Common use of Usury Savings Clause in Contracts

Usury Savings. Notwithstanding any other provision herein, the aggregate interest rate charged hereunder, including all charges or fees in connection therewith deemed in the nature of interest under applicable law, shall not exceed the Highest Lawful Rate (as such term is defined below). If the rate of interest (determined without regard to the preceding sentence) under this Agreement at any time exceeds the Highest Lawful Rate (as defined below), the outstanding amount of the Loans made hereunder shall bear interest at the Highest Lawful Rate until the total amount of interest due hereunder equals the amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect. In addition, if and when the Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect, then to the extent permitted by law, the Borrower shall pay to the Administrative Agent an amount equal to the difference between the amount of interest paid and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, it is the intention of the Lenders and the Borrower to conform strictly to any applicable usury laws. Accordingly, if any Lender contracts for, charges, or receives any consideration which constitutes interest in excess of the Highest Lawful Rate, then any such excess shall be cancelled automatically and, if previously paid, shall at such Lender’s option be applied to the outstanding amount of the Loans made hereunder or be refunded to the Borrower. As used in this paragraph, the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time or from time to time may be contracted for, charged, or received under the laws applicable to such Lender which are presently in effect or, to the extent allowed by law, under such applicable laws which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allow.

Usury Savings. Notwithstanding any other provision herein, the aggregate interest rate charged hereunder, including all charges or fees in connection therewith deemed in the nature of interest under applicable law, shall not exceed the Highest Lawful Rate (as such term is defined below). If the rate of interest (determined without regard to the preceding sentence) under this Agreement at any time exceeds the Highest Lawful Rate (as defined below), the outstanding amount of the Term Loans made hereunder shall bear interest at the Highest Lawful Rate until the total amount of interest due hereunder equals the amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect. In addition, if and when the Term Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect, then to the extent permitted by law, the Borrower Borrowers shall pay to the Administrative Agent an amount equal to the difference between the amount of interest paid and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, it is the intention of the Lenders and the Borrower Borrowers to conform strictly to any applicable usury laws. Accordingly, if any Lender contracts for, charges, or receives any consideration which constitutes interest in excess of the Highest Lawful Rate, then any such excess shall be cancelled automatically and, if previously paid, shall at such Lender’s option be applied to the outstanding amount of the Term Loans made hereunder or be refunded to the BorrowerBorrowers. As used in this paragraph, the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time or from time to time may be contracted for, charged, or received under the laws applicable to such Lender which are presently in effect or, to the extent allowed by law, under such applicable laws which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allow.

Usury Savings. Notwithstanding any other provision herein, the aggregate interest rate charged hereunder, including all charges or fees in connection therewith deemed in the nature of interest under applicable law, shall not exceed the Highest Lawful Rate (as such term is defined below). If the rate of interest (determined without regard to the preceding sentence) under this Agreement at any time exceeds the Highest Lawful Rate (as defined below), the outstanding amount of the Loans made hereunder shall bear interest at the Highest Lawful Rate until the total amount of interest due hereunder equals the amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect. In addition, if and when the Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect, then to the extent permitted by law, the Borrower Borrowers shall pay to the Administrative Agent an amount equal to the difference between the amount of interest paid and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, it is the intention of the Lenders and the Borrower Borrowers to conform strictly to any applicable usury laws. Accordingly, if any Lender contracts for, charges, or receives any consideration which constitutes interest in excess of the Highest Lawful Rate, then any such excess shall be cancelled automatically and, if previously paid, shall at such Lender’s option be applied to the outstanding amount of the Loans made hereunder or be refunded to the BorrowerBorrowers. As used in this paragraph, the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time or from time to time may be contracted for, charged, or received under the laws applicable to such Lender which are presently in effect or, to the extent allowed by law, under such applicable laws which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allow.

Usury Savings. Notwithstanding All agreements between the Debtor and the Secured Party, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made on the indebtedness or otherwise, shall the amount paid, or agreed to be paid, to the Secured Party for the use, forbearance, or detention of the money to be loaned under this Agreement or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Highest Lawful Rate. If, as a result of any circumstances whatsoever, fulfillment of any provision hereinhereof or of any of such documents, at the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable usury law, then, ipso facto, the aggregate obligation to be fulfilled shall be reduced to the limit of such validity, and if, from any such circumstance, the Secured Party shall ever receive interest rate charged hereunder, including all charges or fees in connection therewith anything which might be deemed in the nature of interest under applicable law which would exceed the Highest Lawful Rate, such amount which would be excessive interest shall be applied to the reduction of the principal amount of the obligations of the Debtor to the Secured Party and not to the payment of interest, or if such excessive interest exceeds the unpaid principal balance of the obligations of Debtor to the Secured Party under any Transaction Document, such excess shall be refunded to Debtor. All sums paid or agreed to be paid to the Secured Party for the use, forbearance, or detention of the indebtedness of Debtor to the Secured Party shall, to the extent permitted by applicable law, be amortized, prorated, allocated, and spread throughout the full term of such indebtedness until payment in full of the principal thereof (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the Highest Lawful Rate (as such term is defined below)Rate. If The terms and provisions of this Section shall control and supersede every other provision of all agreements between Debtor and the rate of interest (determined without regard to the preceding sentence) under this Agreement Secured Party. If, at any time exceeds and from time to time, (i) the amount of interest payable to the Secured Party on any date shall be computed at the Highest Lawful Rate pursuant to this Section and (as defined below), ii) for any subsequent interest computation period the outstanding amount of interest otherwise payable to the Loans made hereunder Secured Party would be less than the Highest Lawful Rate, then the amount of interest payable to the Secured Party, for such subsequent interest computation period shall bear interest continue to be computed at the Highest Lawful Rate until the total amount of interest due hereunder equals payable to the amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect. In additionSecured Party, if and when the Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than shall equal the total amount of interest which would have been due hereunder payable to the Secured Party if the stated rates of interest set forth in this Agreement had at all times been in effect, then to the extent permitted by law, the Borrower shall pay to the Administrative Agent an amount equal to the difference between the total amount of interest paid and the amount of interest which would have had been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, it is the intention of the Lenders and the Borrower computed without giving effect to conform strictly to any applicable usury laws. Accordingly, if any Lender contracts for, charges, or receives any consideration which constitutes interest in excess of the Highest Lawful Rate, then any such excess shall be cancelled automatically and, if previously paid, shall at such Lender’s option be applied to the outstanding amount of the Loans made hereunder or be refunded to the Borrower. As used in this paragraph, the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time or from time to time may be contracted for, charged, or received under the laws applicable to such Lender which are presently in effect or, to the extent allowed by law, under such applicable laws which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allowSection.

Usury Savings. Notwithstanding any other provision herein, the aggregate interest rate charged hereunderwith respect to any of the obligations arising under this Agreement, including all charges or fees in connection therewith deemed in the nature of interest under applicable law, law shall not exceed the Highest Lawful Rate (as such term is defined below)Rate. If the rate of interest (determined without regard to the preceding sentence) under this Agreement at any time exceeds the Highest Lawful Rate (as defined below)Rate, the outstanding amount of the Loans made hereunder shall bear interest at the Highest Lawful Rate until the total amount of interest due hereunder equals the amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect. In addition, if and when the Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect, then to the extent permitted by law, the Borrower Company shall pay to the Administrative Agent an amount equal to the difference between the amount of interest paid and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, it is the intention of the Lenders and the Borrower Company to conform strictly to any applicable usury laws. Accordingly, if any Lender contracts for, charges, or receives any consideration which constitutes interest in excess of the Highest Lawful Rate, then any such excess shall be cancelled automatically and, if previously paid, shall at such Lender’s option be applied to the outstanding amount of the Loans made hereunder or be refunded to the Borrower. As used in this paragraph, the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time or from time to time may be contracted for, charged, or received under the laws applicable to such Lender which are presently in effect or, to the extent allowed by law, under such applicable laws which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allowCompany.

Usury Savings. Notwithstanding any other provision herein, the aggregate interest rate charged hereunderwith respect to any of the obligations under this Agreement, including all charges or fees in connection therewith deemed in the nature of interest under applicable law, law shall not exceed the Highest Lawful Rate (as such term is defined below)Rate. If the rate of interest (determined without regard to the preceding sentence) under this Agreement at any time exceeds the Highest Lawful Rate (as defined below)Rate, the outstanding amount of the Loans made hereunder shall bear interest at the Highest Lawful Rate until the total amount of interest due hereunder equals the amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect. In addition, if and when the Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect, then to the extent permitted by law, the Borrower Company shall pay to the Administrative Agent an amount equal to the difference between the amount of interest paid and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, it is the intention of the Lenders and the Borrower Company to conform strictly to any applicable usury laws. Accordingly, if any Lender contracts for, charges, or receives any consideration which constitutes interest in excess of the Highest Lawful Rate, then any such excess shall be cancelled automatically and, if previously paid, shall at such Lender’s option be applied to the outstanding amount of the Loans made hereunder or be refunded to the Borrower. As used in this paragraph, the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time or from time to time may be contracted for, charged, or received under the laws applicable to such Lender which are presently in effect or, to the extent allowed by law, under such applicable laws which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allowCompany.

Usury Savings. Notwithstanding any other provision herein, the aggregate interest rate charged hereunder, including all charges or fees in connection therewith deemed in the nature of interest under applicable law, shall not exceed the Highest Lawful Rate (as such term is defined below). If the rate of interest (determined without regard to the preceding sentence) under this Agreement at any time exceeds the Highest Lawful Rate (as defined below), the outstanding amount of the Loans made hereunder shall bear interest at the Highest Lawful Rate until the total amount of interest due hereunder equals the amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect. In addition, if and when the Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect, then to the extent permitted by law, the Borrower shall pay to the Administrative Agent an amount equal to the difference between the amount of interest paid and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, it It is the intention of the Lenders and the Borrower parties to conform strictly to comply with any applicable usury laws. Accordingly, if it is agreed that, notwithstanding any Lender contracts forprovision to the contrary herein, chargesin the Master Lease Agreement and any related document, or receives in the Term Loan Note (collectively, the "Operative Documents"), in no event shall any consideration which constitutes Operative Document require the payment or permit the collection of interest in excess of the Highest Lawful Rate, then maximum amount permitted by Applicable Law. If any such excess interest is contracted for, charged or received under any Operative Document, or in the event that all of the principal balance shall be cancelled automatically andprepaid, if previously paidso that under any of such circumstances the amount of interest contracted for, charged or received under any Operative Document shall at exceed the maximum amount of interest permitted by Applicable Law, then in such Lender’s option event (1) the provisions of this Section shall govern and control, (2) neither Aladdin Gaming nor any other person or entity now or hereafter liable for the payment thereof shall be applied obligated to pay the amount of such interest to the outstanding extent that it is in excess of the maximum amount of interest permitted by Applicable Law, (3) any such excess which may have been collected shall be either applied as a credit against the Loans made hereunder then unpaid principal balance or be refunded to Aladdin Gaming, at the Borrower. As used in this paragraphoption of GE Capital, and (4) the term “Highest Lawful Rate” means effective rate of interest automatically shall be reduced to the maximum lawful contract rate allowed under Applicable Law as now or hereafter construed by the courts having jurisdiction thereof. It is further agreed that, without limitation of the foregoing, all calculations of the rate of interest rate, if any, that at any time or from time to time may be contracted for, charged, charged or received under the laws applicable to such Lender any Operative Document which are presently in effect ormade for the purpose of determining whether such rate exceeds the maximum lawful contract rate, shall be made, to the extent permitted by Applicable Law, by amortizing, prorating, allocating and spreading in equal parts during the period of the full stated term of the indebtedness evidenced thereby, all interest at any time contracted for, charged or received from Aladdin Gaming or otherwise by GE Capital in connection with such indebtedness; provided, however, that if any applicable state law is amended or the law of the United States of America preempts any applicable state law, so that it becomes lawful for GE Capital to receive a greater interest per annum rate than is presently allowed under Applicable Law, Aladdin Gaming agrees that, on the effective date of such amendment or preemption, as the case may be, the lawful maximum under the Operative Documents shall be increased to the maximum interest per annum rate allowed by law, under such the amended state law or the law of the United States of America (but not in excess of the applicable laws which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allowcontemplated under the Operative Documents).

