Common use of Advances Clause in Contracts

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9.

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), the Fund hereby does: 7.6.1 acknowledge that the Fund shall have no right or title to any Investments purchased with such Advance save a right to receive such Investments upon: (a) the debit of the Principal or Agency Account; or, (b) if such debit would produce an overdraft in such account, other reimbursement of the associated Advance; 7.6.2 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstandingall Investments; and, 7.6.2 7.6.3 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such all Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign the security interest and any other rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series any Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets financial assets credited to Securities Accounts securities accounts under Articles 8 and 9 of the UCCUniform Commercial Code (1997). Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary securities intermediary under such Articles 8 and 9.

Advances. IfA. The Company, for any reason in the conduct without requiring a preliminary determination of its safekeeping duties pursuant to Section 5 hereof indemnification, shall advance all reasonable Expenses incurred by or its administration on behalf of the Fund's assets pursuant to Section 6 hereofIndemnitee in connection with any Proceeding in which Indemnitee may be involved including as a party, a witness or otherwise, by reason of Indemnitee’s Corporate Status, within twenty (20) days after the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit receipt by the Company of a statement from the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed Indemnitee requesting such advance from time to time, whether prior to or after final disposition of such Proceeding. Such statement shall reasonably evidence the Expenses incurred by the Indemnitee. B. Notwithstanding Paragraph 4(A) above, the Company shall not advance any Expenses incurred by or on behalf of the Indemnitee as security a result of any Proceeding unless all of the following conditions are satisfied: i. the Indemnitee has provided the Company with a written affirmation of the Indemnitee’s good faith belief that the standard of conduct necessary for such Advanceindemnification as authorized by the MGCL, such security interest to be effective only as long as such Advance remain outstandingthe Charter and the Bylaws has been met; and, 7.6.2 agree ii. the Indemnitee has provided a written undertaking by or on behalf of Indemnitee, in form and substance reasonably acceptable to the Company, to repay to the Company the funds or portion thereof advanced to the Indemnitee relating to any claims, issues or matters in the Proceeding as to which it shall be finally determined that the Custodian may secure the resulting Advance standard of conduct has not been met and which have not been successfully resolved as described in Paragraph 4(D) below. C. The undertaking required by perfecting a this Article IV shall be an unlimited general obligation by or on behalf of Indemnitee and shall be accepted without reference to Indemnitee’s financial ability to repay such advanced Expenses and without any requirement to post security interest in such Investments under Applicable Lawtherefor. The Custodian shall promptly notify the Fund At Indemnitee’s request, advancement of any such Advances and the time at which such Advances must be repaid. Such Advances Expense shall be deemed a loan payable on demand, bearing interest at the rate customarily charged made by the Custodian Company’s direct payment of such Expenses instead of reimbursement of Indemnitee’s payment of such Expenses. D. Without limiting the indemnification obligations set forth in Article II, if Indemnitee is not wholly successful in any Proceeding covered by this Agreement, but is successful, on similar loansthe merits or otherwise, as to one or more but less than all claims, issues or matters in such Proceeding, the Company shall indemnify Indemnitee under this Article IV for all Expenses incurred by Indemnitee or on Indemnitee’s behalf in connection with each successfully resolved claim, issue or matter, allocated on a reasonable and proportionate basis. Neither For purposes of this Paragraph 4(D) and without limitation, the Custodian nor termination of any Subcustodian claim, issue or matter in such a Proceeding by dismissal, with or without prejudice, shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder successful result as to such Subcustodian claim, issue or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9matter.

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9.. 38362-4 11/22/2016

Advances. If, Following receipt of a Loan Notice for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereofa Facility, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian Administrative Agent shall promptly notify each Appropriate Lender of the Fund amount of its Applicable Percentage under such Facility of the applicable Loans, and if no timely notice of a conversion or continuation is provided by the Borrower, the Administrative Agent shall notify each Appropriate Lender of the details of any automatic conversion to Base Rate Loans or continuation of Revolving Loans denominated in an Alternative Currency, in each case as described in Section 2.02(a). In the case of a Borrowing denominated in Dollars, each Appropriate Lender shall make the amount of its Loan available to the Administrative Agent in Dollars in immediately available funds at the Administrative Agent’s Office not later than 1:00 p.m. on the Business Day specified in the applicable Loan Notice. In the case of a Borrowing denominated in an Alternative Currency, each Alternative Currency Tranche Revolving Lender shall make the amount of its Loan available to the Administrative Agent in the applicable Alternative Currency in Same Day Funds at the Administrative Agent’s Office not later than the Applicable Time specified by the Administrative Agent on the Business Day specified in the applicable Loan Notice. Upon satisfaction of the applicable conditions set forth in Section 4.02 (and, if such Borrowing is an initial Credit Extension, Section 4.01), the Administrative Agent shall make all funds so received available to the Borrower in like funds as received by the Administrative Agent either by (i) crediting the account of the Borrower on the books of the Administrative Agent with the amount of such funds or (ii) wire transfer of such funds, in each case in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Borrower; provided, however, that if, on the date a Loan Notice with respect to a Revolving Borrowing is given by the Borrower, there are L/C Borrowings outstanding, then the proceeds of such Revolving Borrowing, first, shall be applied to the payment in full of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the FundL/C Borrowings, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may besecond, shall be entitled to utilize the made available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated Borrower as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9provided above.

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), the Fund hereby does: 7.6.1 acknowledge that the Fund shall have no right or title to any Investments purchased with such Advance save a right to receive such Investments upon: (a) the debit of the Principal or Agency Account; or, (b) if such debit would produce an overdraft in such account, other reimbursement of the associated Advance; 7.6.2 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstandingall Investments; and, 7.6.2 7.6.3 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such all Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign the security interest and any other rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series any Agency or Principal Account and to dispose of any agreed upon Investments Property to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets financial assets credited to Securities Accounts securities accounts under Articles 8 and 9 of the UCCUniform Commercial Code as adopted in New York. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary securities intermediary under such Articles 8 and 9.

Advances. IfNo Lender shall be responsible for the failure or delay by any other Lender in its obligation to make its ratable share of a borrowing hereunder; provided, for however, that the failure of any reason in the conduct Lender to fulfill its obligations hereunder shall not relieve any other Lender of its safekeeping duties pursuant obligations hereunder. Unless the Agent shall have been notified by any Lender prior to Section 5 hereof or the date of any requested borrowing that such Lender does not intend to make available to the Agent its administration ratable share of the Fund's assets pursuant such borrowing to Section 6 hereofbe made on such date, the Custodian or Agent may assume that such Lender has made such amount available to the Agent on the date of such borrowing, and the Agent in reliance upon such assumption, may (in its sole discretion but without any Subcustodian advances monies obligation to facilitate settlement or otherwise for benefit of do so) make available to the Fund (whether or Borrower a corresponding amount. If such corresponding amount is not any Principal or Agency Account in fact made available to the Agent, the Agent shall be overdrawn either duringable to recover such corresponding amount from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Agent's demand therefor, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall Agent will promptly notify the Fund of any such Advances Borrower, and the time at which Borrower shall immediately pay such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies corresponding amount to the Fund, and in Agent. The Agent shall also be entitled to recover from the event that such Advance occurs, any transaction giving rise to an Advance shall be for Lender or the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assigneeBorrower, as the case may be, shall be entitled interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Agent to utilize the available cash balance in Borrower to the date such corresponding amount is recovered by the Agent at a per annum rate equal to (i) from the Borrower at the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments rate for the applicable borrowing pursuant to the extent necessary to recover payment Notice of all principal of, Borrowing and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to (ii) from a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of Lender at the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9Federal Funds Rate.

Advances. IfOn the terms and conditions hereinafter set forth, for the Borrower may at its option, by delivery of a Notice of Borrowing to the Administrative Agent and each Lender Agent, from time to time on any reason in Business Day from the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration Closing Date until the end of the Fund's assets pursuant Revolving Period (but in no event more than 2 times per calendar week), request that the Lenders make Advances to it in an amount which after giving effect to such Advances, would not cause the aggregate Advances Outstanding to exceed the Maximum Availability on such date; provided that with respect to an Advance proposed to be funded in connection with the addition of a Loan Asset to the Collateral Portfolio, such Advance resulted in, or results in, Collateral Quality Improvement, determined as of the CQI Advance Determination Date. Such Advances shall be used for the purposes contemplated in Section 6 5.02(h) hereof. Upon receipt of such Notice of Borrowing, the Custodian Lender Agent for each Lender Group containing one or more Conduit Lenders shall notify the Conduit Lenders in its Lender Group of the requested Advance, and such Conduit Lenders may, in their sole discretion, agree or decline to make the Advance. If any Conduit Lender declines to make all or any Subcustodian advances monies to facilitate settlement or otherwise part of a proposed Advance, the Lender Agent for benefit such Conduit Lender shall so notify the Liquidity Banks in its Lender Group and the applicable portion of the Fund Advance shall be made by such Liquidity Banks in accordance with their ratable shares of the Group Advance Limit for their Lender Group. Under no circumstances shall any Conduit Lender make any Advance or shall any Liquidity Bank or any Institutional Lender be required to make any Advance if after giving effect to such Advance and the addition to the Collateral Portfolio of the Eligible Loan Assets being acquired by the Borrower using the proceeds of such Advance, (i) an Event of Default has occurred and is continuing or would result therefrom or an Unmatured Event of Default exists or would result therefrom or (ii) the aggregate Advances Outstanding would exceed the Maximum Availability. Notwithstanding anything contained in this Section 2.01 or elsewhere in this Agreement to the contrary, (A) no Liquidity Bank shall be obligated to make any Advance in an amount that would, after giving effect to such Advance, exceed such Liquidity Bank’s Commitment less the sum of (x) the aggregate outstanding amount of any Advances funded by such Liquidity Bank under such Liquidity Bank’s Liquidity Agreement plus (y) such Liquidity Bank’s ratable share of the aggregate outstanding Advances made by the Conduit Lenders in such Liquidity Bank’s Lender Group (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Dayportion thereof has been assigned under a Liquidity Agreement), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to timeB) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian no Institutional Lender shall be obligated to advance monies make any Advance in an amount that would, after giving effect to such Advance, exceed such Institutional Lender’s Commitment less the Fundaggregate outstanding amount of any Advances funded by such Institutional Lender, and (C) no Conduit Lender shall make any Advance in an amount that would, after giving effect to such Advance, result in the event that aggregate Advances then funded by all of the Conduit Lenders in a Lender Group exceeding the Group Advance Limit for such Lender Group then in effect and (D) no Conduit Lender shall make any Advance occurs, any transaction giving rise to an Advance and no Liquidity Bank or Institutional Lender shall be for required to make any Advance if after giving effect to such Advance, the account and risk aggregate amount of Advances Outstanding would exceed the Fund and shall not be deemed Maximum Availability. Each Advance to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of made ratably among the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9Lender Groups in accordance with their Group Advance Limits.

