scheduled Maturity Date shall constitute law allows the Final Maturity DateLender to hold the equities of the Domestic Company, or (ii) if delivered after when the applicable Scheduled Maturity DateBorrowers repay the sum due under Articles 4.2 to 4.4, the date occurring two Business Days following Parties shall simultaneously complete the date prescribed equity transfer and guarantee that at the same time as the payment of such Non-Renewal Notice shall constitute the Final Maturity Date. If no Extension Notice or Non-Renewal Notice is deliveredOutstanding Repayment, the Scheduled Maturity Date Lender or a third party designated by the Lender has legally and completely received the corresponding amount of equities thereof in accordance with the aforementioned arrangements, and there is no pledge or any other kind of encumbrance on such equities. When such equity transfer is carried out in accordance with the aforementioned arrangements, each Borrower shall be extended provide all necessary cooperation. 4.6 After each Borrower transfers all equities of Domestic Company held by one additional calendar yearthem to the Lender or a third party designated by the Lender according to the provisions of Articles 4.2 to 4.4, and after repaying all the Outstanding Repayments, the Borrower shall no longer bear the repayment obligations under this Agreement. 4.7 For avoidance of ambiguity, the Borrowers and their relatives are not obliged to repay the Loan under this Agreement with their own properties except for the agreed repayment methods under this Agreement.

Repayment of the Loan. (1) The Borrower shall, until such time as all outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)) shall have been paid in full, repay provisions of this paragraph are subject to the Lender the outstanding unpaid principal balance provisions of the Loan in equal installments of $25,000,000 on each of September 10, 2020, December 10, 2020 and March 10, 2021. For avoidance of doubt, except as otherwise as set forth in the immediately succeeding sentence, accrued interest on any such installment shall not become due and payable at such time, and shall instead be payable in accordance with Section 2.06 hereof. Notwithstanding the foregoing, if on any date on which an installment of principal is required to be paid pursuant to the first sentence of this Section 2.05, less than $25,000,000 of the principal balance of the Loan remains outstanding and unpaid, paragraph 5. (2) Except where the Borrower shall pay the following obligations (if any) in the following order until either the sum paid on such date equals $25,000,000 or all outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)) have has obtained FCA’s prior written consent and that consent has not been paid in full: (A) outstanding unpaid principal of the Loanwithdrawn, (B) accrued and unpaid interest on the Loan and (C) all other outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)). The outstanding unpaid principal balance of the Loan and all accrued and unpaid interest on the Loan shall be due and payable on the Scheduled Maturity Date. If all of the outstanding principal balance of the Loan and accrued interest on the Loan are fully repaid on any date, this Agreement shall terminate as of such date. Any no repayment or prepayment of the Loan that is allocated shall be made, in whole or in part, earlier than a date: (a) not less than [five years] [two years] from the date on which the Loan was first made; or (b) not less than [five years] [two years] from the date on which the Borrower gave notice in writing to the Lender and FCA, or (c) not less than [five years] [two years] from the date on which the Lender gave notice in writing to the Borrower and FCA. (3) If default is made for a period of 7 days or more in the payment of any principal amount due in respect of the Loan or for a period of 14 days or more in the payment of any interest due in respect of the Loan the Lender may, in order to enforce payment, at its discretion and after taking such preliminary steps as may be necessary and after notifying FCA, institute proceedings for the Insolvency of the Borrower [or the Insolvency of all or any Partners**]. If an order is made or an effective resolution is passed for the winding up of the Borrower, the Loan shall reduce become repayable. (4) The Lender may at its discretion, subject to the Commitment provisions which follow, institute proceedings for the Insolvency of the Borrower [or the Insolvency of all or any Partners**] to enforce any obligation, condition or provision binding on the Borrower [or on all or any Partners**+] under this Agreement (other than any obligation for the payment of principal moneys or interest in respect of the Loan) provided that the borrower [or any Partner**] shall not by virtue of the institution of any such proceedings be obliged to pay any sum or sums sooner than the same would otherwise have been payable by it. The Lender may only institute such proceedings to enforce the obligations referred to above if (i) the default is not remedied to the satisfaction of the Lender on within 60 days after notice of such default is not remedied to the satisfaction of the Lender within 60 days after notice of such default has been given to the Borrower by the Lender (with a dollar for dollar basis. On each Scheduled Maturity Date copy to FCA) requiring the default to be remedied and (ii) the Lender has taken all preliminary steps required to be taken by it prior to the Final Maturity Date, institution of such proceedings. (5) No remedy against the Borrower [or any Partner**] other than as specifically provided by this paragraph shall provide written notice (an “Extension Notice”) be available to the Lender not less than fifteen (15) Business Days prior to such Scheduled Maturity Date whether for the recovery of the upcoming Scheduled Maturity Date, and, subject to lender’s confirmation amounts owing under this Agreement or in respect of receipt of such notice, such Scheduled Maturity Date shall be extended any breach by one additional calendar year, unless the Lender shall, in its sole and absolute discretion, have delivered written notice declining such Extension Notice not less than ten (10) Business Days prior to such Scheduled Maturity Date. If the Borrower fails to provide such Extension Notice ([or fails to provide it not less than fifteen (15) Business Days prior to such Scheduled Maturity Date), then the Lender shall have the right to deliver a written notice declining any further extension (a “Non-Renewal Notice”) at Partners**] of any time prior to thirty (30) calendar days after the Scheduled Maturity Date, and effective upon the delivery of such Non-Renewal Notice, (i) if delivered prior to the applicable Scheduled Maturity Date, then no extension shall occur on the applicable Scheduled Maturity Date and such Scheduled Maturity Date shall constitute the Final Maturity Date, or (ii) if delivered after the applicable Scheduled Maturity Date, the date occurring two Business Days following the date of such Non-Renewal Notice shall constitute the Final Maturity Date. If no Extension Notice or Non-Renewal Notice is delivered, the Scheduled Maturity Date shall be extended by one additional calendar yearits obligations under this Agreement.

Repayment of the Loan. The Article 18 Unless otherwise agreed by the Lenders, the Borrower shall, until such time as all outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)) shall have been paid in full, will repay to the Lender the outstanding unpaid principal balance of the Loan Lenders in equal installments of $25,000,000 on each of September 10, 2020, December 10, 2020 and March 10, 2021. For avoidance of doubt, except as otherwise as set forth in the immediately succeeding sentence, accrued interest on any such installment shall not become due and payable at such time, and shall instead be payable in accordance with Section 2.06 hereof. Notwithstanding the foregoing, if on any date on which an installment of principal is required to be paid pursuant to the first sentence of this Section 2.05, less than $25,000,000 of the principal remaining balance of the Loan remains outstanding and unpaid, the Borrower shall pay the following obligations (if any) in the following order until either the sum paid on such date equals $25,000,000 or all outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)) have been paid in full: (A) outstanding unpaid principal of the Loan, (B) accrued and unpaid interest on the Loan and (C) all other outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)). The outstanding unpaid principal balance of the Loan and all accrued and unpaid interest on the Loan shall be due and payable on the Scheduled Maturity Date. If all of the outstanding principal balance of the Loan and accrued interest on the Loan are fully repaid on any date, this Agreement shall terminate as of such date. Any repayment or prepayment of the Loan that is allocated to the principal amount of the Loan shall reduce the Commitment on each anniversary of the Lender on a dollar for dollar basis. On each Scheduled Maturity Completion Date prior commencing from the eighth (8th) anniversary of the Completion Date to the Final Maturity Repayment Date, Borrower . Article 19 The final