Usury Savings. Notwithstanding It is the intention of the parties hereto to comply strictly with applicable usury laws; accordingly, notwithstanding any other provision hereinto the contrary in this Agreement, in no event whatsoever shall this Agreement require the aggregate interest rate charged hereunderpayment or permit the payment, including all charges taking, reserving, receiving, collection or fees in connection therewith deemed in the nature charging of any sums constituting interest under applicable lawlaws which exceed the Maximum Rate. If any such excess interest is called for, contracted for, charged, taken, reserved, or received in connection with this Agreement, or in any communication by Greystone or any other person to Seller or any other person, or in the event all or part of the principal or interest shall be prepaid or accelerated, so that under any of such circumstances or under any other circumstance whatsoever the amount of interest contracted for, charged, taken, reserved, or received on the amount of principal actually outstanding from time to time under this Agreement shall exceed the Maximum Rate, then in any such event it is agreed as follows: (i) the provisions of this Subsection shall govern and control; (ii) neither Seller nor any other person or entity now or hereafter liable for payments under this Agreement shall be obligated to pay the amount of such interest to the extent such interest is in excess of the Maximum Rate; (iii) any such excess which is or has been received notwithstanding this subsection shall be credited against the then unpaid principal balance of the Obligations under this Agreement or, if this Agreement has been or would be paid in full by such credit, refunded to Seller, and (iv) the provisions of this Agreement, and any communication to Seller, shall not exceed immediately be deemed reformed and such excess interest reduced, without the Highest Lawful Rate (necessity of executing any other document, to the maximum lawful rate allowed under applicable laws as such term is defined below)now or hereafter construed by courts having jurisdiction hereof or thereof. If Without limiting the foregoing, all calculations of the rate of interest (determined without regard to contracted for, charged, taken, reserved, or received in connection herewith which are made for the preceding sentence) under this Agreement at any time purpose of determining whether such rate exceeds the Highest Lawful Maximum Rate (as defined below), the outstanding amount of the Loans shall be made hereunder shall bear interest at the Highest Lawful Rate until the total amount of interest due hereunder equals the amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect. In addition, if and when the Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect, then to the extent permitted by lawapplicable law by amortizing, prorating, allocating and spreading during the Borrower shall pay to the Administrative Agent an amount equal to the difference between the amount of interest paid and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, it is the intention period of the Lenders full term of this Agreement (including all prior and the Borrower to conform strictly to any applicable usury laws. Accordinglysubsequent renewals and extensions), if any Lender contracts for, charges, or receives any consideration which constitutes all interest in excess of the Highest Lawful Rate, then any such excess shall be cancelled automatically and, if previously paid, shall at such Lender’s option be applied to the outstanding amount of the Loans made hereunder or be refunded to the Borrower. As used in this paragraph, the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time or from time to time may be contracted for, charged, taken, reserved, or received received. Seller and Greystone agree that Chapter 346 of the Texas Finance Code (which regulates certain revolving loan accounts and revolving tri-party accounts) shall not apply to any revolving loan accounts created under this Agreement or maintained in connection therewith. To the laws extent that Section 303 of the Texas Finance Code, as amended, is applicable to such Lender which are presently in effect orthis Agreement, to the extent allowed by law, under such applicable laws which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than ceiling is the indicated "weekly" ceiling determined in accordance with such Section; provided that, if any applicable laws now allowlaw permits greater interest, the law permitting the greatest interest shall apply.

Usury Savings. Notwithstanding All agreements between Borrower and Lender or its Affiliates, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event, whether by reason of acceleration of the maturity of the Loan or otherwise, shall the amount paid, or agreed to be paid to the Lender or its Affiliates for the use, forbearance, or detention of the money to be loaned under the Loan or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other Loan Document exceed the Maximum Rate, if any is applicable to the Loan under applicable law. If from any circumstances whatsoever fulfillment of any provision hereinhereof or any of such other agreements shall cause the amount paid to so exceed the Maximum Rate, then ipso facto, the aggregate interest rate charged hereunderamount so paid to Lender shall be reduced to the maximum amount permitted under the Maximum Rate, including all charges and if from any such circumstances the Lender shall ever receive interest, or fees in connection therewith an amount which is deemed in the nature of interest under applicable law, shall not exceed the Highest Lawful Rate (as such term is defined below). If the rate of interest (determined without regard to the preceding sentence) under this Agreement at any time which exceeds the Highest Lawful Rate (as defined below)Maximum Rate, the outstanding such amount of the Loans made hereunder shall bear interest at the Highest Lawful Rate until the total amount of interest due hereunder equals the amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect. In addition, if and when the Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect, then to the extent permitted by law, the Borrower be excessive under applicable law shall pay to the Administrative Agent an amount equal to the difference between the amount of interest paid and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, it is the intention of the Lenders and the Borrower to conform strictly to any applicable usury laws. Accordingly, if any Lender contracts for, charges, or receives any consideration which constitutes interest in excess of the Highest Lawful Rate, then any such excess shall be cancelled automatically and, if previously paid, shall at such Lender’s option be applied to the outstanding amount reduction of the Loans made hereunder principal of the Note and not to the payment of interest, or if such excessive interest exceeds the unpaid balance of principal of the Note such excess shall be refunded to the Borrower. As used in this paragraphAll sums paid or agreed to be paid to Lender for the use, forbearance or detention of the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time or from time indebtedness of Borrower to time may be contracted for, charged, or received under the laws applicable to such Lender which are presently in effect orshall, to the extent allowed by lawsuch sums would otherwise exceed the amount permitted under applicable law pursuant to the Maximum Rate, under (i) be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full so that the actual rate of interest on account of such indebtedness does not exceed the applicable laws which may hereafter Maximum Rate, (ii) be in effect characterized as a fee, expense or other charge other than interest subject to the Maximum Rate, and/or (iii) exclude any voluntary prepayments and which allow a higher maximum nonusurious interest rate than applicable laws now allowthe effects thereof. The terms and provisions of this paragraph shall control and supersede every other provision of all agreements between Lender and the Borrower.

Usury Savings. Notwithstanding It is the intention of the parties hereto to ------------- conform strictly to the usury and other laws relating to interest from time to time in force, and all agreements between Borrower and Lender, whether now existing or hereafter arising and whether oral or written, are hereby expressly limited so that in no contingency or event whatsoever, whether by acceleration or maturity or otherwise, shall the amount paid or agreed to be paid to Lender, or collected by Lender for the use, forbearance or detention of the money to be loaned under the Senior Note, this Agreement or otherwise, or for the payment or performance of any covenant or obligation contained herein or in any of the other Loan Documents or in any other provision hereinsecurity agreement given to secure the Loan or in any other document evidencing, securing or pertaining to the aggregate interest rate charged hereunderLoan, including all charges or fees in connection therewith deemed in exceed the nature maximum amount of interest allowable under applicable law, shall not exceed law (the Highest Lawful Rate (as such term is defined below"Maximum ------- Amount"). If under any circumstances whatsoever fulfillment of any provision ------ hereof or any other Loan Document, at the rate time performance of interest (determined without regard such provision shall be due, shall involve transcending the Maximum Amount, then ipso facto, the obligation to be fulfilled shall be reduced to the preceding sentence) under this Agreement at any time exceeds Maximum Amount. For the Highest Lawful Rate (as defined below), purposes of calculating the outstanding amount of the Loans made hereunder shall bear interest at the Highest Lawful Rate until the total actual amount of interest due hereunder equals paid and or payable, in respect of laws pertaining to usury or such other laws, all sums paid or agreed to be paid to the amount holder of interest which would have been due hereunder if the stated rates Senior Note for the use, forbearance or detention of interest set forth in this Agreement had at all times been in effect. In additionthe Loan shall, if and when the Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect, then to the extent permitted by applicable law, be amortized, allocated and spread from the Borrower date of disbursement of the proceeds of the Loan until payment in full of the Loan, so that the actual rate of interest on account of the Loan is uniform throughout the term hereof. If under any circumstances Lender shall pay ever receive an amount deemed interest by applicable law, which would exceed the Maximum Amount, such amount that would be excessive interest under applicable usury laws shall be deemed a payment in reduction of the principal amount owing under the Senior Note and shall be so applied to principal and not to the Administrative Agent an amount equal payment of interest, or if such excessive interest exceeds the outstanding principal balance of the Loan, such excessive interest shall be deemed to the difference between the amount of interest paid and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, it is the intention of the Lenders a payment made by mistake and the Borrower to conform strictly to any applicable usury laws. Accordingly, if any Lender contracts for, charges, or receives any consideration which constitutes interest in excess of the Highest Lawful Rate, then any such excess shall be cancelled automatically and, if previously paid, shall at such Lender’s option be applied to the outstanding amount of the Loans made hereunder or be refunded to the Borrower or to any other person making such payment on Borrower. As used in this paragraph, the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time or from time to time may be contracted for, charged, or received under the laws applicable to such Lender which are presently in effect or, to the extent allowed by law, under such applicable laws which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allow's behalf.