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), the Fund hereby does: 7.6.1 acknowledge that the Fund shall have no right or title to any Investments purchased with such Advance save a right to receive such Investments upon: (a) the debit of the Principal or Agency Account; or, (b) if such debit would produce an overdraft in such account, other reimbursement of the associated Advance; 7.6.2 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for the extent of such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 7.6.3 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such all Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign the security interest and any other rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due or within 24 hours of receipt of a demand notice requesting payment of the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize utilize, upon prior notice to the Fund, the available cash balance in the applicable Series any Agency or Principal Account and to dispose of any agreed upon Investments Property to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets financial assets credited to Securities Accounts securities accounts under Articles 8 and 9 of the UCCUniform Commercial Code as adopted in New York. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary securities intermediary under such Articles 8 and 9.

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9.. 38362-4 2/21/2018

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), the Fund hereby does: 7.6.1 acknowledge that the Fund shall have no right or title to any Investments purchased with such Advance save a right to receive such Investments upon: (a) the debit of the Principal or Agency Account; or, (b) if such debit would produce an overdraft in such account, other reimbursement of the associated Advance; 7.6.2 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstandingall Investments; and, 7.6.2 7.6.3 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such all Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign the security interest and any other rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series any Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets financial assets credited to Securities Accounts securities accounts under Articles 8 and 9 of the UCCUniform Commercial Code (1997). Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary securities intermediary under such Articles 8 and 9.

Advances. IfNo Lender shall be responsible for the failure or delay by any other Lender in its obligation to make its ratable share of a borrowing hereunder; provided, for however, that the failure of any reason in the conduct Lender to fulfill its obligations hereunder shall not relieve any other Lender of its safekeeping duties pursuant obligations hereunder. Unless the Agent shall have been notified by any Lender prior to Section 5 hereof or the date of any requested borrowing that such Lender does not intend to make available to the Agent its administration ratable share of the Fund's assets pursuant such borrowing to Section 6 hereofbe made on such date, the Custodian or Agent may assume that such Lender has made such amount available to the Agent on the date of such borrowing, and the Agent in reliance upon such assumption, may (in its sole discretion but without any Subcustodian advances monies obligation to facilitate settlement or otherwise for benefit of do so) make available to the Fund (whether or Borrower a corresponding amount. If such corresponding amount is not any Principal or Agency Account in fact made available to the Agent, the Agent shall be overdrawn either duringable to recover such corresponding amount from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Agent’s demand therefor, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall Agent will promptly notify the Fund of any such Advances Borrower, and the time at which Borrower shall immediately pay such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies corresponding amount to the Fund, and in Agent. The Agent shall also be entitled to recover from the event that such Advance occurs, any transaction giving rise to an Advance shall be for Lender or the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assigneeBorrower, as the case may be, shall be entitled interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Agent to utilize the available cash balance in Borrower to the date such corresponding amount is recovered by the Agent at a per annum rate equal to (i) from the Borrower at the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments rate for the applicable borrowing pursuant to the extent necessary to recover payment Notice of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to Borrowing or (ii) from a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of Lender at the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9Federal Funds Rate.

Advances. If(a) From time to time the Master Servicer (or the Trustee or the Special Servicer, for any reason to the extent provided in the conduct Lead Securitization Servicing Agreement) shall (i) make Servicing Advances with respect to the Mortgage Loan, subject to the terms of its safekeeping duties the Lead Securitization Servicing Agreement and this Agreement, and (ii) make P&I Advances on the Lead Securitization Note, if and to the extent provided in the Lead Securitization Servicing Agreement and this Agreement. The Master Servicer, the Special Servicer and the Trustee, as applicable, shall be entitled to reimbursement for a Servicing Advance, first from funds on deposit in the Collection Account for the Mortgage Loan that (in any case) represent amounts received on or in respect of the Mortgage Loan, and then, in the case of Nonrecoverable Servicing Advances, if funds on deposit in the Collection Account are insufficient and after allocation of such amounts first to the Note B Holder, from general collections of each Non-Lead Securitization, in respect of the related Non-Lead Note’s pro rata share of such nonrecoverable amounts allocated to Note A. The Master Servicer, the Special Servicer and the Trustee, as applicable, shall be entitled to reimbursement for Advance Interest on a Servicing Advance (including any Nonrecoverable Advance), pursuant to Section 5 hereof 3. Notwithstanding the foregoing, to the extent funds are not available pursuant to Section 3, and the Master Servicer, the Special Servicer or the Trustee, as applicable, obtains funds from general collections of the Lead Securitization as a reimbursement for a Nonrecoverable Advance or any Advance Interest on a Servicing Advance (including any Nonrecoverable Advance), each Non-Lead Note Holder (including any Securitization Trust into which a Non-Lead Note is deposited) other than the Note B Holder shall be required to, promptly following notice from the Master Servicer, reimburse the Lead Securitization for its pro rata share of such Nonrecoverable Advance or Advance Interest. In addition, each Non-Lead Note Holder (including, but not limited to, any Non-Lead Securitization trust into which such Non-Lead Note is deposited) other than the Note B Holders, shall be required to, promptly following notice from the Master Servicer, the Special Servicer or the Trustee, pay or reimburse the Lead Securitization for such Non-Lead Note Holder’s pro rata share of the portion allocated to Note A of any fees, costs or expenses incurred in connection with the servicing and administration of the Fund's assets Mortgage Loan as to which the Master Servicer, the Special Servicer, the Certificate Administrator, the Trustee, the Depositor or CREFC® , as applicable, is entitled to be reimbursed pursuant to Section 6 hereofthe Lead Securitization Servicing Agreement and any costs, fees and expenses related to obtaining any Rating Agency Confirmation, to the extent amounts on deposit in the Collection Account are insufficient for reimbursement of such amounts and after allocation of such amounts first to Note B. In addition to the reimbursement obligations with respect to Advances (and Advance Interest) otherwise provided for in this Agreement, each Non-Lead Note Holder agrees to indemnify (as and to the same extent the Lead Securitization Trust is required to indemnify each of the following parties pursuant to the terms of the Lead Securitization Servicing Agreement) each of the Master Servicer, the Custodian Special Servicer, the Certificate Administrator, the Trustee and the Depositor (and any director, officer, employee or agent of any of the foregoing, to the extent such parties are identified as indemnified parties in the Lead Securitization Servicing Agreement) (the “Indemnified Parties”) against any claims, losses, penalties, fines, forfeitures, legal fees and related costs, judgments and any other costs, liabilities, fees and expenses incurred in connection with the servicing and administration of the Mortgage Loan and the Mortgaged Property under the Lead Securitization Servicing Agreement (collectively, the “Indemnified Items”) to the extent of its pro rata share of the portion allocated to the Note A of such Indemnified Items, and to the extent amounts on deposit in the Collection Account are insufficient for reimbursement of such amounts and after allocation of such amounts first to Note B, the related Non-Lead Note Holder shall be required to, promptly following notice from the Master Servicer, the Special Servicer, the Certificate Administrator or the Trustee, reimburse each of the applicable Indemnified Parties for such pro rata share (including, if a Non-Lead Note has been included in a Non-Lead Securitization, from general collections or any Subcustodian advances monies other amounts from the related Non-Lead Securitization trust). (b) The master servicer or the trustee under the Securitization of any Non-Lead Note (each, a “Non-Lead Master Servicer”) may be required to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either duringmake P&I Advances on such Non-Lead Note, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) , subject to the terms of the servicing agreement for the related Securitization (each such agreement, a “Non-Lead Securitization Servicing Agreement”). The Master Servicer, the Special Servicer and the Trustee, as security for such Advanceapplicable, such security interest shall be entitled to make their own recoverability determination with respect to a P&I Advance to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree made on the Lead Securitization Note based on the information that they have on hand and in accordance with the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable LawLead Securitization Servicing Agreement. The Custodian Non-Lead Master Servicer and the special servicer and the trustee under any Non-Lead Securitization Servicing Agreement (respectively, a “Non-Lead Special Servicer” and a “Non-Lead Trustee”), as applicable, shall promptly be entitled to make their own recoverability determination with respect to a P&I Advance to be made on the related Non-Lead Note based on the information that they have on hand and in accordance with such Non-Lead Securitization Servicing Agreement. The Master Servicer and the Trustee, as applicable, and any Non-Lead Master Servicer and any Non-Lead Trustee, as applicable, shall be required to notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk other Holders of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for amount of its own account and risk. If P&I Advance within two (2) Business Days of making such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other personadvance. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereonMaster Servicer, the Custodian Special Servicer or its assigneethe Trustee, as applicable (with respect to the Lead Securitization Note) or a Non-Lead Master Servicer, a Non-Lead Special Servicer or a Non-Lead Trustee, as applicable (with respect to a Non-Controlling Note), determines that a proposed P&I Advance, if made, would be a Nonrecoverable Advance or an outstanding P&I Advance is or would be a Nonrecoverable Advance, or if the Master Servicer, the Special Servicer or the Trustee, as applicable, subsequently determines that a proposed Servicing Advance would be a Nonrecoverable Advance or an outstanding Servicing Advance is or would be a Nonrecoverable Advance, then the Master Servicer or the Trustee (as provided in the Lead Securitization Servicing Agreement, in the case of a determination of non-recoverability by the Master Servicer, the Special Servicer or the Trustee) or such Non-Lead Master Servicer or such Non-Lead Trustee (as provided in the related Non-Lead Securitization Servicing Agreement, in the case of a determination of non-recoverability by the Non-Lead Master Servicer, the Non-Lead Special Servicer or the Non-Lead Trustee) shall notify the Master Servicer and the Trustee, or such Non-Lead Master Servicer and such Non-Lead Trustee, as the case may be, within two (2) Business Days of making such determination. For the avoidance of doubt, no Non-Lead Note Holder shall be entitled required to utilize use general collections on the available cash balance other mortgage loans in the applicable Series Agency related Non-Lead Securitization trust to reimburse any P&I Advances or Principal Account any Nonrecoverable Advances that are P&I Advances on the Lead Securitization Note or any interest accrued and payable on such P&I Advances and Nonrecoverable Advances that are P&I Advances. (c) Notwithstanding any other provisions contained herein or in the Servicing Agreement to dispose the contrary, the Note B Holder shall not be required to reimburse the Note A Holders or any other Person for a payment of any agreed upon Investments REMIC or grantor trust taxes or Advances therefor or interest accrued thereon at the Advance Rate or for deficits in other items of disbursement or income resulting from the use of funds for payment of REMIC or grantor trust taxes (other than such Note B Holder’s pro rata share (based on its Note B Percentage Interest) of taxes imposed in connection with the grantor trust created pursuant to this Agreement)), nor shall any disbursement or payment otherwise distributable to the extent necessary Note B Holder be reduced to recover offset or make up any such payment of all principal of, and interest on, such Advance in full. The Custodian may assign or deficit or any rights it has hereunder fees payable to a Subcustodian any Trustee or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts Certificate Administrator under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9Servicing Agreement.