repayment date shall provide written notice be the date falling on the fifteenth (an “Extension Notice”15th) to the Lender not less than fifteen (15) Business Days prior to such Scheduled Maturity Date anniversary of the upcoming Scheduled Maturity Completion Date (the “Final Repayment Date, and, subject to lender’s confirmation of receipt of such notice, such Scheduled Maturity Date shall be extended by one additional calendar year, unless the Lender shall, in its sole and absolute discretion, have delivered written notice declining such Extension Notice not less than ten (10) Business Days prior to such Scheduled Maturity Date. If the ”). Article 20 The Borrower fails to provide such Extension Notice (or fails to provide it not less than fifteen (15) Business Days prior to such Scheduled Maturity Date), then the Lender shall have the right to deliver prepay the whole or any part of the Loan (but, if in part, by a minimum of US$25,000,000 or such other amount as agreed between the Borrower and the Lenders) by giving the Lenders (i) not less than sixty (60) days (or such shorter period as the Lenders may agree) prior written notice declining any further extension in the event that the amount of prepayment is equal to or more than US$5 billion; (a “Non-Renewal Notice”ii) at any time prior to not less than thirty (30) calendar days after (or such shorter period as the Scheduled Maturity Date, and effective upon Lenders may agree) prior written notice in the delivery event that the amount of prepayment is equal to or more than US$1 billion but less than US$5 billion; or (iii) not less than twenty (20) days (or such Non-Renewal Notice, (ishorter period as the Lenders may agree) if delivered prior written notice in the event that the amount of prepayment is less than US$1 billion. No fees or penalties shall be payable by the Borrower to the applicable Scheduled Maturity DateLenders in the event of prepayment. The Borrower shall make the prepayment to the Lenders on a proportional basis. Article 21 The Borrower shall have the right to cancel the whole or any part of the available unutilized Loan (but, then if in part, by a minimum of US$25,000,000 or such other amount as agreed between the Borrower and the Lenders) by giving the Lenders not less than twenty (20) Business Days (or such shorter period as the Lenders may agree) prior written notice. For the avoidance of doubt, no extension fees or penalties shall occur be payable by the Borrower to the Lenders in the event of cancellation. The Borrower shall cancel the Loan Commitment Amounts of the Lenders on a proportional basis. Article 22 The Borrower shall not request for redrawing any prepaid or cancelled amount. Article 23 The Borrower shall (unless the Lenders otherwise agree) prepay the Loan in an amount equal to any Net Disposal Proceeds received by the Borrower, except to the extent the Net Disposal Proceeds shall be used by the Borrower or its relevant Subsidiaries in the ordinary course of business. Any prepayment made under this Article 23 shall be made on the applicable Scheduled Maturity Date and such Scheduled Maturity Date shall constitute last date of the Final Maturity Date, or (ii) if delivered after the applicable Scheduled Maturity Date, the date occurring two Business Days following Interest Period for the date of such Non-Renewal Notice shall constitute receipt of the Final Maturity Date. If no Extension Notice or Non-Renewal Notice is delivered, Net Disposal Proceeds by the Scheduled Maturity Date shall be extended by one additional calendar yearBorrower.

Repayment of the Loan. (1) The Borrower shall, until such time as all outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)) shall have been paid in full, repay provisions of this paragraph are subject to the Lender the outstanding unpaid principal balance provisions of the Loan in equal installments of $25,000,000 on each of September 10, 2020, December 10, 2020 and March 10, 2021. For avoidance of doubt, except as otherwise as set forth in the immediately succeeding sentence, accrued interest on any such installment shall not become due and payable at such time, and shall instead be payable in accordance with Section 2.06 hereof. Notwithstanding the foregoing, if on any date on which an installment of principal is required to be paid pursuant to the first sentence of this Section 2.05, less than $25,000,000 of the principal balance of the Loan remains outstanding and unpaid, paragraph 5. (2) Except where the Borrower shall pay the following obligations (if any) in the following order until either the sum paid on such date equals $25,000,000 or all outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)) have has obtained FSA’s prior written consent and that consent has not been paid in full: (A) outstanding unpaid principal of the Loanwithdrawn, (B) accrued and unpaid interest on the Loan and (C) all other outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)). The outstanding unpaid principal balance of the Loan and all accrued and unpaid interest on the Loan shall be due and payable on the Scheduled Maturity Date. If all of the outstanding principal balance of the Loan and accrued interest on the Loan are fully repaid on any date, this Agreement shall terminate as of such date. Any no repayment or prepayment of the Loan that is allocated shall be made, in whole or in part, earlier than a date: (a) not less than [five years] [two years] from the date on which the Loan was first made; or (b) not less than [five years] [two years] from the date on which the Borrower gave notice in writing to the Lender and FSA, or (c) not less than [five years] [two years] from the date on which the Lender gave notice in writing to the Borrower and FSA. (3) If default is made for a period of 7 days or more in the payment of any principal amount due in respect of the Loan or for a period of 14 days or more in the payment of any interest due in respect of the Loan the Lender may, in order to enforce payment, at its discretion and after taking such preliminary steps as may be necessary and after notifying FSA, institute proceedings for the Insolvency of the Borrower [or the Insolvency of all or any Partners**]. If an order is made or an effective resolution is passed for the winding up of the Borrower, the Loan shall reduce become repayable. (4) The Lender may at its discretion, subject to the Commitment provisions which follow, institute proceedings for the Insolvency of the Borrower [or the Insolvency of all or any Partners**] to enforce any obligation, condition or provision binding on the Borrower [or on all or any Partners**+] under this Agreement (other than any obligation for the payment of principal moneys or interest in respect of the Loan) provided that the borrower [or any Partner**] shall not by virtue of the institution of any such proceedings be obliged to pay any sum or sums sooner than the same would otherwise have been payable by it. The Lender may only institute such proceedings to enforce the obligations referred to above if (i) the default is not remedied to the satisfaction of the Lender on within 60 days after notice of such default is not remedied to the satisfaction of the Lender within 60 days after notice of such default has been given to the Borrower by the Lender (with a dollar for dollar basis. On each Scheduled Maturity Date copy to FSA) requiring the default to be remedied and (ii) the Lender has taken all preliminary steps required to be taken by it prior to the Final Maturity Date, institution of such proceedings. (5) No remedy against the Borrower [or any Partner**] other than as specifically provided by this paragraph shall provide written notice (an “Extension Notice”) be available to the Lender not less than fifteen (15) Business Days prior to such Scheduled Maturity Date whether for the recovery of the upcoming Scheduled Maturity Date, and, subject to lender’s confirmation amounts owing under this Agreement or in respect of receipt of such notice, such Scheduled Maturity Date shall be extended any breach by one additional calendar year, unless the Lender shall, in its sole and absolute discretion, have delivered written notice declining such Extension Notice not less than ten (10) Business Days prior to such Scheduled Maturity Date. If the Borrower fails to provide such Extension Notice ([or fails to provide it not less than fifteen (15) Business Days prior to such Scheduled Maturity Date), then the Lender shall have the right to deliver a written notice declining any further extension (a “Non-Renewal Notice”) at Partners**] of any time prior to thirty (30) calendar days after the Scheduled Maturity Date, and effective upon the delivery of such Non-Renewal Notice, (i) if delivered prior to the applicable Scheduled Maturity Date, then no extension shall occur on the applicable Scheduled Maturity Date and such Scheduled Maturity Date shall constitute the Final Maturity Date, or (ii) if delivered after the applicable Scheduled Maturity Date, the date occurring two Business Days following the date of such Non-Renewal Notice shall constitute the Final Maturity Date. If no Extension Notice or Non-Renewal Notice is delivered, the Scheduled Maturity Date shall be extended by one additional calendar yearits obligations under this Agreement.