Usury Savings. Notwithstanding It is the intent of Lender and Borrower in the execution of this Agreement and all other instruments now or hereafter securing the Note and this Agreement to contract in strict compliance with applicable usury law. In furtherance thereof, Lender and Borrower stipulate and agree that none of the terms and provisions contained in this Agreement, or in any other provision hereininstrument executed in connection herewith, shall ever be construed to create a contract to pay for the aggregate use, forbearance or detention of money, interest at a rate in excess of the maximum interest rate permitted to be charged hereunderby applicable law; that neither Borrower nor any guarantors, including all charges endorsers or fees other parties now or hereafter becoming liable for payment of the Loan shall ever be obligated or required to pay interest on the Loan at a rate in connection therewith deemed in excess of the nature of maximum interest that may be lawfully charged under applicable law, ; and that the provisions of this Section 2.2.6 shall not exceed control over all other provisions of the Highest Lawful Rate (as such term Loan and any other instruments now or hereafter executed in connection herewith which may be in apparent conflict herewith. Lender expressly disavows any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of the Loan is defined below)accelerated. If the rate maturity of interest (determined without regard the Loan shall be accelerated for any reason or if the principal of the Loan is paid prior to the preceding sentence) under this Agreement at any time end of the term of the Loan, and as a result thereof the interest received for the actual period of existence of the Loan exceeds the Highest Lawful Rate (as defined below)applicable maximum lawful rate, the outstanding amount of the Loans made hereunder shall bear interest Lender shall, at the Highest Lawful Rate until the total amount of interest due hereunder equals its option, either refund to Borrower the amount of such excess or credit the amount of such excess against the principal balance of the Loan then outstanding and thereby shall render inapplicable any and all penalties of any kind provided by applicable law as a result of such excess interest. In the event that Lender shall contract for, charge or receive any amount or amounts and/or any other thing of value which are determined to constitute interest which would have been due hereunder if increase the stated rates effective interest rate on the Loan to a rate in excess of interest set forth in this Agreement had at all times been in effect. In addition, if and when the Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect, then that permitted to the extent permitted be charged by applicable law, the Borrower shall pay to the Administrative Agent an amount equal to the difference between the amount of interest paid and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, it is the intention of the Lenders and the Borrower to conform strictly to any applicable usury laws. Accordingly, if any Lender contracts for, charges, or receives any consideration which constitutes interest in excess of the Highest Lawful Ratelawful rate shall, upon such determination, at the option of Lender, be either immediately returned to Borrower or credited against the principal balance of the Loan then outstanding, in which event any and all penalties of any kind under applicable law as a result of such excess interest shall be cancelled automatically and, if previously paid, shall at such Lender’s option be applied to the outstanding amount inapplicable. By execution of the Loans made hereunder or Loan Borrower acknowledges that it believes the Loan to be refunded to the Borrower. As used in this paragraphnon-usurious and agrees that if, the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time time, Borrower should have reason to believe that the Loan is in fact usurious, it will give Lender notice of such condition and Borrower agrees that said holder shall have ninety (90) days in which to make appropriate refund or from time other adjustment in order to time may be contracted for, charged, or received under the laws applicable to correct such Lender which are presently condition if in effect or, to the extent allowed by law, under fact such applicable laws which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allowexists.

Usury Savings. Notwithstanding It is the intent of Mortgagee and Mortgagors in the execution of the Loan Agreement and the other Loan Documents and any other provision hereinwritten or oral agreement by Mortgagors in favor of Mortgagee to contract in strict compliance with applicable usury Laws. In furtherance thereof, Mortgagee and Mortgagors stipulate and agree that none of the aggregate terms and provisions contained in the Loan Agreement and the other Loan Documents, or in any other written or oral agreement by Mortgagors, any other Borrower or any other party to any of the other Loan Documents in favor of Mortgagee, shall ever be construed to create a contract to pay for the use, forbearance or detention of money, or interest at a rate in excess of the maximum interest rate permitted to be charged hereunderby applicable Laws; that neither Mortgagors nor any guarantors, including endorsers or other Persons now or hereafter becoming liable for payment of the Obligations are agreeing to pay at a rate in excess of the maximum interest that may be lawfully charged under applicable Laws; and that the provisions of this subsection shall control over all other provisions of the Loan Agreement and the other Loan Documents or any other oral or written agreements which may be in apparent conflict herewith. Mortgagee expressly disavows any intention to charge or collect excessive unearned interest or finance charges or fees in connection therewith deemed in the nature event the maturity of interest under applicable law, shall not exceed the Highest Lawful Rate (as such term is defined below)Loan or the remaining Obligations are accelerated. If the rate maturity of interest (determined without regard the Loan or the remaining Obligations shall be accelerated for any reason or if the principal of the Loan or the remaining Obligations are paid prior to the preceding sentence) under this Agreement at any time end of the term of the Loan or the Obligations, as applicable, and as a result thereof the interest received for the actual period of existence of the Loan or the Obligations, as applicable, exceeds the Highest Lawful Rate (as defined below)applicable maximum lawful rate, the outstanding amount of the Loans made hereunder shall bear interest Mortgagee shall, at the Highest Lawful Rate until the total amount of interest due hereunder equals Mortgagee’s option, either refund to Borrowers the amount of such excess or credit the amount of such excess against the principal balance of the Obligations then outstanding and thereby shall render inapplicable any and all penalties of any kind provided by applicable Laws as a result of such excess interest. If Mortgagee shall contract for, charge or receive any amount or amounts and/or any other thing of value which are determined to constitute interest which would have been due hereunder if increase the stated rates effective interest rate on the Loan or the Obligations to a rate in excess of interest set forth in this Agreement had at all times been in effect. In additionthat permitted to be charged by applicable Laws, if and when the Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect, then to the extent permitted by law, the Borrower shall pay to the Administrative Agent an amount equal to the difference between the amount of interest paid and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, it is the intention of the Lenders and the Borrower to conform strictly to any applicable usury laws. Accordingly, if any Lender contracts for, charges, or receives any consideration which constitutes interest in excess of the Highest Lawful Ratelawful rate shall, upon such determination, at the option of Mortgagee, be either immediately returned to Borrowers or credited against the Obligations then outstanding, in which event any and all penalties of any kind under applicable Laws as a result of such excess interest shall be cancelled automatically and, if previously paid, shall at such Lender’s option be applied to the outstanding amount of the Loans made hereunder or be refunded to the Borrower. As used in this paragraph, the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time or from time to time may be contracted for, charged, or received under the laws applicable to such Lender which are presently in effect or, to the extent allowed by law, under such applicable laws which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allowinapplicable.

Usury Savings. Notwithstanding It is the intent of Lender and Borrower in the execution of this Agreement and all other instruments now or hereafter securing the Note and this Agreement to contract in strict compliance with applicable usury law. In furtherance thereof, Lender and Borrower stipulate and agree that none of the terms and provisions contained in this Agreement, or in any other provision hereininstrument executed in connection herewith, shall ever be construed to create a contract to pay for the aggregate use, forbearance or detention of money, interest at a rate in excess of the maximum interest rate permitted to be charged hereunderby applicable law; that neither Borrower nor any guarantors, including all charges endorsers or fees other parties now or hereafter becoming liable for payment of the Loan shall ever be obligated or required to pay interest on the Loan at a rate in connection therewith deemed in excess of the nature of maximum interest that may be lawfully charged under applicable law, ; and that the provisions of this Section 2.2.6 shall not exceed control over all other provisions of the Highest Lawful Rate (as such term Loan and any other instruments now or hereafter executed in connection herewith which may be in apparent conflict herewith. Lender expressly disavows any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of the Loan is defined below)accelerated. If the rate maturity of interest (determined without regard the Loan shall be accelerated for any reason or if the principal of the Loan is paid prior to the preceding sentence) under this Agreement at any time end of the term of the Loan, and as a result thereof the interest received for the actual period of existence of the Loan exceeds the Highest Lawful Rate (as defined below)applicable maximum lawful rate, the outstanding amount of the Loans made hereunder shall bear interest Lender shall, at the Highest Lawful Rate until the total amount of interest due hereunder equals its option, either refund to Borrower the amount of such excess or credit the amount of such excess against the principal balance of the Loan then outstanding and thereby shall render inapplicable any and all penalties of any kind provided by applicable law as a result of such excess interest. In the event that Lender shall contract for, charge or receive any amount or amounts and/or any other thing of value which are determined to constitute interest which would have been due hereunder if increase the stated rates effective interest rate on the Loan to a rate in excess of interest set forth in this Agreement had at all times been in effect. In addition, if and when the Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect, then that permitted to the extent permitted be charged by applicable law, the Borrower shall pay to the Administrative Agent an amount equal to the difference between the amount of interest paid and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, it is the intention of the Lenders and the Borrower to conform strictly to any applicable usury laws. Accordingly, if any Lender contracts for, charges, or receives any consideration which constitutes interest in excess of the Highest Lawful Ratelawful rate shall, upon such determination, at the option of Lender, be either immediately returned to Borrower or credited against the principal balance of the Loan then outstanding, in which event any and all penalties of any kind under applicable law as a result of such excess interest shall be cancelled automatically andinapplicable. By execution of the Loan Borrower acknowledges that it believes the Loan to be non-usurious and agrees that if, at any time, Borrower should have reason to believe that the Loan is in fact usurious, it will give Lender notice of such condition and Borrower agrees that said holder shall have ninety (90) days in which to make appropriate refund or other adjustment in order to correct such condition if previously paidin fact such exists. strict compliance with applicable usury law. In furtherance thereof, Lender and Borrower stipulate and agree that none of the terms and provisions contained in this Agreement, or in any other instrument executed in connection herewith, shall ever be construed to create a contract to pay for the use, forbearance or detention of money, interest at such Lender’s option a rate in excess of the maximum interest rate permitted to be applied charged by applicable law; that neither Borrower nor any guarantors, endorsers or other parties now or hereafter becoming liable for payment of the Loan shall ever be obligated or required to pay interest on the Loan at a rate in excess of the maximum interest that may be lawfully charged under applicable law; and that the provisions of this Section shall control over all other provisions of the Loan and any other instruments now or hereafter executed in connection herewith which may be in apparent conflict herewith. Lender expressly disavows any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of the Loan is accelerated. If the maturity of the Loan shall be accelerated for any reason or if the principal of the Loan is paid prior to the outstanding end of the term of the Loan, and as a result thereof the interest received for the actual period of existence of the Loan exceeds the applicable maximum lawful rate, Lender shall, at its option, either refund to Borrower the amount of such excess or credit the Loans made hereunder amount of such excess against the principal balance of the Loan then outstanding and thereby shall render inapplicable any and all penalties of any kind provided by applicable law as a result of such excess interest. In the event that Lender shall contract for, charge or receive any amount or amounts and/or any other thing of value which are determined to constitute interest which would increase the effective interest rate on the Loan to a rate in excess of that permitted to be refunded charged by applicable law, an amount equal to interest in excess of the Borrowerlawful rate shall, upon such determination, at the option of Lender, be either immediately returned to Borrower or credited against the principal balance of the Loan then outstanding, in which event any and all penalties of any kind under applicable law as a result of such excess interest shall be inapplicable. As used in this paragraphBy execution of the Loan Borrower acknowledges that it believes the Loan to be non-usurious and agrees that if, the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time time, Borrower should have reason to believe that the Loan is in fact usurious, it will give Lender notice of such condition and Borrower agrees that said holder shall have ninety (90) days in which to make appropriate refund or from time other adjustment in order to time may be contracted for, charged, or received under the laws applicable to correct such Lender which are presently condition if in effect or, to the extent allowed by law, under fact such applicable laws which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allowexists.