Advances. IfNo Lender shall be responsible for the failure or delay by any other Lender in its obligation to make its ratable share of a borrowing hereunder; provided, for however, that the failure of any reason in the conduct Lender to fulfill its obligations hereunder shall not relieve any other Lender of its safekeeping duties pursuant obligations hereunder. Unless the Agent shall have been notified by any Lender prior to Section 5 hereof or the date of any requested borrowing that such Lender does not intend to make available to the Agent its administration ratable share of the Fund's assets pursuant such borrowing to Section 6 hereofbe made on such date, the Custodian or Agent may assume that such Lender has made such amount available to the Agent on the date of such borrowing, and the Agent in reliance upon such assumption, may (in its sole discretion but without any Subcustodian advances monies obligation to facilitate settlement or otherwise for benefit of do so) make available to the Fund (whether or Borrower a corresponding amount. If such corresponding amount is not any Principal or Agency Account in fact made available to the Agent, the Agent shall be overdrawn either duringable to recover such corresponding amount from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Agent’s demand therefor, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall Agent will promptly notify the Fund of any such Advances Borrower, and the time at which Borrower shall immediately pay such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies corresponding amount to the Fund, and in Agent. The Agent shall also be entitled to recover from the event that such Advance occurs, any transaction giving rise to an Advance shall be for Lender or the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assigneeBorrower, as the case may be, shall be entitled interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Agent to utilize the available cash balance in Borrower to the date such corresponding amount is recovered by the Agent at a per annum rate equal to (i) from the Borrower at the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments rate for the applicable borrowing pursuant to the extent necessary to recover payment Notice of all principal of, Borrowing and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to (ii) from a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of Lender at the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9Federal Funds Rate.

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, Advance such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9.

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, connection with this Agreement the Custodian or any Subcustodian advances monies makes an Advance to facilitate settlement or otherwise for the benefit of the a Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund the Trust, on behalf of any such Fund, hereby does: 7.6.1 acknowledge that the Fund shall have no right or title to any Investments purchased with such Advance or proceeds of such Investments, and that any credit to the account of the Fund shall be provisional until: (a) the debit of the Principal or Agency Account by the Custodian for an amount equal to Advance Costs and/or, (b) if such debit would produces an overdraft in such account, reimbursement to the Custodian or Subcustodian for the amount of such overdraft; 7.6.2 acknowledge that the Custodian has automatically perfected statutory security interest in Investments purchased with any such Advance pursuant to Section 9-206 of the Uniform Commercial Code as in effect in the State of New York from time to time; 7.6.3 in addition, in order to secure the obligations of the Fund to pay or perform any and all obligations of the Fund pursuant to this Agreement, including without limitation to repay any Advance made pursuant to this Agreement grant to the Custodian a continuing security interest in certain Investments and proceeds thereof (as mutually agreed from time defined in the Uniform Commercial Code as currently in effect in the State of New York); and agree to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 take and agree that the Custodian may secure take, in respect of the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of referenced above, any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by further actions that the Custodian on similar loansmay reasonably require. Neither the Custodian nor any Subcustodian shall be obligated to advance monies make any Advance or to allow an Advance to occur to the Fund, and in the event that the Custodian or any Subcustodian does make or allow an Advance, any such Advance occurs, and any transaction giving rise to an such Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made or allowed by a Subcustodian or any other person, the Custodian may assign all or part of its security interest referenced above and any other rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay the Advance Costs when due the principal balance of an Advance and accrued and unpaid interest thereondue, the Custodian or its assignee, as the case may be, shall be entitled to utilize a portion of the available cash balance in the applicable Series any Agency or Principal Account equal to such Advance Costs, and the Fund authorizes the Custodian to pay an amount equal to such Advance Costs irrevocably to such Subcustodian or other person, and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, make such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third partypayment. Any security interest in Investments taken hereunder and funds credited to accounts subject to this Agreement created pursuant hereto shall be treated as Financial Assets financial assets credited to Securities Accounts securities accounts under Articles 8 and 9 of the UCCUniform Commercial Code as in effect in the State of New York from time to time. Accordingly, the Custodian and any Subcustodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary securities intermediary under such Articles 8 and 9.

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the FundTrust's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund Trust (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund the Trust hereby doesdoes only against the reimbursement of the amount of such advance: 7.6.1 acknowledge that the Trust shall have no right or title to any Investments purchased with such Advance save a right to receive such Investments upon: (a) the debit of the Principal or Agency Account; or, (b) if such debit would produce an overdraft in such account, other reimbursement of the associated Advance; 7.6.2 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstandingall Investments; and, 7.6.2 7.6.3 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such all Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the FundTrust, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund Trust and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign the security interest and any other rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund Trust shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series any Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets financial assets credited to Securities Accounts securities accounts under Articles 8 and 9 of the UCCUniform Commercial Code (1997). Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary securities intermediary under such Articles 8 and 9.

Advances. IfSubject to CitiCapital's discretion and the restrictions contained in this Agreement, for any reason in the conduct of its safekeeping duties Borrower may request and receive a loan or advance pursuant to Section 5 hereof or its administration this Agreement at any time when the aggregate outstanding advances to Borrower hereunder are less than the then specified Line of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable LawCredit. The Custodian shall promptly notify the Fund minimum amount of any such Advances and advance is $100,000. CitiCapital will remit advances pursuant to the time at which such Advances Line of Credit by wire transfer or automated clearinghouse payment. All proceeds of any loan or advance made by CitiCapital to or on behalf of Borrower under this Agreement must be repaidused by Borrower in the continued operation of Borrower's business solely for internal business purposes and not for payment of dividends, loans, or acquisitions by any entity other than the Borrower. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall CitiCapital will in no event be obligated to make any loan or advance monies to or for the benefit of Borrower if (a) Borrower is then or has in the past been in default under the terms of this Agreement or any other agreement between Borrower and CitiCapital or between Borrower and any affiliate of CitiCapital, (b) guarantor, if any, terminates or attempts to terminate its guaranty of the obligations of Borrower, (c) the requested loan or advance would increase the amount outstanding under this Agreement to an amount in excess of the applicable Line of Credit on the date the loan or advance is made, (d) CitiCapital has not received a written request for such advance in form and content acceptable to CitiCapital and signed by an authorized officer or employee of Borrower by 12:00 p.m. one day prior to the Fundrequested funding date of such advance, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance or (e) there shall have been made by a Subcustodian material adverse change in the financial condition of Borrower or any other person, guarantor from the Custodian may assign any rights granted to Closing Date. All of Borrower's representations and warranties must be true and accurate on the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose date of any agreed upon Investments to advance and the extent necessary to recover payment request for any such advance will constitute a re-issuance of all principal of, such representations and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 warranties by Borrower on the date of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9advance.

Advances. IfSubject to the prior satisfaction of all other applicable conditions to the making of an Advance set forth in this Agreement, for any reason in to obtain an Advance, Borrower shall notify Bank (which notice shall be irrevocable) by electronic mail, facsimile, or telephone by 12:00 p.m. Eastern time on the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration Funding Date of the Fund's assets pursuant Advance. Together with any such electronic or facsimile notification, Borrower shall deliver to Section 6 hereof, Bank by electronic mail or facsimile a completed Payment/Advance Form executed by a Responsible Officer or his or her designee. Bank may rely on any telephone notice given by a person whom Bank believes is a Responsible Officer or designee. Bank shall credit Advances to the Custodian Designated Deposit Account. Bank may make Advances under this Agreement based on instructions from a Responsible Officer or any Subcustodian advances monies his or her designee or without instructions if the Advances are necessary to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account meet Obligations which have become due.” 8 The Loan Agreement shall be overdrawn either during, or amended by inserting the following text to appear at the end ofof Section 4.1 (Grant of Security Interest) thereof: “Borrower acknowledges that it previously has entered, any Business Day)and/or may in the future enter, Fund hereby does: 7.6.1 grant to into Bank Services Agreements with Bank. Regardless of the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund terms of any such Advances and the time at which such Advances must be repaid. Such Advances Bank Services Agreement, Borrower agrees that any amounts Borrower owes Bank thereunder shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken Obligations hereunder and that it is the intent of Borrower and Bank to have all such Obligations secured by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any first priority perfected security interest in Investments taken hereunder the Collateral granted herein (subject only to Permitted Liens that expressly have superior priority to Bank’s Lien in this Agreement). In the event (a) all Obligations (other than inchoate indemnity obligations), except for Bank Services, are satisfied in full, and (b) this Agreement is terminated, Bank shall terminate the security interest granted herein upon Borrower providing cash collateral acceptable to Bank in its good faith business judgment for Bank Services, if any. In the event such Bank Services consist of outstanding Letters of Credit, then on such date Borrower shall provide to Bank cash collateral in an amount equal to (i) one hundred five percent (105.0%) of the face amount of all such Letters of Credit denominated in Dollars and (ii) one hundred ten percent (110.0%) of the Dollar Equivalent of the face amount of all such Letters of Credit denominated in a Foreign Currency plus, in each case, all interest, fees, and costs due or to become due in connection therewith (as estimated by Bank in its good faith business judgment), to secure all of the Obligations relating to such Letters of Credit.” 9 The Loan Agreement shall be treated amended by inserting the following provision to appear as Financial Assets credited Section 6.10 (Access to Securities Accounts under Articles 8 Collateral; Books and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9.Records) thereof:

Advances. If(a) If the Borrower desires to make a Borrowing under this Agreement it shall give the Facility Agent (with a copy to the Collateral Agent) (and the Facility Agent shall notify each Revolving Lender or Term Lender, as applicable) a written notice (each, a “Notice of Borrowing”) for such Borrowing on any reason Business Day (which notice shall be irrevocable and effective upon receipt by the Facility Agent) not later than 1:00 p.m. Eastern Time one (1) Business Day prior to the day of the requested Borrowing or, in the conduct case of its safekeeping duties pursuant a Borrowing on the Closing Date, not later than 11:00 a.m. Eastern Time at least one (1) Business Day prior to Section 5 hereof or its administration the Closing Date. On the Revolving Commitment Termination Date, the Borrower shall request a Revolving Borrowing in an amount at least equal to the Portfolio Exposure Amount and such Borrowing shall be deposited, in respect of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit portion of the Fund (whether or not any Principal or Agency Account shall be overdrawn either duringPortfolio Exposure Amount relating to unfunded amounts in respect of Revolving Collateral Loans and Delayed Drawdown Collateral Loans, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the FundRevolving Reserve Account, and in respect of the event that such Advance occursportion of the Portfolio Exposure Amount relating to unsettled purchases, any transaction giving rise to an Advance the Principal Collection Account. Each Notice of Borrowing shall be for substantially in the account and risk form of Exhibit B hereto, dated the Fund and date as of which the related Borrowing is requested to be made, shall not be deemed indicate whether the requested Borrowing is to be a transaction undertaken by the Custodian for its own account Revolving Borrowing or a Term Borrowing and risk. If such Advance shall have been made be signed by a Subcustodian Responsible Officer of the Borrower or the Portfolio Manager on its behalf, and shall be otherwise appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be a Business Day falling on or prior to the related Commitment Termination Date, and the amount of the Borrowing requested in such Notice of Borrowing (the “Requested Amount”) shall be equal to at least, in the case of any other personRevolving Borrowing, $250,000 or, in the case of any Term Borrowing, $500,000, or, in each case, an integral multiple of $50,000 in excess thereof (or, if the remaining unfunded applicable Commitments are less, the Custodian may assign any rights granted entirety of such lesser remaining amount of such type of Commitments). (b) Each Revolving Lender shall, not later than 3:00 p.m. on each Borrowing Date in respect of a Revolving Advance, make its Revolving Percentage of the applicable Requested Amount available to the Custodian hereunder Borrower by disbursing such funds in Dollars to such Subcustodian or other personthe Principal Collection Account. If the Fund shall fail to repay when due the principal balance Each Term Lender shall, not later than 3:00 p.m. on each Borrowing Date in respect of an Advance and accrued and unpaid interest thereona Term Advance, the Custodian or make its assignee, as the case may be, shall be entitled to utilize the available cash balance in Term Percentage of the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments Requested Amount available to the extent necessary Borrower by disbursing such funds in Dollars to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9Principal Collection Account.

Advances. IfAfter the Closing Date, Advances under the Revolving Loan shall be made on the following terms and conditions: (a) SouthPeak shall make each request for a Revolving Loan (“Advance Request”) to Lender (or to Lender’s agent) before 11:00 a.m. on the Business Day prior to the date of the requested Advance; provided, however, that SouthPeak shall not be permitted to make more than one (1) Advance Request per week. Advance Requests must be made in writing, specifying the date of the requested Advance and the amount thereof. Each request shall be signed by (i) the manager of SouthPeak or (ii) any reason person designated as SouthPeak’s agent by the manager of SouthPeak in a writing delivered to Lender or (iii) any person whom Lender reasonably believes to be the manager of SouthPeak or such a designated agent, and shall be accompanied by a current Borrowing Base Certificate (hereinafter defined). (b) On a daily basis, Lender shall debit the Cash Collateral Account and apply the amount of collected funds in the conduct of its safekeeping duties pursuant Cash Collateral Account to Section 5 hereof or its administration the reduction of the Fund's assets pursuant to Section 6 hereof, aggregate principal amount outstanding under the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account Revolving Loan. All principal and accrued interest and fees shall be overdrawn either during, or at due and payable on the end of, any Business Day), Fund hereby does: 7.6.1 grant Termination Date and to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree extent that the Custodian may secure collected funds in the resulting Advance by perfecting a security interest Cash Collateral Account (or the Lockbox in accordance with Section 4.8.1) are insufficient to make such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demandpayments, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian SouthPeak shall be obligated to advance monies make such payments. (c) The Borrower’s obligation to pay the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in fullthe Revolving Loan shall be evidenced by the records of Lender and by the Revolving Note. The Custodian may assign entries made in such records and/or on the schedule annexed to the Revolving Note shall be prima facie evidence of the existence and amounts of the obligations of the Borrower therein recorded; provided, that the failure or delay of Lender in maintaining or making entries into any rights it has hereunder such record or on such schedule or any error therein shall not in any manner affect the obligation of the Borrower to repay the Revolving Loan in accordance with the terms of this Agreement. (d) Lender shall send Borrower a monthly statement of Borrower’s loan account showing all debits and credits and which shall also reflect the interest accrued on the Revolving Loan, the Loan Administration Fee for the immediately preceding month and any other fees due hereunder. The interest and fees shall be added by Lender to Borrower’s loan account on the last Business Day of each calendar month and shall be deemed to be first paid from Payments subsequently credited to the Cash Collateral Account. The statement of the loan account shall be deemed correct and accepted by and conclusively binding upon Borrower unless Borrower notifies Lender in writing specifically as to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 particular discrepancy within forty-five (45) days from the mailing of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9statement.

Advances. IfPrior to the date on which payment of the Purchase Price of any Factored Account we deem to be eligible is due hereunder, for any reason we may, in our sole and absolute discretion, at your request make an advance to you (an "Advance" herein) against the Purchase Price in an amount up to the percentage (the “Advance Rate”) specified in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration Term Sheet of the Fund's assets pursuant to Section 6 hereofnet amount of such Factored Account, less any reserves we may have established against it; provided, however, that the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit aggregate principal amount of the Fund Advances at any one time outstanding shall in no event exceed the Maximum Availability specified in the Term Sheet. In determining whether a Factored Account is eligible for Advances hereunder (whether or not any Principal or Agency Account which determination shall be overdrawn either duringmade in our sole and absolute discretion) we may take into account the creditworthiness of the Account Debtor, or payment terms, payment history, dilution, concentration, and such other factors and circumstances as we may deem appropriate in our sole and absolute discretion. We shall have the right to establish and maintain at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed time and from time to time) time such reserves against Factored Accounts as security for such Advancewe in our sole and absolute discretion may deem necessary. For any Advances made by us to you hereunder, such security interest you shall pay to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing us interest at the per annum rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and set forth in the event that such Advance occursTerm Sheet and computed in accordance with Paragraph 9 of this Agreement. In making Advances to you, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, we shall be entitled to utilize rely upon your continuing warranty and representation that no Advance will be requested if you contemplate filing any petition for relief under the available cash balance Bankruptcy Code or any other insolvency law. At our request, all, returned, reclaimed or repossessed merchandise, inventory or goods related to any Factored Accounts shall be set aside by you, marked with our name and held in trust for us as owner and assignee. If we so elect, you will deliver such goods to us or sell same for our account. We shall however have the applicable Series Agency right to sell or Principal Account and to otherwise dispose of any agreed upon Investments such goods on terms acceptable to us without notice to you, or if notice is required by law, five (5) days notice shall constitute reasonable notification. You agree to make your records, files and books of account available to us on request, and to allow us to visit your premises during normal business hours to examine such records, files and books of account and to make copies or extracts thereof, and to allow us to conduct such examinations as we deem necessary. In the ordinary course, remittances received from Account Debtors shall be applied as specified by the Account Debtor, and if not specified shall be applied first to the extent necessary oldest invoices due from such Account Debtor; provided, however, as to recover payment any Account Debtor financially unable to pay at the maturity of any Approved Factored Accounts, if we shall have Credit Approved only a portion of the indebtedness due or to become due from such Account Debtor, all principal ofremittances, and interest ondistributions, such Advance insolvency dividends, recoveries or other payments thereafter received, whether made in full. The Custodian may assign any rights it has hereunder to a Subcustodian the ordinary course or third party. Any security interest in Investments taken hereunder otherwise, shall be treated as Financial Assets credited applied first to Securities Approved Factored Accounts under Articles 8 and 9 of then to the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9Accounts we did not Credit Approve.

Advances. If, for and to the extent, Beneficiary or the other Secured Parties are obligated under the terms of the Indenture Documents to make advances as provided therein, and Grantor acknowledges and intends that all such advances shall be a lien from the time this Deed of Trust is recorded, as provided in Neb.Rev.Stat § 76-238. 01. Grantor covenants and agrees that this Deed of Trust shall secure the payment of any reason advances made pursuant to the terms and provisions of the Indenture Documents, whether such advances are made as of the date hereof or at any time in the conduct future, and whether such future advances are obligatory or are to be made at the option of Beneficiary or the Secured Parties (but not advances made more than 20 years after the date hereof), to the same extent as if such future advances were made on the date of the execution of this Deed of Trust and although there may be no advances made at the time of the execution of this Deed of Trust and although there may be no other indebtedness outstanding at the time any advance is made. The lien of this Deed of Trust shall be valid as to all Note Obligations, including such future advances, from the time of its safekeeping duties pursuant to Section 5 hereof or its administration filing of record in the office of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit Register of Deeds of the Fund (whether County in which the Security Property is located. The total amount of the Note Obligations may increase or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed decrease from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that but the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk total unpaid principal balance of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian Note Obligations (including disbursements which Beneficiary may make under this Deed of Trust or any other persondocument or instrument evidencing or securing the Note Obligations) at any time outstanding shall not exceed the amount referred to in Section 7.02 of this Deed of Trust. To the extent permitted under applicable law, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance this Deed of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, Trust shall be entitled to utilize valid and shall have priority over all subsequent liens and encumbrances, including statutory liens except taxes and assessments levied on the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments Security Property, to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a maximum amount secured creditor that is a Securities Intermediary under such Articles 8 and 9hereby.