Repayment of the Loan. (1) The Borrower shall, until such time as all outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)) shall have been paid in full, repay provisions of this paragraph are subject to the Lender the outstanding unpaid principal balance provisions of the Loan in equal installments of $25,000,000 on each of September 10, 2020, December 10, 2020 and March 10, 2021. For avoidance of doubt, except as otherwise as set forth in the immediately succeeding sentence, accrued interest on any such installment shall not become due and payable at such time, and shall instead be payable in accordance with Section 2.06 hereof. Notwithstanding the foregoing, if on any date on which an installment of principal is required to be paid pursuant to the first sentence of this Section 2.05, less than $25,000,000 of the principal balance of the Loan remains outstanding and unpaid, paragraph 5. (2) Except where the Borrower shall pay has obtained the following obligations (if any) in the following order until either the sum paid on such date equals $25,000,000 or all outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)) have FSA’s prior written consent and that consent has not been paid in full: (A) outstanding unpaid principal of the Loanwithdrawn, (B) accrued and unpaid interest on the Loan and (C) all other outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)). The outstanding unpaid principal balance of the Loan and all accrued and unpaid interest on the Loan shall be due and payable on the Scheduled Maturity Date. If all of the outstanding principal balance of the Loan and accrued interest on the Loan are fully repaid on any date, this Agreement shall terminate as of such date. Any no repayment or prepayment of the Loan that is allocated shall be made, in whole or in part, earlier than a date: (a) not less than two years from the date on which the Loan was first made; or (b) not less than two years from the date on which the Borrower gave notice in writing to the Lender and the FSA. MIPRU Chapter 4 - 1 January 2007 4 (3) If default is made for a period of 7 days or more in the payment of any principal amount due in respect of the Loan or for a period of 14 days or more in the payment of any interest due in respect of the Loan the Lender may, in order to enforce payment, at its discretion and after taking such preliminary steps as may be necessary and after notifying the FSA, institute proceedings for the Insolvency of the Borrower [or the Insolvency of all or any Partners**]. If an order is made or an effective resolution is passed for the winding up of the Borrower, the Loan shall reduce become repayable. (4) The Lender may at its discretion, subject to the Commitment provisions which follow, institute proceedings for the Insolvency of the Borrower [or the Insolvency of all or any Partners**] to enforce any obligation, condition or provision binding on the Borrower [or on all or any Partners**+] under this Agreement (other than any obligation for the payment of principal moneys or interest in respect of the Loan) provided that the borrower [or any Partner**] shall not by virtue of the institution of any such proceedings be obliged to pay any sum or sums sooner than the same would otherwise have been payable by it. The Lender may only institute such proceedings to enforce the obligations referred to above if (i) the default is not remedied to the satisfaction of the Lender on within 60 days after notice of such default is not remedied to the satisfaction of the Lender within 60 days after notice of such default has been given to the Borrower by the Lender (with a dollar for dollar basis. On each Scheduled Maturity Date copy to the FSA) requiring the default to be remedied and (ii) the Lender has taken all preliminary steps required to be taken by it prior to the Final Maturity Date, institution of such proceedings. (5) No remedy against the Borrower [or any Partner**] other than as specifically provided by this paragraph shall provide written notice (an “Extension Notice”) be available to the Lender not less than fifteen (15) Business Days prior to such Scheduled Maturity Date whether for the recovery of the upcoming Scheduled Maturity Date, and, subject to lender’s confirmation amounts owing under this Agreement or in respect of receipt of such notice, such Scheduled Maturity Date shall be extended any breach by one additional calendar year, unless the Lender shall, in its sole and absolute discretion, have delivered written notice declining such Extension Notice not less than ten (10) Business Days prior to such Scheduled Maturity Date. If the Borrower fails to provide such Extension Notice ([or fails to provide it not less than fifteen (15) Business Days prior to such Scheduled Maturity Date), then the Lender shall have the right to deliver a written notice declining any further extension (a “Non-Renewal Notice”) at Partners**] of any time prior to thirty (30) calendar days after the Scheduled Maturity Date, and effective upon the delivery of such Non-Renewal Notice, (i) if delivered prior to the applicable Scheduled Maturity Date, then no extension shall occur on the applicable Scheduled Maturity Date and such Scheduled Maturity Date shall constitute the Final Maturity Date, or (ii) if delivered after the applicable Scheduled Maturity Date, the date occurring two Business Days following the date of such Non-Renewal Notice shall constitute the Final Maturity Date. If no Extension Notice or Non-Renewal Notice is delivered, the Scheduled Maturity Date shall be extended by one additional calendar yearits obligations under this Agreement.