Usury Savings. Notwithstanding This Agreement and the other Loan Documents are subject to the express condition that in no event shall the interest contracted for, charged, taken, reserved or received with respect to this Agreement or the Loan or any other provision herein, the aggregate interest rate charged hereunder, including all charges or fees in connection therewith deemed in the nature obligations of interest under applicable law, shall not exceed the Highest Lawful Rate (as such term is defined below). If the rate of interest (determined without regard to the preceding sentence) Borrower under this Agreement or any of the other Loan Documents exceed the Maximum Legal Rate. Notwithstanding anything to the contrary set forth herein or in any of the other Loan Documents, if at any time exceeds the Highest Lawful Rate (as defined below), the outstanding amount of the Loans made hereunder shall bear interest at the Highest Lawful Rate until the total rate or amount of interest due hereunder equals payable, charged, taken, reserved, or received under this Agreement or any of the other Loan Documents (the “Stated Rate”) would exceed the Maximum Legal Rate, then for so long as the Maximum Legal Rate would be so exceeded, the rate or amount of interest which would have been due hereunder payable shall be equal to the Maximum Legal Rate; provided, however, that if at any time thereafter the stated rates of interest set forth in this Agreement had at all times been in effect. In addition, if and when the Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for above) Stated Rate is less than the total amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effectMaximum Legal Rate, then Borrower shall, to the extent permitted by law, continue to pay interest at the Borrower shall pay to Maximum Legal Rate until such time as the Administrative Agent an amount total interest received is equal to the difference between the amount of interest paid and the amount of total interest which would have been paid if received had the Highest Lawful Stated Rate been (but for the operation of this provision) the interest rate or amount payable. Thereafter, the interest rate or amount payable 54151.4 12 shall be the Stated Rate unless and until the Stated Rate again would exceed the Maximum Legal Rate, in which event this provision shall again apply. In no event shall the total interest paid, charged, taken, reserved or received by Lender exceed the maximum rate or amount which it could lawfully have charged, taken, reserved, or received had the interest been calculated, spread or amortized for the full term hereof at all times been in effectthe Maximum Legal Rate. Notwithstanding If, notwithstanding the foregoingprior sentence, it is the intention Lender has received interest under this Agreement or under any of the Lenders and the Borrower to conform strictly to any applicable usury laws. Accordingly, if any Lender contracts for, charges, other Loan Documents at a rate or receives any consideration which constitutes interest amount in excess of the Highest Lawful Maximum Legal Rate, then any such excess rate or amount shall be cancelled automatically and, if previously paid, shall at such Lender’s option be applied to the outstanding amount reduction of the Loans made hereunder principal balance of the Loan or to other amounts (other than interest) payable hereunder, and if no such principal or other amounts are then outstanding, such excess or part thereof remaining shall be refunded paid to Borrower. In computing interest payable with reference to the Borrower. As used in this paragraph, the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time or from time to time may be contracted for, charged, or received under the laws Maximum Legal Rate applicable to Lender, such Lender which are presently in effect or, interest shall be calculated at a daily rate equal to the extent allowed Maximum Legal Rate divided by law, under the number of days in the year in which such applicable laws which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allowcalculation is made.

Usury Savings. Notwithstanding anything herein to the contrary, if at any other provision hereintime the applicable interest rate, the aggregate interest rate charged hereunder, including together with all fees and charges or fees in connection therewith deemed in the nature of that are treated as interest under applicable lawlaw (collectively, the “Charges”), as provided for herein or in any other document executed in connection herewith, or otherwise contracted for, charged, received, taken or reserved by the Holder, shall not exceed the Highest Lawful Rate (as such term is defined below). If the rate of interest (determined without regard to the preceding sentence) under this Agreement at any time exceeds the Highest Lawful Rate (as defined below), the outstanding amount of the Loans made hereunder shall bear interest at the Highest Lawful Rate until the total amount of interest due hereunder equals the amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect. In addition, if and when the Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect, then to the extent permitted by law, the Borrower shall pay to the Administrative Agent an amount equal to the difference between the amount of interest paid and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, it is the intention of the Lenders and the Borrower to conform strictly to any applicable usury laws. Accordingly, if any Lender contracts for, charges, or receives any consideration which constitutes interest in excess of the Highest Lawful Rate, then any such excess shall be cancelled automatically and, if previously paid, shall at such Lender’s option be applied to the outstanding amount of the Loans made hereunder or be refunded to the Borrower. As used in this paragraph, the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, rate (the “Maximum Rate”) that at any time or from time to time may be contracted for, charged, taken, received or received under reserved by the laws Holder in accordance with applicable law, the rate of interest payable hereunder, together with all Charges payable to such Lender holder, shall be limited to the Maximum Rate. In the event that the Holder ever receive any amount as a result of interest and other Charges paid in excess of the Maximum Rate, such amount which are presently would be excessive interest shall be applied to the reduction of the principal sum hereof, and if the principal sum is paid in full, any remaining excess shall forthwith be paid to the Company. CONSOLIDATED COMMUNICATIONS HOLDINGS, INC. By: Name: Title: The undersigned Holder, hereby * to (herein called the “Assignee”), ** interest of the undersigned in this Note, with the effect and subject to the provisions set forth in this Note, such assignment to be effected by delivery of this Note to the Company with this assignment properly completed in accordance with the terms and conditions of this Note, such transfer or assignment to become effective on, and not to be effective for any purpose until, the Company has acknowledged such transfer or assignment and executed and delivered a new Note to the [(partial)] Assignee registered in the name of the [(partial)] Assignee [(and, in the case of a partial assignment, a new Note to the undersigned Holder)]. Dated: Fill in for registration of new Note: Please print address and telecopy number of Assignee (including zip code) The undersigned, [insert name of assignee], hereby agrees to execute any documents reasonably requested by the Company or the Holder (if there is only one Holder) or the Required Holders, as the case may be, to effect the foregoing. Signature of Assignee * Insert, as appropriate, the words “transfers,” “assigns,” or followed by a description of the obligation, “pledges as security for.” ** Insert, as appropriate, the words “(100%) the entire” or, preceded by a percentage less than 100% in parentheses, “a partial.” Notice of the foregoing assignment is hereby acknowledged and approved. By: Name: Dated: Title: [FORM OF OPTION OF HOLDER TO ELECT PURCHASE PURSUANT TO SECTION 4.01 – CHANGE OF CONTROL] [C]: The undersigned Holder hereby elects to have the Company repurchase [all / $[ ]] of this Note pursuant to Section 4.01 of this Note. Dated: THE SECURITIES REPRESENTED BY THIS INSTRUMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE TRANSFERRED, SOLD OR OTHERWISE DISPOSED OF EXCEPT WHILE A REGISTRATION STATEMENT RELATING THERETO IS IN EFFECT UNDER SUCH ACT AND APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER SUCH ACT OR SUCH LAWS. [ ], 2020 FOR VALUE RECEIVED, the undersigned, Consolidated Communications Holdings, Inc., a Delaware corporation (together with its successors and assigns, the “Company”), hereby certifies that Searchlight III CVL, L.P. (the “Investor”) or its registered assign is entitled, upon exercise, to a cash payment equal to the extent allowed Fair Market Value of the Contingent Payment Right Share Number of shares of Common Stock (the “Cash Payment”); provided, that (x) upon a Cashless Conversion other than a Business Combination Cashless Conversion, the Contingent Payment Right (or a portion thereof, as applicable) shall be automatically converted into the Contingent Payment Right Share Number of duly authorized, validly issued, fully paid and non-assessable shares of Common Stock and (y) upon a Business Combination Cashless Conversion, the Contingent Payment Right (or a portion thereof, as applicable) shall be converted at the option of the Holder in accordance with Section 4(b) hereof. This Contingent Payment Right is issued pursuant to that certain Investment Agreement, dated as of September 13, 2020, by law, under such applicable laws which may hereafter be and between the Company and the Investor (the “Investment Agreement”). Capitalized terms used in effect this Contingent Payment Right and which allow a higher maximum nonusurious interest rate than applicable laws now allownot otherwise defined herein shall have the respective meanings specified in Section 7 hereof.

Usury Savings. Notwithstanding It is the intent of Xxxxxx and Borrower in the execution of this Note and all other instruments now or hereafter securing this Note to contract in strict compliance with applicable usury law. In furtherance thereof, Lender and Borrower stipulate and agree that none of the terms and provisions contained in this Note, or in any other provision herein, the aggregate interest rate charged hereunder, including all charges or fees instrument executed in connection therewith deemed herewith, shall ever be construed to create a contract to pay for the use, forbearance or detention of money, interest at a rate in excess of the nature Maximum Rate; neither Borrower nor any guarantors, endorsers or other parties now or hereafter becoming liable for payment of this Note shall ever be obligated or required to pay interest on this Note at a rate in excess of the Maximum Rate that may be lawfully charged under applicable law, and the provisions of this Section shall not exceed control over all other provisions of this Note and any other instruments now or hereafter executed in connection herewith which may be in apparent conflict herewith. Lender expressly disavows any intention to charge or collect excessive unearned interest or finance charges in the Highest Lawful Rate (as such term event the maturity of this Note is defined below)accelerated. If the rate maturity of interest (determined without regard this Note shall be accelerated for any reason or if the principal of this Note is paid prior to the preceding sentence) under this Agreement at any time exceeds the Highest Lawful Rate (as defined below), the outstanding amount end of the Loans made hereunder shall bear term of this Note, and as a result thereof the interest at received for the Highest Lawful Rate until actual period of existence of the total amount of interest due hereunder equals Loan exceeds the amount of interest which that would have been due hereunder if accrued at the stated rates Maximum Rate, Lender shall, at its option, either refund to Borrower the amount of interest set forth in this Agreement had at such excess or credit the amount of such excess against the Principal Amount and thereby shall render inapplicable any and all times been in effectpenalties of any kind provided by applicable law as a result of such excess interest. In additionthe event that Lender shall contract for, if and when the Loans made hereunder charge or receive any amounts and/or any other thing of value which are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of determined to constitute interest which would have been due hereunder if increase the stated rates effective interest rate on this Note to a rate in excess of interest set forth in this Agreement had at all times been in effect, then that permitted to the extent permitted be charged by applicable law, the Borrower shall pay all such sums determined to the Administrative Agent an amount equal to the difference between the amount of interest paid and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, it is the intention of the Lenders and the Borrower to conform strictly to any applicable usury laws. Accordingly, if any Lender contracts for, charges, or receives any consideration which constitutes constitute interest in excess of the Highest Lawful Rateamount of interest at the lawful rate shall, then upon such determination, at the option of Lender, be either immediately returned to Borrower or credited against the Principal Amount, in which event any and all penalties of any kind under applicable law as a result of such excess interest shall be cancelled automatically andinapplicable. By execution of this Note Xxxxxxxx acknowledges that it believes the Loan to be non-usurious and agrees that if, at any time, Xxxxxxxx should have reason to believe that the Loan is in fact usurious, it will give Lender notice of such condition and Borrower agrees that Lender shall have 90 days in which to make appropriate refund or other adjustment in order to correct such condition if previously paid, shall at in fact such Lender’s option be applied to the outstanding amount of the Loans made hereunder or be refunded to the Borrowerexists. As The term “applicable law” as used in this paragraphNote shall mean the laws of the State of Texas or the laws of the United States, whichever laws allow the term “Highest Lawful Rate” means the maximum lawful interest rategreater rate of interest, if any, that at any time as such laws now exist or from time to time may be contracted for, charged, changed or received under amended or come into effect in the laws applicable to such Lender which are presently in effect or, to the extent allowed by law, under such applicable laws which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allowfuture.