Advances. If(a) From and including the date hereof to but excluding the Revolver Termination Date, for any reason each Lender severally (and not jointly) agrees, on the terms and conditions set forth in the conduct of its safekeeping duties pursuant this Agreement, to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant make Advances to the Custodian a continuing security interest in certain Investments (as mutually agreed Borrower from time to time in amounts not to exceed in the aggregate at any one time outstanding the amount of its pro-rata share of the Aggregate Commitment existing at such time. Subject to the terms of this Agreement, the Borrower may borrow, repay and reborrow Advances at any time prior to the Revolver Termination Date. The Commitments to lend hereunder shall expire on the Revolver Termination Date. Principal payments made after the Revolver Termination Date may not be reborrowed. (b) The Borrower hereby agrees that if at any time, prior to the Revolver Termination Date, as security for such Advancea result of reductions in the Aggregate Commitment pursuant to SECTION 2.4 or otherwise, such security interest the aggregate balance of the Loans exceeds the Aggregate Commitment, it shall repay, or cause to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest repaid, immediately outstanding Loans in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must amount as may be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all eliminate such excess. (c) The Borrower's obligation to pay the principal of, and interest on, such Advance the Loans shall be evidenced by the Notes. Although the Notes shall be dated the date of this Agreement, interest in respect thereof shall be payable only for the periods during which the Loans evidenced thereby are outstanding and, although the stated amount of each Note shall be equal to the applicable Lender's Commitment, each Note shall be enforceable, with respect to the Borrower's obligation to pay the principal amount thereof, only to the extent of the unpaid principal amount of the Loans at the time evidenced thereby. (d) All Advances and all Loans shall mature, and the principal amount thereof and the unpaid accrued interest thereon shall be due and payable in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of , on the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9Maturity Date.

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), the Fund hereby does: 7.6.1 acknowledge that the Fund shall have no right or title to any Investments purchased with such Advance save a right to receive such Investments upon: (a) the debit of the Principal or Agency Account; or, (b) if such debit would produce an overdraft in such account, other reimbursement of the associated Advance; 7.6.2 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstandingall Investments; and, 7.6.2 7.6.3 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such all Investments under Applicable Law. The Custodian With respect to obligations and liabilities that occur to each Series, such obligations and liabilities shall promptly notify apply only to the Fund of respective Series and not to any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loansother Series. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign the security interest and any other rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereonthereon and after five (5) business days notice to the Fund from the Custodian that such balance is due, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series any Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets financial assets credited to Securities Accounts securities accounts under Articles 8 and 9 of the UCCUniform Commercial Code (1997), as amended from time to time. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary securities intermediary under such Articles 8 and 9.

Advances. If(i) An Authorized Representative shall give the Lender (A) at least three (3) Business Days' irrevocable telephonic notice of each Revolving Loan that is a Eurodollar Rate Loan (whether representing an additional borrowing hereunder or the conversion of borrowing hereunder from Base Rate Loans to Eurodollar Rate Loans) prior to 10:00 A.M. Eastern Time and (B) irrevocable written notice of each Revolving Loan that is a Base Rate Loan (whether representing an additional borrowing hereunder or the conversion of borrowing hereunder from Eurodollar Rate Loans to Base Rate Loans) prior to 10:00 A.M. Eastern Time on the day of such proposed Revolving Loan. Each such telephonic notice, for any reason which shall be effective upon receipt by the Lender, shall specify the amount of the borrowing, the type of Revolving Loan (Base Rate or Eurodollar Rate), the date of borrowing and, if a Eurodollar Rate Loan, the Interest Period to be used in the conduct computation of its safekeeping duties pursuant interest. The Authorized Representative shall provide the Lender written confirmation of each such telephonic notice no later than 11:00 A.M. Eastern Time on the same day received by telefacsimile transmission in the form of a Borrowing Notice for additional Advances, or in the form of an Interest Rate Selection Notice for the selection or conversion of interest rates for outstanding Revolving Credit Loans, in each case with appropriate insertions, but failure to Section 5 hereof or its administration provide such confirmation shall not affect the validity of such telephonic notice. The amount of any Advance shall, subject to the terms and conditions of this Agreement, be made available to the Borrower by delivery of the Fundproceeds thereof to the Borrower's assets pursuant Account or otherwise as shall be directed in the applicable Borrowing Notice by the Authorized Representative not later than 3:00 P.M., Eastern Time on the day so received. (ii) The duration of the initial Interest Period for each Revolving Loan that is a Eurodollar Rate Loan shall be as specified in the initial Borrowing Notice for such Loan. The Borrower shall have the option to elect the duration of subsequent Interest Periods and to convert the Loans in accordance with Section 6 2.7 hereof. If the Lender does not receive an Interest Rate Selection Notice giving notice of election of duration of an Interest Period or conversion by the time prescribed by Section 2.7 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances Borrower shall be deemed to have elected to convert such Revolving Loan to (or continue such Revolving Loan as) a loan payable on demand, bearing interest at Base Rate Loan until the rate customarily charged by Borrower notifies the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and Lender in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9accordance with Section 2.7 hereof.

Advances. If(a) From and including the date hereof to but excluding the Facility Termination Date, for any reason each Lender severally (and not jointly) agrees, on the terms and conditions set forth in the conduct of its safekeeping duties pursuant this Agreement, to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant make Advances to the Custodian a continuing security interest in certain Investments (as mutually agreed Borrower from time to time in amounts not to exceed in the aggregate at any one time outstanding the amount of its pro-rata share of the Aggregate Commitment existing at such time. Subject to the terms of this Agreement, the Borrower may borrow, repay and reborrow Advances at any time prior to the Facility Termination Date. (b) The Borrower hereby agrees that if at any time, as security for such Advancea result of reductions in the Aggregate Commitment pursuant to SECTION 2.7 or otherwise, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure aggregate balance of the resulting Advance by perfecting a security interest Loans exceeds the Aggregate Commitment, the Borrower shall repay immediately its then outstanding Loans in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must amount as may be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all eliminate such excess. (c) The Borrower's obligation to pay the principal of, and interest on, such Advance in fullthe Loans shall be evidenced by the Notes. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security Although the Notes shall be dated the date of this Agreement, interest in Investments taken hereunder respect thereof shall be treated as Financial Assets credited payable only for the periods during which the Loans evidenced thereby are outstanding and, although the stated amount of each Note shall be equal to Securities Accounts under Articles 8 and 9 the applicable Lender's Commitment, each Note shall be enforceable, with respect to the Borrower's obligation to pay the principal amount thereof, only to the extent of the UCC. Accordinglyunpaid principal amount of the Loans at the time evidenced thereby. (d) All Advances and all Loans shall mature, and the Custodian principal amount thereof and the unpaid accrued interest thereon shall have be due and payable, on the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9Facility Termination Date.

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the FundTrust's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund Trust (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund the Trust hereby does: 7.6.1 acknowledge that the Trust shall have no right or title to any Investments purchased with such Advance save a right to receive such Investments upon: (a) the debit of the Principal or Agency Account; or, (b) if such debit would produce an overdraft in such account, other reimbursement of the associated Advance; 7.6.2 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstandingall Investments; and, 7.6.2 7.6.3 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such all Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the FundTrust, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund Trust and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign the security interest and any other rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund Trust shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series any Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets financial assets credited to Securities Accounts securities accounts under Articles 8 and 9 of the UCCUniform Commercial Code (1997). Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary securities intermediary under such Articles 8 and 9.

Advances. IfEach Bank will make its pro rata share of each Revolving Loan advance available to the Agent by 2:00 P.M. (Charlotte, for any reason North Carolina time) on the date specified in the conduct Notice of its safekeeping duties pursuant to Section 5 hereof or its administration Borrowing by deposit in U.S. dollars of immediately available funds at the offices of the Fund's assets pursuant to Section 6 hereofAgent in Charlotte, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either duringNorth Carolina, or at such other address in the end ofUnited States as the Agent may designate in writing. All Revolving Loan advances shall be made by the Banks pro rata on the basis of each Bank's Commitment Percentage of the Revolving Committed Amount. No Bank shall be responsible for the failure or delay by any other Bank in its obligation to make Revolving Loan advances hereunder; provided, however, that the failure of any Business Day), Fund hereby does: 7.6.1 grant Bank to fulfill its commitments hereunder shall not relieve any other Bank of its commitments hereunder. The Agent will make such funds available to the Custodian a continuing security interest in certain Investments (as mutually agreed Borrower immediately upon receipt from time the Banks on the applicable date of advance. Unless the Agent shall have been notified by any Bank prior to time) as security for the date of any such Advance, Revolving Loan advance that such security interest Bank does not intend to make available to the Agent its portion of the Revolving Loan advance to be effective only as long as made on such Advance remain outstanding; and, 7.6.2 agree date, the Agent may assume that such Bank has made such amount available to the Custodian Agent on the date of such Revolving Loan advance, and the Agent, in reliance upon such assumption, may secure (in its sole discretion without any obligation to do so) make available to the resulting Advance Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Agent by perfecting a security interest in Bank on such Investments under Applicable Lawdate, the Agent shall promptly demand payment from such Bank and shall be entitled to recover such corresponding amount from such Bank. The Custodian shall If such Bank does not pay such corresponding amount forthwith upon the Agent's demand therefor, the Agent will promptly notify the Fund of any such Advances Borrower and the time at which Borrower shall immediately pay such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies corresponding amount to the Fund, and in Agent. The Agent shall also be entitled to recover from such Bank or the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assigneeBorrower, as the case may be, shall be entitled to utilize interest on such corresponding amount in respect of each day from the date such corresponding amount was made available cash balance in by the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments Agent to the extent necessary Borrower to recover payment the date such corresponding amount is recovered by the Agent, at a per annum rate equal to (i) if paid by such Bank, within two (2) Business Days of all principal ofmaking such corresponding amount available to the Borrower, the overnight Federal Funds Effective Rate, and interest onthereafter the Base Rate, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of (ii) if paid by the UCC. AccordinglyBorrower, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9then applicable rate calculated in accordance with Section 2.2.