Repayment of the Loan. The Borrower shallSection 2.3 of the Loan Agreement shall be --------------------- amended to reflect the modifications in the repayment provisions of the Note as follows: (a) Lender has advanced the full above-referenced $12,750,000 of Loan proceeds to Borrower. Concurrent with the execution of this First Amendment, until Lender shall advance the first additional disbursement of $1,875,000, resulting in a then aggregate principal advance of $14,625,000. Principal and precomputed interest thereon shall be payable in 84 equal consecutive monthly installments. For purposes of amortization and payment of the principal and precomputed interest under the Note, the Term Out Period shall be deemed to commence June 1, 1995 with the first installment payment in the amount of $234,279.80 being due on July 1, 1995 and thereafter payable in eighty-three (83) equal consecutive monthly payments. Provided, however, that at such time as all outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)) shall have been paid in fullsecond disbursement of $1,875,000 is made by Lender, repay the second disbursement will be added to the Lender the then outstanding unpaid principal balance of the Loan in Note and the then remaining installments during the remaining Term Out Period shall be recalculated to provide for equal consecutive monthly installments of $25,000,000 on each of September 10, 2020, December 10, 2020 and March 10, 2021. For avoidance of doubt, except as otherwise as set forth in the immediately succeeding sentence, accrued interest on any such installment shall not become due and payable at such time, and shall instead be payable in accordance with Section 2.06 hereof. Notwithstanding the foregoing, if on any date on which an installment of principal is required to be paid pursuant to the first sentence of this Section 2.05, less than $25,000,000 of the principal balance of the Loan remains outstanding and unpaid, the Borrower shall pay the following obligations (if any) in the following order until either the sum paid on such date equals $25,000,000 or all outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)) have been paid in full: (A) outstanding unpaid principal of the Loan, (B) accrued and unpaid interest on the Loan and (C) all other outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)). The outstanding then aggregate unpaid principal balance and precomputed interest thereon for the remainder of the Loan Term Out Period. (b) The principal balance outstanding under the Note, and all accrued and unpaid interest on and charges not sooner paid when due under the Note, and all other Obligations of Borrower owing under any and all of the Loan Documents shall be due and payable in full on the Scheduled Maturity Date. If last day of the Term Out Period (June 1, 2002) unless due and payable earlier as provided in the Loan Documents. (c) In the event the DSN Plant shall not be fully operational, and the requirements for the DSN Plant Completion Date shall not have been completed by October 15, 1995, the principal balance outstanding under the Note and all accrued and unpaid interest and charges not sooner paid when due under the Note, and all other Obligations of Borrower owing under any and all of the outstanding principal balance Loan Documents shall at the option of the Loan Lender, be fully due and accrued interest payable on the Loan are fully repaid on any dateOctober 15, this Agreement shall terminate as of such date. Any repayment or prepayment of the Loan that is allocated to the principal amount of the Loan shall reduce the Commitment of the Lender on a dollar for dollar basis. On each Scheduled Maturity Date prior to the Final Maturity Date, Borrower shall provide written notice (an “Extension Notice”) to the Lender not less than fifteen (15) Business Days prior to such Scheduled Maturity Date of the upcoming Scheduled Maturity Date, and, subject to lender’s confirmation of receipt of such notice, such Scheduled Maturity Date shall be extended by one additional calendar year, unless the Lender shall, in its sole and absolute discretion, have delivered written notice declining such Extension Notice not less than ten (10) Business Days prior to such Scheduled Maturity Date. If the Borrower fails to provide such Extension Notice (or fails to provide it not less than fifteen (15) Business Days prior to such Scheduled Maturity Date), then the Lender shall have the right to deliver a written notice declining any further extension (a “Non-Renewal Notice”) at any time prior to thirty (30) calendar days after the Scheduled Maturity Date, and effective upon the delivery of such Non-Renewal Notice, (i) if delivered prior to the applicable Scheduled Maturity Date, then no extension shall occur on the applicable Scheduled Maturity Date and such Scheduled Maturity Date shall constitute the Final Maturity Date, or (ii) if delivered after the applicable Scheduled Maturity Date, the date occurring two Business Days following the date of such Non-Renewal Notice shall constitute the Final Maturity Date. If no Extension Notice or Non-Renewal Notice is delivered, the Scheduled Maturity Date shall be extended by one additional calendar year1995.