Usury Savings. Notwithstanding any other provision herein, the aggregate interest rate charged hereunder, including all charges or fees in connection therewith deemed in the nature of interest under applicable law, shall not exceed the Highest Lawful Rate (as such term is defined below). a) If the rate of interest (determined without regard to the preceding sentence) under this Agreement at any time exceeds the Highest Lawful Rate (as defined below)Rate, the outstanding amount of the Loans loans made hereunder shall bear interest at the Highest Lawful Rate until the total amount of interest due hereunder equals the amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect. In addition, if and when the Loans loans made hereunder are repaid in full full, the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect, then to the extent permitted by law, the Borrower shall pay to the Administrative Agent Bank an amount equal to the difference between (i) the amount lesser of interest paid and (A) the amount of interest which would have been paid charged if the Highest Lawful Rate had at all times been in effect. effect and (B) the amount of interest which would have accrued if the stated rates of interest set forth in this Agreement had at all times been in effect and (ii) the amount of interest actually paid and accrued under this Agreement on the Note. (b) Notwithstanding the foregoing, it is the intention of the Lenders Bank and the Borrower to conform strictly to any applicable usury laws. Accordingly, if any Lender the Bank contracts for, charges, or receives any consideration which constitutes interest in excess of the Highest Lawful Rate, then any such excess shall be cancelled canceled automatically and, if previously paid, shall at such Lender’s the Bank's option be applied to the outstanding amount of the Loans loans made hereunder or be refunded to the Borrower. As used in this paragraph, the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time or from time to time may be contracted for, charged, or received under the laws applicable to such Lender which are presently in effect or, to the extent allowed by law, under such applicable laws which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allow.

Usury Savings. Notwithstanding any other provision hereinIt is the intention of Maker and Lender to conform strictly to all applicable usury laws. It is therefore agreed that (i) in the event that the maturity hereof is accelerated by reason of an election by Lender, or if the same is prepaid prior to maturity, all unearned interest, if any, shall be canceled automatically or, if theretofore paid, shall be credited on the unpaid principal amount of this Note with the excess, if any, refunded to Maker, (ii) the aggregate of all interest rate charged hereunder, including all and other consideration and charges or fees in connection therewith deemed in the nature of constituting interest under applicable lawlaw and contracted for, chargeable or receivable under this Note or otherwise in connection with the transaction for which this Note is given shall not never exceed the Highest Lawful Rate (as such term is defined below). If the Rate, nor produce a rate of interest (determined without regard to the preceding sentence) under this Agreement at any time exceeds the Highest Lawful Rate (as defined below), the outstanding amount of the Loans made hereunder shall bear interest at the Highest Lawful Rate until the total amount of interest due hereunder equals the amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect. In addition, if and when the Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect, then to the extent permitted by law, the Borrower shall pay to the Administrative Agent an amount equal to the difference between the amount of interest paid and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, it is the intention of the Lenders and the Borrower to conform strictly to any applicable usury laws. Accordingly, if any Lender contracts for, charges, or receives any consideration which constitutes interest in excess of the Highest Lawful RateRate that Lender may charge Maker under applicable law and in regard to which Maker may not successfully assert the claim or defense of usury, then and (iii) if any such excess interest above the Highest Lawful Rate is provided for, it shall be cancelled automatically and, if previously paid, deemed a mistake and the same shall at such Lender’s option be applied to credited on the outstanding unpaid principal amount of this Note with the Loans made hereunder or be refunded to the Borrower. As used in this paragraph, the term “Highest Lawful Rate” means the maximum lawful interest rateexcess thereof, if any, being refunded to Maker and this Note shall be automatically deemed reformed so as to permit only the collection of the Highest Lawful Rate and amount of interest allowed by applicable law. All sums paid or agreed to be paid to the holder or holders of this Note for the use, forbearance or detention of the indebtedness evidenced hereby shall, to the full extent permitted by applicable law, be amortized, prorated, allocated and spread through the fullest term of this Note. Lender and Maker further agree that at any time or insofar as the provisions of Article 1.04, Subtitle 1, Title 79, of the Revised Xxxxx Xxxxxxxx xx Xxxxx, 0000, xx amended, are applicable to the determination of the Highest Lawful Rate with respect to this Note, the indicated rate ceiling computed from time to time may be contracted forpursuant to Section (a) of such Article shall apply to this Note; provided, chargedhowever, or received under the laws applicable to such Lender which are presently in effect or, that to the extent allowed permitted by lawsuch Article, under Lender may from time to time by notice from Lender to Maker revise the election of such applicable laws which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allowceiling as such ceiling affects the then current or future balances of the indebtedness outstanding under this Note. The provisions of Chapter 15 of Subtitle 3 of the said Title 79 do not apply to this Note.

Usury Savings. Notwithstanding any other provision herein, the aggregate interest rate charged hereunder, including all charges or fees in connection therewith deemed in the nature of interest under applicable law, shall not exceed the Highest Lawful Rate (as such term is defined below). If the rate of interest (determined without regard to the preceding sentence) under this Agreement at any time exceeds the Highest Lawful Rate (as defined below), the outstanding amount of the Loans made hereunder shall bear interest at the Highest Lawful Rate until the total amount of interest due hereunder equals the amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect. In addition, if and when the Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect, then to the extent permitted by law, the Borrower shall pay to the Administrative Agent an amount equal to the difference between the amount of interest paid and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, it It is the intention of the Lenders and the Borrower parties hereto to conform strictly to any applicable usury laws. Accordingly, if the transactions contemplated hereby would be usurious under any Lender contracts such applicable law, then, and in that event, notwithstanding anything to the contrary in this Instrument, the Notes, the Indentures, the other Relevant Documents, and any other instrument or agreement entered into in connection therewith, whether now existing or hereafter arising and whether written or oral, it is agreed as follows: (a) the aggregate of all interest and any other charges constituting interest or adjudicated as constituting interest and that is contracted for, charged or received under the Notes, the New Bonding Facility Agreement, or any other Relevant Document, or under any of the aforesaid instruments or agreements or otherwise in connection with the Notes, the New Bonding Facility Agreement, or any other Relevant Document (whether designated as interest, fees, late charges, payments or receives otherwise) shall under no circumstances exceed the maximum amount of interest permitted by any consideration which constitutes interest in excess of the Highest Lawful Rate, then applicable usury law and any such excess shall be cancelled automatically and, if previously theretofore paid, shall at be credited on the Notes, the New Banking Facility Agreement and all the other obligations under the other Relevant Documents by Beneficiary in accordance with the Intercreditor Agreement (or, if the Notes, the New Banking Facility Agreement and all other obligations under the Relevant Document have been paid in full, refunded by the Secured Creditors to Trustor); and (b) in the event that the maturity of the Secured Obligations is accelerated by reason of an Enforcement Event, then such Lender’s option consideration that constitutes interest may never include more than the maximum rate of interest permitted by any such applicable law computed from the dates of each advance of the loan proceeds outstanding until payment. If from any circumstance Beneficiary shall ever receive interest or any other charges constituting interest or adjudicated as constituting interest, the amount, if any, which would exceed the maximum rate of interest permitted by applicable usury law shall be applied to the outstanding reduction of the principal amount owing on the Notes, the New Bonding Facility Agreement and under the other Relevant Documents or on account of any other principal indebtedness Trustor and the Issuer under the Relevant Documents, and not to the payment of interest; or if such excessive interest exceeds the unpaid balance of the principal and such other indebtedness, the amount of such excessive interest that exceeds the Loans made hereunder or unpaid principal and such other indebtedness shall be refunded to Trustor by the BorrowerSecured Creditors. As used in this paragraphAll sums paid or agreed to be paid to Beneficiary for the use, forbearance or detention of the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time or from time to time may be contracted for, charged, or received under the laws applicable to such Lender which are presently in effect orindebtedness evidenced hereby shall, to the extent allowed permitted by lawapplicable law and the Intercreditor Agreement, under be amortized, prorated, allocated and spread throughout the full term of such indebtedness so that the rate or amount of interest on account of any such indebtedness does not exceed the applicable laws which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allowusury ceiling.

Usury Savings. Notwithstanding (a) This Agreement and the other Loan Documents are subject to the express condition that at no time shall Borrower be required to pay interest on the principal balance of the Loan at a rate which could subject Lender to either civil or criminal liability as a result of being in excess of the Maximum Legal Rate. If by the terms of this Agreement or the other Loan Documents, Borrower is at any other provision hereintime required or obligated to pay interest on the principal balance due hereunder at a rate in excess of the Maximum Legal Rate, the aggregate Applicable Interest Rate or the Default Rate, as the case may be, shall be deemed to be immediately reduced to the Maximum Legal Rate and all previous payments in excess of the Maximum Legal Rate shall be deemed to have been payments in reduction of principal and not on account of the interest rate charged due hereunder. All sums paid or agreed to be paid to Lender for the use, including all charges forbearance, or fees in connection therewith deemed in detention of the nature of interest sums due under the Loan, shall, to the extent permitted by applicable law, shall be amortized, prorated, allocated, and spread throughout the full stated term of the Loan until payment in full so that the rate or amount of interest on account of the Loan does not exceed the Highest Lawful Maximum Legal Rate from time to time in effect and applicable to the Loan for so long as the Loan is outstanding. (b) Notwithstanding the provisions of Section 11.3 of this Agreement or the provisions of Section 2.2.4(a) above, to the extent that this Agreement is interpreted under the laws of the State of Texas with respect to the maximum amount of interest or fees payable hereunder, the following provisions of this Section 2.2.4(b) shall apply. The term "interest" shall mean interest as such term is defined below). If by the rate of interest (determined without regard to the preceding sentence) under this Agreement at any time exceeds the Highest Lawful Rate (as defined below), the outstanding amount applicable usury laws of the Loans made hereunder shall bear interest at the Highest Lawful Rate until the total amount State of interest due hereunder equals the amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effectTexas. In additionFurthermore, if and when the Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for above) it is less than the total amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect, then to the extent permitted by law, the Borrower shall pay to the Administrative Agent an amount equal to the difference between the amount of interest paid and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, hereby agreed that it is the intention of the Lenders and parties hereto to comply with the Borrower usury laws of the State of Texas; accordingly, notwithstanding any provisions to conform strictly to the contrary in this Agreement, the other Loan Documents or in any applicable usury laws. Accordinglyother documents or instruments securing the payment of the Loan or otherwise related thereto, if any Lender contracts for, charges, in no event shall this Agreement or receives any consideration which constitutes such documents require the payment or permit the collection of interest in excess of the Highest Lawful Ratemaximum amount permitted by such laws. If when considered independently of this paragraph, then any such excess shall be cancelled automatically and, if previously paid, shall at such Lender’s option be applied to the outstanding amount of the Loans made hereunder or be refunded to the Borrower. As used in this paragraph, the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time or from time to time may would be contracted for, charged, reserved or received under this Agreement, the other Loan Documents or under the terms of any of other documents or instruments securing payment of the Loan or otherwise relating thereto, or in the event the maturity of the indebtedness evidenced by the Note is accelerated in whole or in part, or in the event that all or part of the principal or interest of the Note shall be pre-paid, so that under any such circumstances the amount of interest contracted for, charged, reserved or received pursuant to this Agreement or under any of the instruments securing payment hereof or otherwise relating hereto, on the amount of principal actually outstanding from time to time under this Agreement would exceed the maximum amount of interest permitted by the applicable usury laws of the State of Texas, then in any such event (i) the provisions of this paragraph shall govern and control, (ii) neither the Borrower nor any other person or entity now or hereafter liable for the payment hereof, shall be obligated to pay the amount of such interest to the extent that it is in excess of the maximum amount of interest permitted by the applicable usury laws of the State of Texas, (iii) any such excess which may have been collected shall be either applied as a credit against the then unpaid principal amount hereof or refunded to the Borrower, at the holder's option, and (iv) the effective rate of interest shall be automatically reduced to the maximum lawful contract rate allowed under the applicable usury laws of the State of Texas as now or hereafter construed by the courts having jurisdiction thereof. It is further agreed that without limitation of the foregoing, all calculations of the rate of interest contracted for, charged, reserved or received under this Agreement or under such Lender other documents, which are presently in effect ormade for the purpose of determining whether such rate exceeds such maximum lawful contract rate, shall be made, to the extent allowed extend permitted by lawthe laws of the State of Texas, under such applicable laws which may hereafter be by amortizing, prorating, allocating, and spreading in effect and which allow a higher maximum nonusurious equal parts during the period of the full stated term of the Loan, all interest rate than applicable laws now allowat any time contracted for, charged, reserved or received from the undersigned or otherwise by the holder or holders hereof in connection with the Loan.