Advances. If(i) An Authorized Representative shall give the Agent (1) at least three (3) Business Days' irrevocable written notice by telefacsimile transmission of a Borrowing Notice or Interest Rate Selection Notice (as applicable) with appropriate insertions, for any reason effective upon receipt, of each Loan that is a Eurodollar Rate Loan (whether representing an additional borrowing hereunder or the Conversion of a borrowing hereunder from Base Rate Loans to Eurodollar Rate Loans) prior to 11:30 A.M. and (2) irrevocable written notice by telefacsimile transmission of a Borrowing Notice or Interest Rate Selection Notice (as applicable) with appropriate insertions, effective upon receipt, of each Loan (other than Base Rate Refunding Loans to the extent the same are effected without notice pursuant to SECTION 2.1(c)(iv)) that is a Base Rate Loan (whether representing an additional borrowing hereunder or the Conversion of borrowing hereunder from Eurodollar Rate Loans to Base Rate Loans) prior to 11:30 A.M. on the day of such proposed Loan. Each such notice shall specify the amount of the borrowing, the Type of Loan (Base Rate or Eurodollar Rate), the date of borrowing and, if a Eurodollar Rate Loan, the Interest Period to be used in the conduct computation of its safekeeping duties pursuant to Section 5 hereof interest. Notice of receipt of such Borrowing Notice or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assigneeInterest Rate Selection Notice, as the case may be, together with the amount of each Lender's portion of an Advance requested thereunder, shall be entitled provided by the Agent to utilize each Lender by telefacsimile transmission with reasonable promptness, but (provided the Agent shall have received such notice by 11:30 A.M.) not later than 1:00 P.M. on the same day as the Agent's receipt of such notice. (ii) Not later than 3:00 P.M. on the date specified for each borrowing under this SECTION 2.1, each Lender shall, pursuant to the terms and subject to the conditions of this Agreement, make the amount of the Advance or Advances to be made by it on such day available cash balance by wire transfer to the Agent in the amount of its pro rata share, determined according to such Lender's Applicable Commitment Percentage of the Loan or Loans to be made on such day. Such wire transfer shall be directed to the Agent at the Principal Office and shall be in the form of Dollars constituting immediately available funds. The amount so received by the Agent shall, subject to the terms and conditions of this Agreement, be made available to the Borrower by delivery of the proceeds thereof to the Borrower's Account or otherwise as shall be directed in the applicable Series Agency or Principal Account Borrowing Notice by the Authorized Representative and to dispose of any agreed upon Investments reasonably acceptable to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. Agent. (iii) The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian Borrower shall have the rights option to elect the duration of the initial and benefits any subsequent Interest Periods and to Convert the Loans in accordance with SECTION 2.8. Eurodollar Rate Loans and Base Rate Loans may be outstanding at the same time, PROVIDED, HOWEVER, there shall not be outstanding at any one time Eurodollar Rate Loans having more than six (6) different Interest Periods; PROVIDED, FURTHER, from the Closing Date until the earlier of (A) the expiration of 180 days or (B) the date on which NMS notifies the Borrower of the end of the syndication, Interest Periods shall be limited to one month and outstanding Loans bearing interest at the Eurodollar Rate shall be for Interest Periods ending on the same date. If the Agent does not receive a Borrowing Notice or an Interest Rate Selection Notice giving notice of election of the duration of an Interest Period or of Conversion of any Loan to or Continuation of a secured creditor Loan as a Eurodollar Rate Loan by the time prescribed by SECTION 2.1(c) OR 2.8, the Borrower shall be deemed to have elected to Convert such Loan to (or Continue such Loan as) a Base Rate Loan until the Borrower notifies the Agent in accordance with SECTION 2.8. (iv) Notwithstanding the foregoing, if a drawing is made under any Letter of Credit, such drawing is honored by the Issuing Bank prior to the Stated Termination Date, then (A) provided that the conditions to making a Loan as herein provided shall then be satisfied, the Reimbursement Obligation arising from such drawing shall be paid to the Issuing Bank by the Agent without the requirement of notice to or from the Borrower from immediately available funds which shall be advanced as a Base Rate Refunding Loan by each Lender under the Revolving Credit Facility in an amount equal to such Lender's Applicable Commitment Percentage of such Reimbursement Obligation, and (B) if the conditions to making a Loan as herein provided shall not then be satisfied, each of the Lenders shall fund by payment to the Agent (for the benefit of the Issuing Bank) in immediately available funds the purchase from the Issuing Bank of their respective Participations in the related Reimbursement Obligation based on their respective Applicable Commitment Percentages of the Total Letter of Credit Commitment. If a drawing is presented under any Letter of Credit in accordance with the terms thereof and the Borrower shall not immediately reimburse the Issuing Bank in respect thereof, then notice of such drawing or payment shall be provided promptly by the Issuing Bank to the Agent and the Agent shall provide notice to each Lender by telephone or telefacsimile transmission. If notice to the Lenders of a Securities Intermediary drawing under any Letter of Credit is given by the Agent at or before 12:00 noon on any Business Day, each Lender shall, pursuant to the conditions specified in this SECTION 2.1(c)(iv), either make a Base Rate Refunding Loan or fund the purchase of its Participation in the amount of such Articles 8 Lender's Applicable Commitment Percentage of such drawing or payment and 9shall pay such amount to the Agent for the account of the Issuing Bank at the Principal Office in Dollars and in immediately available funds before 2:30 P.M. on the same Business Day. If notice to the Lenders of a drawing under a Letter of Credit is given by the Agent after 12:00 noon on any Business Day, each Lender shall, pursuant to the conditions specified in this SECTION 2.1(c)(iv), either make a Base Rate Refunding Loan or fund the purchase of its Participation in the amount of such Lender's Applicable Commitment Percentage of such drawing or payment and shall pay such amount to the Agent for the account of the Issuing Bank at the Principal Office in Dollars and in immediately available funds before 12:00 noon on the next following Business Day. Any such Base Rate Refunding Loan shall be advanced as, and shall Continue as, a Base Rate Loan unless and until the Borrower Converts such Base Rate Loan in accordance with the terms of SECTION 2.8.

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's ’s assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the ofthe Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), the Fund hereby does: 7.6.1 acknowledge that the Fund shall have no right or title to any Investments purchased with such Advance save a right to receive such Investments upon: (a) the debit of the Principal or Agency Account; or, (b) if such debit would produce an overdraft in such account, other reimbursement of the associated Advance; 7.6.2 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstandingall Investments; and, 7.6.2 7.6.3 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such all Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign the security interest and any other rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series any Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets financial assets credited to Securities Accounts securities accounts under Articles 8 and 9 of the UCCUniform Commercial Code (1997). Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary securities intermediary under such Articles 8 and 9.

Advances. If, for any reason in Subject to the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 terms and conditions hereof, the Custodian or any Subcustodian each Lender agrees to make advances monies to facilitate settlement or otherwise for benefit of the Fund Borrower (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed herein called such Lender's "Advances") upon request from time to timetime during the Commitment Period so long as (a) each Advance by such Lender does not exceed such Lender's Percentage Share of the aggregate amount of Advances then requested from all Lenders, and (b) the aggregate amount of such Lender's Advances outstanding at any time does not exceed such Lender's Percentage Share of the Available Borrowing Base determined as security for such Advance, such security interest of the date on which the requested Advance is to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Lawmade. The Custodian shall promptly notify the Fund aggregate amount of all Advances requested of all Lenders in any such Advances and the time at which such Request for Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at greater than or equal to $3,000,000 or must equal the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk unadvanced portion of the Fund and shall not be deemed Available Borrowing Base. The obligation of Borrower to be a transaction undertaken by repay to each Lender the Custodian for its own account and risk. If such Advance shall have been aggregate amount of all Advances made by a Subcustodian or any other personsuch Lender (herein called such Lender's "Loan"), the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid together with interest thereon, the Custodian or its assignee, as the case may beaccruing in connection therewith, shall be entitled evidenced by a single promissory note (herein called such Lender's "Note") made by Borrower payable to utilize the available cash balance order of such Lender in the applicable Series Agency or Principal Account form of Exhibit A with appropriate insertions. The amount of principal owing on any Lender's Note at any given time shall be the aggregate amount of all Advances theretofore made by such Lender minus all payments of principal theretofore received by such Lender on such Note. Interest on each Note shall accrue and to dispose of any agreed upon Investments be due and payable as provided herein and therein. Subject to the extent necessary to recover payment of all principal ofterms and conditions hereof, Borrower may borrow, repay, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9reborrow hereunder.

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), the Fund hereby does: 7.6.1 acknowledge that the Fund shall have no right or title to any Investments purchased with such Advance save a right to receive such Investments upon: (a) the debit of the Principal or Agency Account; or, (b) if such debit would produce an overdraft in such account, other reimbursement of the associated Advance; 7.6.2 grant to the Custodian a continuing security interest in certain all Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstandingother than Investments pledged by the Fund); and, 7.6.2 7.6.3 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such all Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign the security interest and any other rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full, to utilize the cash balance in an Agency or Principal Account and to request that the Fund's Investment Adviser immediately select and list for the Custodian liquid and readily marketable Investments, all or any of which Investments the Custodian shall have the right to sell, assign or deliver at a private or public sale. The Fund hereby directs its Investment Adviser upon request from the Custodian to immediately select and list for the Custodian liquid and readily marketable Investments to be sold in order to pay amounts owed by the Fund in connection with Advances. The Custodian shall give the Fund prompt subsequent notice of any charge against a cash balance hereunder. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets financial assets credited to Securities Accounts securities accounts under Articles 8 and 9 of the UCCUniform Commercial Code (1997). Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary securities intermediary under such Articles 8 and 9.

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Daybusiness day), the Fund hereby does: 7.6.1 acknowledge that the Fund shall have no right or title to any Investments purchased with such Advance save a right to receive such Investments upon: (a) the debit of the Principal or Agency Account; or, (b) if such debit would produce an overdraft in such account, other reimbursement of the associated Advance; 7.6.2 grant to the Custodian a continuing security interest in certain all Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstandingof the particular Fund; and, 7.6.2 7.6.3 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such all Investments of the particular Fund under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign the security interest and any other rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series any Agency or Principal Account and to dispose of any agreed upon Investments of the particular Fund to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. Before disposing of any Investments as is necessary to meet the Fund's obligation under an Advance, the Custodian shall inform the Fund's Investment Adviser and dispose of those Investments designated by the Investment Adviser as the Investments to be used to meet the Fund's obligation under the Advance. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets financial assets credited to Securities Accounts securities accounts under Articles 8 and 9 of the UCCUniform Commercial Code (1997). Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary securities intermediary under such Articles 8 and 9.

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies moneys to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), the Fund hereby does: 7.6.1 does grant to the Custodian a continuing security interest in certain and pledges to the Custodian the Investments (as mutually agreed held by the Custodian or on its behalf in an amount not to exceed the value of the Advance, the specific Investments to be designated in writing from time to timetime by the Fund, provided that (A) as security for such if from time to time the Fund has not designated in writing specific Investments in an amount at least equal to the value of the Advance, such security interest to be effective only taken at market value, or (B) if as long as such Advance remain outstanding; and, 7.6.2 agree that a result of the delivery by the Custodian may secure out of its custody, pursuant to proper Instructions, of any Investments previously so designated, the resulting Advance by perfecting remaining amount of Investments so designated shall be less than the value of the Advance, taken at market value, then the Custodian shall have a security interest in such Investments under Applicable Law. The Custodian shall promptly notify of the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged designated by the Custodian, in an amount that, taken together with amounts of Investments from time to time designated in writing by the Fund that have not been delivered out of the custody of the Custodian on similar loanspursuant to proper Instructions, does not exceed the value of the Advance, taken at market value. Neither the Custodian nor any Subcustodian shall be obligated to advance monies moneys to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign the security interest and any other rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series any Agency or Principal Account and to dispose of any agreed upon Investments designated pursuant to this Section 7.6 to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets financial assets credited to Securities Accounts securities accounts under Articles 8 and 9 of the UCCUniform Commercial Code (1997). Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary securities intermediary under such Articles 8 and 9.