Repayment of the Loan. The Borrower shall, until such time as all outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)) shall have been paid in full, repay to the Lender the outstanding unpaid principal balance of the Loan in equal installments instalments of $25,000,000 5,000,000 on each of September 10, 20202021, December 10, 2020 2021 and March 10, 20212022. For avoidance of doubt, except as otherwise as set forth in the immediately succeeding sentence, accrued interest on any such installment shall not become due and payable at such time, and shall instead be payable in accordance with Section 2.06 hereof. Notwithstanding the foregoing, if on any date on which an installment of principal is required to be paid pursuant to the first sentence of this Section 2.05, less than $25,000,000 25,000,0005,000,000 of the principal balance of the Loan remains outstanding and unpaid, the Borrower shall pay the following obligations (if any) in the following order until either the sum paid on such date equals $25,000,000 25,000,0005,000,000 or all outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)) have been paid in full: (A) outstanding unpaid principal of the Loan, (B) accrued and unpaid interest on the Loan and (C) all other outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)). The outstanding unpaid principal balance of the Loan and all accrued and unpaid interest on the Loan shall be due and payable on the Scheduled Maturity Date. If all of the outstanding principal balance of the Loan and accrued interest on the Loan are fully repaid on any date, this Agreement shall terminate as of such date. Any repayment or prepayment of the Loan that is allocated to the principal amount of the Loan shall reduce the Commitment of the Lender on a dollar for dollar basis. On each Scheduled Maturity Date prior to the Final Maturity Date, the Borrower shall provide written notice (an ““ Extension Notice”) to the Lender not less than fifteen (15) Business Days prior to such Scheduled Maturity Date of the upcoming Scheduled Maturity Date, and, subject to lender’s ’ s confirmation of receipt of such notice, such Scheduled Maturity Date shall be extended by one additional calendar year, unless the Lender shall, in its sole and absolute discretion, have delivered written notice declining such Extension Notice not less than ten (10) Business Days prior to such Scheduled Maturity Date. If the Borrower fails to provide such Extension Notice (or fails to provide it not less than fifteen (15) Business Days prior to such Scheduled Maturity Date), then the Lender shall have the right to deliver a written notice declining any further extension (a ““ Non-Renewal Notice”) at any time prior to thirty (30) calendar days after the Scheduled Maturity Date, and effective upon the delivery of such Non-Renewal Notice, (i) if delivered prior to the applicable Scheduled Maturity Date, then no extension shall occur on the applicable Scheduled Maturity Date and such Scheduled Maturity Date shall constitute the Final Maturity Date, or (ii) if delivered after the applicable Scheduled Maturity Date, the date occurring two Business Days following the date of such Non-Renewal Notice shall constitute the Final Maturity Date. If no Extension Notice or Non-Renewal Notice is delivered, the Scheduled Maturity Date shall be extended by one additional calendar year.