Usury Savings. Notwithstanding It is the intention of the parties hereto to conform strictly to the usury and other laws relating to interest from time to time in force, and all agreements between Borrower and Lender, whether now existing or hereafter arising and whether oral or written, are hereby expressly limited so that in no contingency or event whatsoever, whether by acceleration or maturity or otherwise, shall the amount paid or agreed to be paid to Lender, or collected by Lender for the use, forbearance or detention of the money to be loaned under the Notes, this Agreement or otherwise, or for the payment or performance of any covenant or obligation contained herein or in any of the other provision hereinLoan Documents, exceed the aggregate interest rate charged hereunder, including all charges or fees in connection therewith deemed in the nature maximum amount of interest allowable under applicable law, shall not exceed law (the Highest Lawful Rate (as such term is defined below"Maximum Amount"). If under any circumstances whatsoever fulfillment of any provision hereof or any other Loan Document, at the rate time performance of interest (determined without regard such provision shall be due, shall involve transcending the Maximum Amount, then ipso facto, the obligation to be fulfilled shall be reduced to the preceding sentence) under this Agreement at any time exceeds Maximum Amount. For the Highest Lawful Rate (as defined below), purposes of calculating the outstanding amount of the Loans made hereunder shall bear interest at the Highest Lawful Rate until the total actual amount of interest due hereunder equals paid or agreed to be paid to the amount holder of interest which would have been due hereunder if the stated rates Notes for the use, forbearance or detention of interest set forth in this Agreement had at all times been in effect. In additionthe Loan shall, if and when the Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect, then to the extent permitted by applicable law, be amortized, allocated and spread from the Borrower date of disbursement of the proceeds of the Loan until payment in full of the Loan, so that the actual rate of interest on account of the Loan is uniform throughout the term hereof. If under any circumstances Lender shall pay ever receive an amount deemed interest by applicable law, which would exceed the Maximum Amount, such amount that would be excessive interest under applicable usury laws shall be deemed a payment in reduction of the principal amount owing under the Notes and shall be so applied to principal and not to the Administrative Agent an amount equal payment of interest, or if such excessive interest exceeds the outstanding principal balance of the Loan, such excessive interest shall be deemed to the difference between the amount of interest paid and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, it is the intention of the Lenders a payment made by mistake and the Borrower to conform strictly to any applicable usury laws. Accordingly, if any Lender contracts for, charges, or receives any consideration which constitutes interest in excess of the Highest Lawful Rate, then any such excess shall be cancelled automatically and, if previously paid, shall at such Lender’s option be applied to the outstanding amount of the Loans made hereunder or be refunded to the Borrower or to any other person making such payment on Borrower. As used in this paragraph, the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time or from time to time may be contracted for, charged, or received under the laws applicable to such Lender which are presently in effect or, to the extent allowed by law, under such applicable laws which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allow's behalf.

Usury Savings. Notwithstanding It is the intention of the parties hereto to conform strictly to the usury and other laws relating to interest from time to time in force, and all agreements between Borrower and Lender, whether now existing or hereafter arising and whether oral or written, are hereby expressly limited so that in no contingency or event whatsoever, whether by acceleration or maturity or otherwise, shall the amount paid or agreed to be paid to Lender, or collected by Lender for the use, forbearance or detention of the money to be loaned under the Senior Note, this Agreement or otherwise, or for the payment or performance of any covenant or obligation contained herein or in any of the other Loan Documents or in any other provision hereinsecurity agreement given to secure the Loan or in any other document evidencing, securing or pertaining to the aggregate interest rate charged hereunderLoan, including all charges or fees in connection therewith deemed in exceed the nature maximum amount of interest allowable under applicable law, shall not exceed law (the Highest Lawful Rate (as such term is defined below"MAXIMUM AMOUNT"). If under any circumstances whatsoever fulfillment of any provision hereof or any other Loan Document, at the rate time performance of interest (determined without regard such provision shall be due, shall involve transcending the Maximum Amount, then IPSO FACTO, the obligation to be fulfilled shall be reduced to the preceding sentence) under this Agreement at any time exceeds Maximum Amount. For the Highest Lawful Rate (as defined below), purposes of calculating the outstanding amount of the Loans made hereunder shall bear interest at the Highest Lawful Rate until the total actual amount of interest due hereunder equals paid and or payable, in respect of laws pertaining to usury or such other laws, all sums paid or agreed to be paid to the amount holder of interest which would have been due hereunder if the stated rates Senior Note for the use, forbearance or detention of interest set forth in this Agreement had at all times been in effect. In additionthe Loan shall, if and when the Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect, then to the extent permitted by applicable law, be amortized, allocated and spread from the Borrower date of disbursement of the proceeds of the Loan until payment in full of the Loan, so that the actual rate of interest on account of the Loan is uniform throughout the term hereof. If under any circumstances Lender shall pay ever receive an amount deemed interest by applicable law, which would exceed the Maximum Amount, such amount that would be excessive interest under applicable usury laws shall be deemed a payment in reduction of the principal amount owing under the Senior Note and shall be so applied to principal and not to the Administrative Agent an amount equal payment of interest, or if such excessive interest exceeds the outstanding principal balance of the Loan, such excessive interest shall be deemed to the difference between the amount of interest paid and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, it is the intention of the Lenders a payment made by mistake and the Borrower to conform strictly to any applicable usury laws. Accordingly, if any Lender contracts for, charges, or receives any consideration which constitutes interest in excess of the Highest Lawful Rate, then any such excess shall be cancelled automatically and, if previously paid, shall at such Lender’s option be applied to the outstanding amount of the Loans made hereunder or be refunded to the Borrower or to any other person making such payment on Borrower. As used in this paragraph, the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time or from time to time may be contracted for, charged, or received under the laws applicable to such Lender which are presently in effect or, to the extent allowed by law, under such applicable laws which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allow's behalf.

Usury Savings. Notwithstanding It is the intent of Xxxxxx and Borrower in the execution of this Note and all other instruments now or hereafter securing this Note to contract in strict compliance with applicable usury law. In furtherance thereof, Lender and Borrower stipulate and agree that none of the terms and provisions contained in this Note, or in any other provision herein, the aggregate interest rate charged hereunder, including all charges or fees instrument executed in connection therewith deemed herewith, shall ever be construed to create a contract to pay for the use, forbearance or detention of money, interest at a rate in excess of the nature Maximum Rate; neither Borrower nor any guarantors, endorsers or other parties now or hereafter becoming liable for payment of this Note shall ever be obligated or required to pay interest on this Note at a rate in excess of the Maximum Rate that may be lawfully charged under applicable law, and the provisions of this Section shall not exceed control over all other provisions of this Note and any other instruments now or hereafter executed in connection herewith which may be in apparent conflict herewith. Lender expressly disavows any intention to charge or collect excessive unearned interest or finance charges in the Highest Lawful Rate (as such term event the maturity of this Note is defined below)accelerated. If the rate maturity of interest (determined without regard this Note shall be accelerated for any reason or if the principal of this Note is paid prior to the preceding sentence) under this Agreement at any time exceeds the Highest Lawful Rate (as defined below), the outstanding amount end of the Loans made hereunder shall bear term of this Note, and as a result thereof the interest at received for the Highest Lawful Rate until actual period of existence of the total amount of interest due hereunder equals Loan exceeds the amount of interest which that would have been due hereunder if accrued at the stated rates Maximum Rate, Lender shall, at its option, either refund to Borrower the amount of interest set forth in this Agreement had at such excess or credit the amount of such excess against the Principal Amount and thereby shall render inapplicable any and all times been in effectpenalties of any kind provided by applicable law as a result of such excess interest. In additionthe event that Lender shall contract for, if and when the Loans made hereunder charge or receive any amounts and/or any other thing of value which are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of determined to constitute interest which would have been due hereunder if increase the stated rates effective interest rate on this Note to a rate in excess of interest set forth in this Agreement had at all times been in effect, then that permitted to the extent permitted be charged by applicable law, the Borrower shall pay all such sums determined to the Administrative Agent an amount equal to the difference between the amount of interest paid and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, it is the intention of the Lenders and the Borrower to conform strictly to any applicable usury laws. Accordingly, if any Lender contracts for, charges, or receives any consideration which constitutes constitute interest in excess of the Highest Lawful Rateamount of interest at the lawful rate shall, then upon such determination, at the option of Lender, be either immediately returned to Borrower or credited against the Principal Amount, in which event any and all penalties of any kind under applicable law as a result of such excess interest shall be cancelled automatically andinapplicable. By execution of this Note Borrower acknowledges that it believes the Loan to be non-usurious and agrees that if, if previously paid, shall at such Lender’s option be applied to the outstanding amount of the Loans made hereunder or be refunded to the Borrower. As used in this paragraph, the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time or from time time, Xxxxxxxx should have reason to time may be contracted forbelieve that the Loan is in fact usurious, charged, or received under the laws applicable to such Lender which are presently in effect or, to the extent allowed by law, under such applicable laws which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allow.it will give Xxxxxx