Advances. If, for any reason in the proper conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's Funds’ assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the a Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund the Trust hereby does: 7.6.1 acknowledge that a Fund shall have no right or title to any Investments purchased with such Advance, except a right to receive such Investments upon: (a) the debit of the Principal or Agency Account; or, (b) if such debit would produce an overdraft in such account, other reimbursement of the associated Advance; 7.6.2 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstandingall Investments; and, 7.6.2 7.6.3 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such all Investments under Applicable Law. The Custodian shall promptly notify , and in accordance with the Fund provisions of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans1940 Act. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the a Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign the security interest and any other rights granted to the Custodian hereunder to such Subcustodian or other personSubcustodian. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series any Agency or Principal Account and (to the extent that cash is insufficient) to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder under this Section to a Subcustodian or third partySubcustodian. Any security interest in Investments taken hereunder shall be treated as Financial Assets financial assets credited to Securities Accounts securities accounts under Articles 8 and 9 of the UCCUniform Commercial Code (1997). Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary securities intermediary under such Articles 8 and 9.

Advances. If(a) Following receipt of a Draw Request, Administrative Agent shall promptly provide each Lender with a copy of the Draw Request in the form of Exhibit “F-1”, the related AIA Document G-702 and G-703, the related written certification by Mortgage Loan Borrower’s architect and, if available, the related written certification of the Construction Inspector. Administrative Agent shall notify each Lender two (2) Business Days prior to the advance Funding Date of its pro rata share of the amount Administrative Agent has determined shall be advanced in connection therewith (“Advance Amount”). In the case of an advance of Loan Proceeds, each Lender shall make the funds for its pro rata share of the Advance Amount available to Administrative Agent not later than 11:00 a.m. Administrative Agent’s Time on the Funding Date thereof. After Administrative Agent’s receipt of the Advance Amount from Lenders, Administrative Agent shall make Loan Proceeds in an amount equal to the Advance Amount (or, if less, such portion of the Advance Amount that shall have been paid to Administrative Agent by Lenders in accordance with the terms hereof) available to Mortgage Loan Borrower on the applicable Funding Date by advancing such funds to Mortgage Loan Borrower in accordance with the provisions of Exhibit “F”. Mortgage Loan Borrower’s acceptance of an Advance Amount that is less than the amount otherwise due to Mortgage Loan Borrower pursuant to the terms of this Addendum shall not prejudice any of Mortgage Loan Borrower’s rights or remedies against a Lender or Lenders as a result of such Lender or Lenders failure to fund in accordance with the terms of this Addendum. (b) Unless Administrative Agent shall have received notice from a Lender prior to 12:00 p.m. (Administrative Agent’s Time) on such advance Funding Date that such Lender will not make available to Administrative Agent such Lender’s pro rata share of such Advance Amount, Administrative Agent may assume that such Lender has made such pro rata share available on such date in accordance with Subsection (a) above and may, in reliance upon such assumption, make available to Mortgage Loan Borrower a corresponding amount. In such event, if a Lender has not in fact made its pro rata share of the Advance Amount available to Administrative Agent, then the applicable Lender and Mortgage Loan Borrower severally agree to pay to Administrative Agent forthwith on demand such corresponding amount in immediately available funds with interest thereon, for any reason each day from and including the date such amount is made available to Mortgage Loan Borrower to but excluding the date of payment to Administrative Agent, at (i) in the conduct case of a payment to be made by such Lender, the greater of the Federal Funds Rate and a rate determined by Administrative Agent in accordance with banking industry rules on interbank compensation, plus any administrative, processing or similar fees customarily charged by Administrative Agent in connection with the foregoing, and (ii) in the case of a payment to be made by Mortgage Loan Borrower, at the Adjusted LIBOR Rate. If Mortgage Loan Borrower and such Lender shall pay such interest to Administrative Agent for the same or an overlapping period, Administrative Agent shall promptly remit to Mortgage Loan Borrower the amount of such interest paid by Mortgage Loan Borrower for such period. If such Lender pays its pro rata share of the applicable Advance Amount to Administrative Agent, then the amount so paid shall constitute such Lender’s pro rata share of such Advance Amount. Any payment by Mortgage Loan Borrower shall be without prejudice to any claim Mortgage Loan Borrower may have against a Lender that shall have failed to make such payment to Administrative Agent. (c) A written notice of Administrative Agent to any Lender or to Mortgage Loan Borrower with respect to any amount owing under this Section shall be conclusive, absent manifest error. (d) If any Lender makes available to Administrative Agent funds for any advance to be made by such Lender as provided in the foregoing provisions of this Section, and such funds are not made available to Mortgage Loan Borrower by Administrative Agent because the conditions to the applicable advance set forth in Exhibit “F” are not satisfied or waived in accordance with the terms hereof, Administrative Agent shall return such funds (in like funds as received from such Lender) to such Lender, without interest. (e) The obligations of Lenders hereunder to make advances and to make indemnification or reimbursement payments are several and not joint. The failure of any Lender to make any advance, to fund any such participation, or to make any indemnification or reimbursement payment on any date required hereunder shall not relieve any other Lender of its safekeeping duties pursuant corresponding obligation to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereofdo so on such date, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account and no Lender shall be overdrawn either during, or at responsible for the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund failure of any such Advances and the time at which such Advances must be repaid. Such Advances other Lender. (f) Nothing herein shall be deemed to obligate any Lender to obtain the funds for any advance in any particular place or manner or to constitute a loan payable on demand, bearing interest at the rate customarily charged representation by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event Lender that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian obtained or third party. Any security interest will obtain the funds for any advance in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9any particular place or manner.

Advances. If(i) An Authorized Representative of River Oaks (as agent on behalf of the Borrowers) shall give the Agent irrevocable telephonic notice (prior to 1:00 P.M. on the date of the proposed Loan) requesting a Revolving Loan or Overadvance Facility Loan, for any reason and specifying the amount of the borrowing, the type of interest rate (Base Rate or Eurodollar Rate), and the date of borrowing. The Authorized Representative shall confirm such telephonic notice by telefacsimile transmission (on the same day) of a written Borrowing Notice, with appropriate insertions. (Except in the conduct case of its safekeeping duties pursuant to Section 5 hereof or its administration of any Borrower's request for an Overadvance Facility Loan which the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or Agent has not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Dayapproved), Fund hereby does: 7.6.1 grant to notice of receipt of each oral, telephonic Borrowing Notice, together with the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund amount of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance each Lender's portion of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may berequested thereunder, shall be entitled provided by the Agent to utilize each Lender by telefacsimile transmission with reasonable promptness, but (provided the Agent shall have received such telephonic notice by 1:00 P.M.) not later than 1:30 P.M. on the same day as the Agent's receipt of such notice. (ii) Not later than 2:00 P.M. on the date specified for each borrowing under this Section 3.1, each Lender shall, pursuant to the terms and subject to the conditions of this Agreement, make the amount of the Advance or Advances to be made by it on such day available cash balance by wire transfer to the Agent in the amount of its pro rata share, determined according to such Lender's Applicable Commitment Percentage of the Revolving Loan(s) or Overadvance Facility Loan(s) to be made on such day. Such wire transfer shall be directed to the Agent at the Principal Office and shall be in the form of Dollars constituting immediately available funds. The amount so received by the Agent (or made available by the Agent through a deficiency advance under Section 3.10) shall, subject to the terms and conditions of this Agreement, be made available to the Borrowers by delivery of the proceeds thereof to the Borrowers' Account or otherwise as shall be directed in the applicable Series Agency or Principal Account Borrowing Notice by the Authorized Representative and to dispose of any agreed upon Investments reasonably acceptable to the extent necessary to recover payment Agent. River Oaks (as agent on behalf of all principal of, and interest on, the Borrowers) shall disburse the proceeds of such Advance in full. to the applicable Borrower or Borrowers. (iii) The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian Borrowers shall have the rights option to convert the Revolving Loans and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 Overadvance Facility Loans in accordance with Section 3.8. Eurodollar Rate Loans and 9Base Rate Loans may be outstanding at the same time.

Advances. If, for any reason Until all amounts outstanding in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration respect of the Fund's assets pursuant Revolving Loan shall become due and payable on the Termination Date, within the foregoing limits and subject to Section 6 hereofthe terms, provisions and limitations set forth herein, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed Borrowers may from time to time) time borrow, repay and reborrow under this subsection 2. 1. Each Borrower hereby designates the Borrower Representative as security its representative and agent on its behalf for the purposes of issuing Borrowing Notices and Conversion/Continuation Notices giving instructions with respect to the disbursement of the proceeds of the Revolving Loan, selecting interest rate options, requesting Letters of Credit, giving and receiving all other notices and consents hereunder or under any of the other Financing Agreements and taking all other actions on behalf of any Borrower or Borrowers under the Financing Agreements. Borrower Representative hereby accepts such Advanceappointment. The Agent and each Lender may regard any notice or other communication pursuant to any Financing Agreements from the Borrower Representative as a notice or communication from all Borrowers, such security interest and may give any notice or communication required or permitted to be effective only as long as given to any Borrower or Borrowers hereunder to the Borrower Representative on behalf of such Advance remain outstanding; and, 7.6.2 agree Borrower or Borrowers. Each Borrower agrees that each notice, election, representation and warranty, covenant, agreement and undertaking made on its behalf by the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances Borrower Representative shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated for all purposes to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted such Borrower and shall be binding upon and enforceable against such Borrower to the Custodian hereunder to same extent as if the same had been made directly by such Subcustodian or other personBorrower. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, The Agent shall be entitled to utilize rely upon, and shall be fully protected under this Agreement from any liability to any Person in relying upon, any such notice believed by the Agent to be genuine and to assume that each Person executing and delivering the same was duly authorized by any Borrower. Each advance to a Borrower shall, on the day of such advance, be deposited, in immediately available cash balance in funds, into the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to Borrower's Account, unless otherwise requested by the extent necessary to recover payment of all principal of, and interest on, such Advance Borrower Representative in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9writing.