Repayment of the Loan. (1) The Borrower shall, until such time as all outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)) shall have been paid in full, repay provisions of this paragraph are subject to the Lender the outstanding unpaid principal balance provisions of the Loan in equal installments of $25,000,000 on each of September 10, 2020, December 10, 2020 and March 10, 2021. For avoidance of doubt, except as otherwise as set forth in the immediately succeeding sentence, accrued interest on any such installment shall not become due and payable at such time, and shall instead be payable in accordance with Section 2.06 hereof. Notwithstanding the foregoing, if on any date on which an installment of principal is required to be paid pursuant to the first sentence of this Section 2.05, less than $25,000,000 of the principal balance of the Loan remains outstanding and unpaid, paragraph 5. (2) Except where the Borrower shall pay has obtained the following obligations FCA or PRA (if anydelete as appropriate) in the following order until either the sum paid on such date equals $25,000,000 or all outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)) have prior written consent and that consent has not been paid in full: (A) outstanding unpaid principal of the Loanwithdrawn, (B) accrued and unpaid interest on the Loan and (C) all other outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)). The outstanding unpaid principal balance of the Loan and all accrued and unpaid interest on the Loan shall be due and payable on the Scheduled Maturity Date. If all of the outstanding principal balance of the Loan and accrued interest on the Loan are fully repaid on any date, this Agreement shall terminate as of such date. Any no repayment or prepayment of the Loan that is allocated shall be made, in whole or in part, earlier than a date: (a) not less than five years from the date on which the Loan was first made; or (b) not less than five years from the date on which the Borrower gave notice in writing to the Lender and the FCA or PRA (delete as appropriate). (3) If default is made for a period of 7 days or more in the payment of any principal amount due in respect of the Loan or for a period of 14 days or more in the payment of any interest due in respect of the Loan the Lender may, in order to enforce payment, at its discretion and after taking such preliminary steps as may be necessary and after notifying the FCA or PRA (delete as appropriate), institute proceedings for the Insolvency of the Borrower [or the Insolvency of all or any Partners**]. If an order is made or an effective resolution is passed for the winding up of the Borrower, the Loan shall reduce become repayable. (4) The Lender may at its discretion, subject to the Commitment provisions which follow, institute proceedings for the Insolvency of the Borrower [or the Insolvency of all or any Partners**] to enforce any obligation, condition or provision binding on the Borrower [or on all or any Partners**+] under this Agreement (other than any obligation for the payment of principal moneys or interest in respect of the Loan) provided that the borrower [or any Partner**] shall not by virtue of the institution of any such proceedings be obliged to pay any sum or sums sooner than the same would otherwise have been payable by it. The Lender may only institute such proceedings to enforce the obligations referred to above if (i) the default is not remedied to the satisfaction of the Lender on within 60 days after notice of such default is not remedied to the satisfaction of the Lender within 60 days after notice of such default has been given to the Borrower by the Lender (with a dollar for dollar basis. On each Scheduled Maturity Date copy to the FCA or PRA (delete as appropriate)) requiring the default to be remedied and (ii) the Lender has taken all preliminary steps required to be taken by it prior to the Final Maturity Date, institution of such proceedings. (5) No remedy against the Borrower [or any Partner**] other than as specifically provided by this paragraph shall provide written notice (an “Extension Notice”) be available to the Lender not less than fifteen (15) Business Days prior to such Scheduled Maturity Date whether for the recovery of the upcoming Scheduled Maturity Date, and, subject to lender’s confirmation amounts owing under this Agreement or in respect of receipt of such notice, such Scheduled Maturity Date shall be extended any breach by one additional calendar year, unless the Lender shall, in its sole and absolute discretion, have delivered written notice declining such Extension Notice not less than ten (10) Business Days prior to such Scheduled Maturity Date. If the Borrower fails to provide such Extension Notice ([or fails to provide it not less than fifteen (15) Business Days prior to such Scheduled Maturity Date), then the Lender shall have the right to deliver a written notice declining any further extension (a “Non-Renewal Notice”) at Partners**] of any time prior to thirty (30) calendar days after the Scheduled Maturity Date, and effective upon the delivery of such Non-Renewal Notice, (i) if delivered prior to the applicable Scheduled Maturity Date, then no extension shall occur on the applicable Scheduled Maturity Date and such Scheduled Maturity Date shall constitute the Final Maturity Date, or (ii) if delivered after the applicable Scheduled Maturity Date, the date occurring two Business Days following the date of such Non-Renewal Notice shall constitute the Final Maturity Date. If no Extension Notice or Non-Renewal Notice is delivered, the Scheduled Maturity Date shall be extended by one additional calendar yearits obligations under this Agreement.