Usury Savings. Notwithstanding anything herein to the contrary, if at any other provision hereintime the applicable interest rate, the aggregate interest rate charged hereunder, including together with all fees and charges or fees in connection therewith deemed in the nature of that are treated as interest under applicable lawlaw (collectively, the “Charges”), as provided for herein or in any other document executed in connection herewith, or otherwise contracted for, charged, received, taken or reserved by the Holder, shall not exceed the Highest Lawful Rate (as such term is defined below). If the rate of interest (determined without regard to the preceding sentence) under this Agreement at any time exceeds the Highest Lawful Rate (as defined below), the outstanding amount of the Loans made hereunder shall bear interest at the Highest Lawful Rate until the total amount of interest due hereunder equals the amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect. In addition, if and when the Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect, then to the extent permitted by law, the Borrower shall pay to the Administrative Agent an amount equal to the difference between the amount of interest paid and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, it is the intention of the Lenders and the Borrower to conform strictly to any applicable usury laws. Accordingly, if any Lender contracts for, charges, or receives any consideration which constitutes interest in excess of the Highest Lawful Rate, then any such excess shall be cancelled automatically and, if previously paid, shall at such Lender’s option be applied to the outstanding amount of the Loans made hereunder or be refunded to the Borrower. As used in this paragraph, the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, rate (the “Maximum Rate”) that at any time or from time to time may be contracted for, charged, taken, received or received under reserved by the laws Holder in accordance with applicable law, the rate of interest payable hereunder, together with all Charges payable to such Lender holder, shall be limited to the Maximum Rate. In the event that the Holder ever receive any amount as a result of interest and other Charges paid in excess of the Maximum Rate, such amount which are presently would be excessive interest shall be applied to the reduction of the principal sum hereof, and if the principal sum is paid in full, any remaining excess shall forthwith be paid to the Company. CONSOLIDATED COMMUNICATIONS HOLDINGS, INC. Name: Title: The undersigned Holder, hereby * to (herein called the “Assignee”), ** interest of the undersigned in this Note, with the effect and subject to the provisions set forth in this Note, such assignment to be effected by delivery of this Note to the Company with this assignment properly completed in accordance with the terms and conditions of this Note, such transfer or assignment to become effective on, and not to be effective for any purpose until, the Company has acknowledged such transfer or assignment and executed and delivered a new Note to the [(partial)] Assignee registered in the name of the [(partial)] Assignee [(and, in the case of a partial assignment, a new Note to the undersigned Holder)]. Dated: Fill in for registration of new Note: Please print address and telecopy number of Assignee (including zip code) The undersigned, [insert name of assignee], hereby agrees to execute any documents reasonably requested by the Company or the Holder (if there is only one Holder) or the Required Holders, as the case may be, to effect the foregoing. Signature of Assignee * Insert, as appropriate, the words “transfers,” “assigns,” or followed by a description of the obligation, “pledges as security for.” ** Insert, as appropriate, the words “(100%) the entire” or, preceded by a percentage less than 100% in parentheses, “a partial.” Notice of the foregoing assignment is hereby acknowledged and approved. Dated: Title: [FORM OF OPTION OF HOLDER TO ELECT PURCHASE PURSUANT TO SECTION 4.01 – CHANGE OF CONTROL] [C]: The undersigned Holder hereby elects to have the Company repurchase [all / $[ ]] of this Note pursuant to Section 4.01 of this Note. Dated: THE SECURITIES REPRESENTED BY THIS INSTRUMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE TRANSFERRED, SOLD OR OTHERWISE DISPOSED OF EXCEPT WHILE A REGISTRATION STATEMENT RELATING THERETO IS IN EFFECT UNDER SUCH ACT AND APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER SUCH ACT OR SUCH LAWS. FOR VALUE RECEIVED, the undersigned, Consolidated Communications Holdings, Inc., a Delaware corporation (together with its successors and assigns, the “Company”), hereby certifies that Searchlight III CVL, L.P. (the “Investor”) or its registered assign is entitled, upon exercise, to a cash payment equal to the extent allowed Fair Market Value of the Contingent Payment Right Share Number of shares of Common Stock (the “Cash Payment”); provided, that (x) upon a Cashless Conversion other than a Business Combination Cashless Conversion, the Contingent Payment Right (or a portion thereof, as applicable) shall be automatically converted into the Contingent Payment Right Share Number of duly authorized, validly issued, fully paid and non-assessable shares of Common Stock and (y) upon a Business Combination Cashless Conversion, the Contingent Payment Right (or a portion thereof, as applicable) shall be converted at the option of the Holder in accordance with Section 4(b) hereof. This Contingent Payment Right is issued pursuant to that certain Investment Agreement, dated as of September 13, 2020, by law, under such applicable laws which may hereafter be and between the Company and the Investor (the “Investment Agreement”). Capitalized terms used in effect this Contingent Payment Right and which allow a higher maximum nonusurious interest rate than applicable laws now allownot otherwise defined herein shall have the respective meanings specified in Section 7 hereof.

Usury Savings. Notwithstanding any other provision herein, It is expressly stipulated and agreed to be the aggregate intent of Borrower and Lender at all times to comply with applicable law governing the Maximum Legal Rate or amount of interest rate charged hereunder, including all charges payable on or fees in connection therewith deemed in with the nature Note, this Agreement and the Loan (or applicable United States federal law to the extent that it permits Lender to contract for, charge, take, reserve or receive a greater amount of interest than under applicable law, shall not exceed law of the Highest Lawful Rate (as such term state in which the Property is defined belowlocated). If the applicable law is ever judicially interpreted so as to render usurious any amount called for under the Note, this Agreement, the Security Instrument or any other Loan Document, or contracted for, charged, taken, reserved or received with respect to the Loan, or if acceleration of the maturity of the Note or if any prepayment by the undersigned results in the undersigned having paid any interest in excess of that permitted by law, then it is Borrower’s and the Lender’s express intent that all excess amounts theretofore collected by Lender be credited on the principal balance of the Note (or, if the Note has been or would thereby be paid in full, refunded to the undersigned), and the provisions of the Note, this Agreement, the Security Instrument and the other Loan Documents immediately be deemed reformed and the amounts thereafter collectible hereunder and thereunder reduced, without the necessity of the execution of any new documents, so as to comply with applicable law, but so as to permit the recovery of the fullest amount otherwise called for hereunder and thereunder. The right to accelerate maturity of the Note does not include the right to accelerate any interest which has not otherwise accrued on the date of such acceleration, and Lender does not intend to collect any unearned interest in the event of acceleration. All sums paid or agreed to be paid to Lender for the use, forbearance or detention of the indebtedness evidence by the Note, this Agreement and the other Loan Documents shall, to the extent permitted by applicable law be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full so that the rate or amount of interest (determined on account of such indebtedness does not exceed the Maximum Legal Rate. Notwithstanding any provisions contained in the Note, this Agreement, the Security Instrument or in any of the other Loan Documents that permit the compounding of interest, including, without regard limitation, any provision by which any accrued interest is added to the preceding sentence) under this Agreement at any time exceeds the Highest Lawful Rate (as defined below), the outstanding principal amount of the Loans made hereunder shall bear interest at the Highest Lawful Rate until Note, the total amount of interest due hereunder equals that Borrower is obligated to pay and Lender is entitled to receive with respect to the Note, this Agreement and the other Loan Documents shall not exceed the amount calculated on a simple (i.e., noncompounded) interest basis at the Maximum Legal Rate on principal amounts actually advanced to or for the account of interest which would have been due hereunder if the stated rates of interest set forth in Borrower, including all current and prior advances and any advances made pursuant to this Agreement had at all times been in effect. In addition, if and when the Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect, then to the extent permitted by lawAgreement, the Borrower shall pay to Security Instrument or other Loan Documents (such as for the Administrative Agent an amount equal to the difference between the amount payment of interest paid taxes, insurance premiums, repairs and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, it is the intention of the Lenders and the Borrower to conform strictly to any applicable usury laws. Accordingly, if any Lender contracts for, charges, other expenses or receives any consideration which constitutes interest in excess of the Highest Lawful Rate, then any such excess shall be cancelled automatically and, if previously paid, shall at such Lender’s option be applied to the outstanding amount of the Loans made hereunder or be refunded to the Borrower. As used in this paragraph, the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time or from time to time may be contracted for, charged, or received under the laws applicable to such Lender which are presently in effect or, to the extent allowed by law, under such applicable laws which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allowcosts).

Usury Savings. Notwithstanding any other provision herein, the aggregate interest rate charged hereunder, including all charges or fees in connection therewith deemed in the nature of interest under applicable law, shall not exceed the Highest Lawful Rate (as such term is defined below). If the rate of interest (determined without regard to the preceding sentence) under this Agreement at any time exceeds the Highest Lawful Rate (as defined below), the outstanding amount of the Loans made hereunder shall bear interest at the Highest Lawful Rate until the total amount of interest due hereunder equals the amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect. In addition, if and when the Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect, then to the extent permitted by law, the Borrower shall pay to the Administrative Agent an amount equal to the difference between the amount of interest paid and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, it It is the intention of the Lenders Borrowers and the Borrower Lender to conform strictly to any applicable usury laws. Accordingly, if the transactions contemplated hereby would be usurious under applicable law, then, in that event, notwithstanding anything to the contrary herein or in any Lender contracts foragreement entered into in connection with or as security for this Note, charges, or receives any it is agreed as follows: (i) the aggregate of all consideration which constitutes interest in excess under applicable law that is taken, reserved, contracted for, charged or received under this Note or under any of the Highest Lawful Rateother Loan Documents or otherwise in connection with this Note shall under no circumstances exceed the maximum amount of nonusurious interest allowed by applicable law, then and any such excess shall be cancelled automatically and, if previously paid, shall at such Lender’s option be applied to credited on this Note by the outstanding amount of the Loans made hereunder or be refunded to the Borrower. As used in this paragraph, the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time or from time to time may be contracted for, charged, or received under the laws applicable to such Lender which are presently in effect holder hereof (or, to the extent that this Note shall have been or would thereby be paid in full, then it shall be applied to any other indebtedness of Borrower to Lender, or to the extent all other indebtedness has been or would thereby be paid in full, refunded to Borrower); and (ii) in the event that maturity of this Note is accelerated by reason of an election by the holder hereof resulting from any default hereunder or otherwise, or in the event of any required or permitted prepayment, then such consideration that constitutes interest may never include more than the maximum amount of nonusurious interest allowed by applicable law, under and excess interest, if any, provided for in this Note or otherwise shall be canceled automatically as of the date of such applicable laws which may hereafter acceleration or prepayment and, if theretofore prepaid, shall be credited on this Note (or, to the extent that this Note shall have been or would thereby be paid in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allowfull, then it shall be applied to any other indebtedness of Borrower to Lender, or to the extent all other indebtedness has been or would thereby be paid in full, refunded to Borrower).

Usury Savings. Notwithstanding any other provision herein, the aggregate interest rate charged hereunder, including all charges or fees in connection therewith deemed in the nature of interest under applicable law, shall not exceed the Highest Lawful Rate (as such term is defined below). If the rate of interest (determined without regard to the preceding sentence) under this Agreement at any time exceeds the Highest Lawful Rate (as defined below), the outstanding amount of the Loans made hereunder shall bear interest at the Highest Lawful Rate until the total amount of interest due hereunder equals the amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect. In addition, if and when the Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect, then to the extent permitted by law, the Borrower shall pay to the Administrative Agent an amount equal to the difference between the amount of interest paid and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, it It is the intention of the Lenders Borrower and the Borrower Lender to conform strictly to any applicable usury laws. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the laws of the State of Texas and the laws of the United States of America), then, in that event, notwithstanding anything to the contrary in any Lender contracts foragreement entered into in connection with or as security for this Note, charges, or receives any it is agreed as follows: (i) the aggregate of all consideration which constitutes interest under applicable law that is taken, reserved, contracted for, charged or received under this Agreement or under any other agreements or otherwise in connection with this Agreement shall under no circumstances exceed the Maximum Lawful Rate, and any excess shall be applied on this Agreement by the holder thereof to reduce the principal amount owing hereunder in the inverse order of its maturity and not to the payment of interest (or, if this Agreement shall have been paid in full, refunded to the Borrower); and (ii) in the event that maturity of this Agreement is accelerated by reason of an election by the holder thereof resulting from any default hereunder or otherwise, or in the event of any required or permitted prepayment, then such consideration that constitutes interest may never exceed the Maximum Lawful Rate, and excess interest, if any, provided for in this Agreement or otherwise shall be canceled automatically as of the date of such acceleration or prepayment and, if theretofore prepaid, shall be credited on this Agreement to reduce the principal in the inverse order of its maturity and not to the payment of interest (or if this Agreement shall have been paid in full, refunded to the Borrower). All interest paid or agreed to be paid to Lender shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full loan period (including any renewal or extension hereof) so that interest thereon for such full period shall not exceed the Maximum Lawful Rate. If from any possible construction of any document interest would otherwise be payable in excess of the Highest Maximum Lawful Rate, then such document is automatically reformed and the interest payable is automatically reduced to the Maximum Lawful Rate without the necessity of execution of any amendment or new document. By its execution below Borrower confirms to Lender that it is not aware that this Agreement or the loan transaction is or may be usurious in any respect. To induce Lender to make the loan evidenced by this Agreement, Borrower agrees with and covenants to Lender that if at any time Borrower believes or discovers that any term or provision of this Agreement (or any other document in connection with this Agreement) or any action taken by Lender in connection with this Agreement (or any other document in connection with this Agreement) is or may be in violation of the usury laws or any other applicable law, Borrower will immediately give written notice to Lender specifying with particularity the nature and extent of any such excess shall be cancelled automatically and, if previously paid, shall at such Lender’s option be applied to the outstanding amount potential violation of the Loans made hereunder usury laws or be refunded any other applicable law, and afford to Lender a reasonable period (of not less than 60 days) within which to cure same. Borrower agrees with and covenants to Lender that in no instance will Borrower make any claim, bring any suit, prosecute or otherwise assert any cause of action, proceeding, claim, counterclaim, or defense in respect of any violation of the Borrower. As used usury laws or any other applicable law, unless, as a condition precedent thereto, Borrower has given to Lender such notice and afforded to Lender such opportunity to cure as provided in this paragraph, the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time or from time to time may be contracted for, charged, or received under the laws applicable to such Lender which are presently in effect or, to the extent allowed by law, under such applicable laws which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allow.

Usury Savings. Notwithstanding any other provision herein, the aggregate interest rate charged hereunder, including all charges or fees in connection therewith deemed in the nature of interest under applicable law, shall not exceed the Highest Lawful Rate (as such term is defined below). If the rate of interest (determined without regard to the preceding sentence) under this Agreement at any time exceeds the Highest Lawful Rate (as defined below), the outstanding amount of the Loans made hereunder shall bear interest at the Highest Lawful Rate until the total amount of interest due hereunder equals the amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect. In addition, if and when the Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect, then to the extent permitted by law, the Borrower Borrowers shall pay to the Administrative Agent an amount equal to the difference between the amount of interest paid and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, it is the intention of the Lenders and the Borrower Borrowers to conform strictly to any applicable usury laws. Accordingly, if any Lender contracts for, charges, or receives any consideration which constitutes interest in excess of the Highest Lawful Rate, then any such excess shall be cancelled automatically and, if previously paid, shall at such Lender’s option be applied to the outstanding amount of the Loans made hereunder or be refunded to the Borrower. As used in this paragraph, the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time or from time to time may be contracted for, charged, or received under the laws applicable to such Lender which are presently in effect or, to the extent allowed by law, under such applicable laws which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allow.159

Usury Savings. Notwithstanding It is the intent of Lender and New Borrower in the execution of this Agreement and of the all Loan Documents to contract in strict compliance with applicable usury law. In furtherance thereof, Lender and New Borrower stipulate and agree that none of the terms and provisions contained in this Agreement or in any other provision hereinLoan Document shall ever be construed to create a contract to pay for the use, forbearance or detention of money, interest at a rate in excess of the aggregate maximum interest rate permitted under applicable law (hereinafter the "Maximum Rate"); neither New Borrower nor any guarantors or other parties now or hereafter becoming liable for payment of the Note or any obligations under the Loan Documents shall ever be obligated or required to pay interest on the Note at a rate in excess of the Maximum Rate that may be lawfully charged hereunder, including all charges or fees in connection therewith deemed in the nature of interest under applicable law, and the provisions of this paragraph shall not exceed control over all other provisions of the Highest Lawful Rate (as such term Loan Documents which may be in apparent conflict herewith. Lender expressly disavows any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of the Note is defined below)accelerated. If the rate maturity of interest (determined without regard the Note shall be accelerated for any reason or if the principal of the Note is paid prior to the preceding sentence) under this Agreement at any time exceeds Maturity Date, and as a result thereof the Highest Lawful Rate (as defined below), interest received for the outstanding amount actual period of existence of the Loans made hereunder shall bear interest at the Highest Lawful Rate until the total amount of interest due hereunder equals Loan exceeds the amount of interest which that would have been due hereunder if accrued at the stated rates Maximum Rate, the Lender shall, at its option, either refund to New Borrower the amount of interest set forth in this Agreement had at such excess or credit the amount of such excess against the principal outstanding under the Loan Documents and thereby shall render inapplicable any and all times been in effectpenalties of any kind provided by applicable law as a result of such excess interest. In additionthe event that Lender shall contract for, if and when the Loans made hereunder charge or receive any amounts and/or any other thing of value which are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of determined to constitute interest which would have been due hereunder if increase the stated rates effective interest rate on the Note to a rate in excess of the Maximum Rate, all such sums determined to constitute interest set forth in this Agreement had excess of the Maximum Rate shall, upon such determination, at the option of the Lender, be either immediately returned to New Borrower or credited against the principal outstanding under the Loan Documents, in which event any and all times been in effectpenalties of any kind under applicable law as a result of such excess interest shall be inapplicable. In addition to the foregoing, then all interest paid or agreed to be paid by New Borrower to Lender under the Loan Documents shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of the Loan until payment in full of the principal (including the period of any renewal or extension hereof) so that the interest for such full period shall not exceed the maximum amount permitted by applicable law. By execution of this Agreement, New Borrower shall pay acknowledges that it believes the Loan to be non-usurious and agrees that if, at any time, New Borrower should have reason to believe that the Administrative Agent an amount equal to the difference between the amount of interest paid and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been Loan is in effect. Notwithstanding the foregoingfact usurious, it is will give the intention Lender notice of such condition and New Borrower agrees that the Lenders and the Borrower Lender shall have sixty (60) days in which to conform strictly make appropriate refund or other adjustment in order to any applicable usury laws. Accordingly, correct such condition if any Lender contracts for, charges, or receives any consideration which constitutes interest in excess of the Highest Lawful Rate, then any fact such excess shall be cancelled automatically and, if previously paid, shall at such Lender’s option be applied to the outstanding amount of the Loans made hereunder or be refunded to the Borrower. As used in this paragraph, the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time or from time to time may be contracted for, charged, or received under the laws applicable to such Lender which are presently in effect or, to the extent allowed by law, under such applicable laws which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allowexists.

Usury Savings. Notwithstanding any other provision herein, the aggregate interest rate charged hereunder, including all charges or fees in connection therewith deemed in the nature of interest under applicable law, shall not exceed the Highest Lawful Rate (as such term is defined below). If the rate of interest (determined without regard to the preceding sentence) under this Agreement at any time exceeds the Highest Lawful Rate (as defined below), the outstanding amount of the Loans made hereunder shall bear interest at the Highest Lawful Rate until the total amount of interest due hereunder equals the amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect. In addition, if and when the Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect, then to the extent permitted by law, the Borrower Borrowers shall pay to the Administrative Agent an amount equal to the difference between the amount of interest paid and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, it is the intention of the Lenders and the Borrower Borrowers to conform strictly to any applicable usury laws. Accordingly, if any Lender contracts for, charges, or receives any consideration which constitutes interest in excess of the Highest Lawful Rate, then any such excess shall be cancelled automatically and, if previously paid, shall at such Lender’s option be applied to the outstanding amount of the Loans made hereunder or be refunded to the Borrower. As used in this paragraph, the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time or from time to time may be contracted for, charged, or received under the laws applicable to such Lender which are presently in effect or, to the extent allowed by law, under such applicable laws which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allow.160 AMERICAS 94977503

Usury Savings. Notwithstanding The parties hereto intend that the transactions covered hereby are true sales hereof according to the provisions of Article 5069-1.14, of the Texas Revised Civil Statutes (as more fully described in Section 14.16 hereof) and that none of the Obligations under this Agreement or the other Purchase Documents will constitute loans or credit sales or interest on principal of a loan or credit sale as determined under applicable laws; provided, however, if this Agreement or any of the other provision hereinPurchase Documents are deemed to require the payment or permit the payment, the aggregate interest rate charged hereundertaking, including all charges reserving, receiving, collection, or fees in connection therewith deemed in the nature charging of any sums constituting interest under applicable lawlaws, the following provisions of this Section will apply: (a) It is the intention of the parties hereto to comply strictly with applicable usury laws; accordingly, notwithstanding any provision to the contrary in this Agreement or any of the other Purchase Documents, in no event whatsoever shall not this Agreement or any of the other Purchase Documents require the payment or permit the payment, taking, reserving, receiving, collection or charging of any sums constituting interest under applicable laws which exceed the Highest Lawful Rate (as maximum amount permitted by such term is defined below)laws. If any such excess interest is called for, contracted for, charged, taken, reserved, or received in connection with this Agreement or any of the rate other Purchase Documents, or in any communication by KBK or any other person to Seller or any other person, or in the event all or part of the principal or interest hereof shall be prepaid or accelerated, so that under any of such circumstances or under any other circumstance whatsoever the amount of interest (determined without regard contracted for, charged, taken, reserved, or received on the amount of principal actually outstanding from time to the preceding sentence) time under this Agreement or any of the other Purchase Documents shall exceed the maximum amount of interest permitted by applicable usury laws, then in any such event it is agreed as follows: (i) the provisions of this Section shall govern and control, (ii) neither Seller nor any other person or entity now or hereafter liable for payments under this Agreement or any of the other Purchase Documents shall be obligated to pay the amount of such (b) If at any time the rate at which any interest is payable on any Obligation hereunder exceeds the Highest Lawful Rate (as defined below)Maximum Rate, the amount outstanding amount of the Loans made hereunder shall bear interest at the Highest Lawful Maximum Rate only, but shall continue to bear interest at the Maximum Rate until such time as the total amount of interest due accrued hereunder equals the amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect. In addition, if and when the Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for abovebut does not exceed) is less than the total amount of interest which would have accrued hereunder had there been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect, then to the extent permitted by law, the Borrower shall pay to the Administrative Agent an amount equal to the difference between the amount of interest paid no Maximum Rate applicable hereto. (c) Seller and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effectKBK agree that Tex. Notwithstanding the foregoing, it is the intention of the Lenders and the Borrower to conform strictly to any applicable usury laws. Accordingly, if any Lender contracts for, charges, or receives any consideration which constitutes interest in excess of the Highest Lawful Rate, then any such excess shall be cancelled automatically and, if previously paid, shall at such Lender’s option be applied to the outstanding amount of the Loans made hereunder or be refunded to the Borrower. As used in this paragraph, the term “Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time or from time to time may be contracted for, charged, or received under the laws applicable to such Lender which are presently in effect or, to the extent allowed by law, under such applicable laws which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allowRev. Civ.