Advances. If(a) Subject to the terms and conditions of this Agreement and the Indenture, each Non-Conduit Committed Note Purchaser shall, and each Eligible Conduit Investor, if any, may and, if such Conduit Investor determines that it will not make (or it does not in fact make) an Advance or any portion of an Advance, its related Committed Note Purchaser(s) shall or, if there is no Eligible Conduit Investor with respect to any Investor Group, the Committed Note Purchaser(s) with respect to such Investor Group shall, upon the Co-Issuers’ request delivered in accordance with the provisions of Section 2.03 and the satisfaction of all conditions precedent thereto (or under the circumstances set forth in Section 2.05, 2.06 or 2.08), make Advances from time to time during the Commitment Term; provided that such Advances shall be made ratably by each Investor Group based on their respective Commitment Percentages and the portion of any such Advance made by any Committed Note Purchaser in such Investor Group shall be its Committed Note Purchaser Percentage of the Advances to be made by such Investor Group (or the portion thereof not being made by any Conduit Investor in such Investor Group); provided, further, that if, as a result of any Committed Note Purchaser (a “Non-Funding Committed Note Purchaser”) failing to make any previous Advance that such Non-Funding Committed Note Purchaser was required to make, outstanding Advances are not held ratably by each Investor Group based on their respective Commitment Percentages and among the Committed Note Purchasers within each Investor Group based on their respective Committed Note Purchaser Percentages at the time a request for Advances is made, (x) such Non-Funding Committed Note Purchaser shall make all of such Advances until outstanding Advances are held ratably by each Investor Group based on their respective Commitment Percentages and among the Committed Note Purchasers within each Investor Group based on their respective Committed Note Purchaser Percentages and (y) further Advances shall be made ratably by each Investor Group based on their respective Commitment Percentages and the portion of any reason such Advance made by any Committed Note Purchaser in such Investor Group shall be its Committed Note Purchaser Percentage of the Advances to be made by such Investor Group (or the portion thereof not being made by any Conduit Investor in such Investor Group); provided, further, that the failure of a Non-Funding Committed Note Purchaser to make Advances pursuant to the immediately preceding proviso shall not, subject to the immediately following proviso, relieve any other Committed Note Purchaser of its obligation hereunder, if any, to make Advances in accordance with Section 2.03(b)(i); provided, further, that, subject, in the conduct case of its safekeeping duties pursuant clause (i) below, to Section 5 hereof 2.03(b)(ii), no Advance shall be required or its administration permitted to be made by any Investor on any date to the extent that, after giving effect to such Advance, (i) the related Investor Group Principal Amount would exceed the related Maximum Investor Group Principal Amount or (ii) the Series 2012-1 Class A-1 Outstanding Principal Amount would exceed the Series 2012-1 Class A-1 Maximum Principal Amount. (b) Notwithstanding anything herein or in any other Related Document to the contrary, at no time will a Conduit Investor be obligated to make Advances hereunder. If at any time any Conduit Investor is not an Eligible Conduit Investor, such Conduit Investor shall promptly notify the Administrative Agent (who shall promptly notify the related Funding Agent and Brand Holdings II (on behalf of the Fund's assets pursuant Co-Issuers)) thereof. (c) Each of the Advances to be made on any date shall be made as part of a single borrowing (each such single borrowing being a “Borrowing”). The Advances made as part of the initial Borrowing on the Series 2012-1 Closing Date will be evidenced by the Series 2012-1 Class A-1 Advance Notes issued in connection herewith and will constitute purchases of Series 2012-1 Class A-1 Initial Advance Principal Amounts corresponding to the amount of such Advances. All of the other Advances will constitute Increases evidenced by the Series 2012-1 Class A-1 Advance Notes issued in connection herewith and will constitute purchases of Series 2012-1 Class A-1 Outstanding Principal Amounts corresponding to the amount of such Advances. (d) Section 6 hereof2.2(b) of the Series 2012-1 Supplement specifies the procedures to be followed in connection with any Voluntary Decrease of the Series 2012-1 Class A-1 Outstanding Principal Amount. Each such Voluntary Decrease in respect of any Advances shall be either (i) in an aggregate minimum principal amount of $200,000 and integral multiples of $100,000 in excess thereof or (ii) or such other amount necessary to reduce the Series 2012-1 Class A-1 Outstanding Principal Amount to zero. (e) Subject to the terms of this Agreement and the Series 2012-1 Supplement, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit aggregate principal amount of the Fund (whether Advances evidenced by the Series 2012-1 Class A-1 Advance Notes may be increased by Borrowings or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed decreased by Voluntary Decreases from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9.

Advances. IfOn failure of any Obligor to perform any of the covenants and agreements contained herein or in any other Credit Document, for any reason the Collateral Agent may, at its sole option and in its sole discretion, perform the covenants and agreements contained herein and in the conduct other Credit Documents after giving notice of its safekeeping duties pursuant such non-performance (and a reasonable opportunity to Section 5 cure such non-performance) to such Obligor and in so doing may expend such sums as the Collateral Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Collateral Agent may make for the protection of the security hereof or its administration which may be compelled to make by operation of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any All such Advances sums and the time at which such Advances must be repaid. Such Advances amounts so expended shall be deemed repayable by the Obligors on a loan payable on demandjoint and several basis promptly upon timely notice thereof and demand therefor, bearing shall constitute additional Obligations and shall bear interest from the date said amounts are expended at the rate customarily charged of interest then in effect in respect of the Revolving Loans pursuant to the Credit Agreement. No such performance of any covenant or agreement by the Custodian Collateral Agent on similar loans. Neither the Custodian nor behalf of any Subcustodian shall be obligated to advance monies to the FundObligor, and no such advance or expenditure therefor, shall relieve the Obligors of any Default or Event of Default. The Collateral Agent may make any payment hereby authorized in accordance with any bill, statement or estimate procured from the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk appropriate public office or holder of the Fund and shall not be deemed claim to be a transaction undertaken by discharged without inquiry into the Custodian for its own account and risk. If accuracy of such Advance shall have been made by a Subcustodian bill, statement or any other person, estimate or into the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose validity of any agreed upon Investments tax assessment, sale, forfeiture, tax lien, title or claim except to the extent necessary to recover such payment of all principal of, is being contested in good faith by an Obligor in appropriate proceedings and interest on, such Advance against which adequate reserves are being maintained in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9accordance with GAAP.

Advances. If, for any reason in the proper conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's Funds' assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the a Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund the Trust hereby does: 7.6.1 acknowledge that a Fund shall have no right or title to any Investments purchased with such Advance, except a right to receive such Investments upon: (a) the debit of the Principal or Agency Account; or, (b) if such debit would produce an overdraft in such account, other reimbursement of the associated Advance; 7.6.2 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstandingall Investments; and, 7.6.2 7.6.3 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such all Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the a Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign the security interest and any other rights granted to the Custodian hereunder to such Subcustodian or other personSubcustodian. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series any Agency or Principal Account and (to the extent that cash is insufficient) to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder under this Section to a Subcustodian or third partySubcustodian. Any security interest in Investments taken hereunder shall be treated as Financial Assets financial assets credited to Securities Accounts securities accounts under Articles 8 and 9 of the UCCUniform Commercial Code (1997). Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary securities intermediary under such Articles 8 and 9.

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), the Fund hereby does: 7.6.1 acknowledge that the Fund shall have no right or title to any Investments purchased with such Advance save a right to receive such Investments upon: (a) the debit of the Principal or Agency Account; or, (b) if such debit would produce an overdraft in such account, other reimbursement of the associated Advance; 7.6.2 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstandingall Investments; and, 7.6.2 7.6.3 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such all Investments under the Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign the security interest and any other rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series any Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets financial assets credited to Securities Accounts securities accounts under Articles 8 and 9 of the UCCUniform Commercial Code (1997). Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary securities intermediary under such Articles 8 and 9.

Advances. IfBorrower promises to pay to the order of Bank, for any reason in -------- lawful money of the conduct United States of its safekeeping duties America, the aggregate unpaid principal amount of all Advances made by Bank to Borrower hereunder. Borrower shall also pay interest on the unpaid principal amount of such Advances at rates in accordance with the terms hereof. (a) Subject to and upon the terms and conditions of this Agreement, Bank agrees to make Advances to Borrower in an aggregate outstanding amount not to exceed the Committed Revolving Line or the Borrowing Base, whichever is less. Subject to the terms and conditions of this Agreement, amounts borrowed pursuant to this Section 5 hereof 2.1 may be repaid and reborrowed at any time during the term of this Agreement. (b) Whenever Borrower desires an Advance, Borrower will notify Bank by facsimile transmission or its administration of telephone no later than 11:00 a.m. Eastern time, on the Fund's assets pursuant Business Day that the Advance is to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account be made. Each such notification shall be overdrawn either duringpromptly confirmed by a Payment/Advance Form in substantially the form of Exhibit B hereto. Bank is authorized to make Advances under this Agreement, --------- based upon instructions received from a Responsible Officer or a designee of a Responsible Officer, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest without instructions if in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any Bank's discretion such Advances are necessary to meet Obligations which have become due and the time at which such Advances must be repaidremain unpaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, Bank shall be entitled to utilize rely on any telephonic notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance. Bank will credit the available cash balance in amount of Advances made under this Section 2.1 to Borrower's deposit account. (c) The Committed Revolving Line shall terminate on the applicable Series Agency or Principal Account Revolving Maturity Date, at which time all Advances under this Section 2.1 and other amounts due under this Agreement (except as otherwise expressly specified herein) shall be immediately due and payable. (d) The proceeds of the Advances shall be used (i) to dispose finance the working capital needs of the Borrower and (ii) to fund the distributions contemplated by the Conversion on the Closing Date. No proceeds of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited made by Borrower to Securities Accounts under Articles 8 and 9 any subsidiary of Borrower or to any direct or indirect parent company of Borrower except on the UCC. Accordingly, Closing Date in connection with the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9Conversion.

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), the Fund hereby does: 7.6.1 acknowledge that the Fund shall have no right or title to any Investments purchased with such Advance save a right to receive such Investments upon: (a) the debit of the Principal or Agency Account; or, (b) if such debit would produce an overdraft in such account, other reimbursement of the associated Advance; 7.6.2 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstandingthe related Investments; and, 7.6.2 7.6.3 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such all Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign the security interest and any other rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series any Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets financial assets credited to Securities Accounts securities accounts under Articles 8 and 9 of the UCCUniform Commercial Code (1997). Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary securities intermediary under such Articles 8 and 9.

Advances. If(a) If Servicer, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof trustee or its administration trust fund incurs any liabilities, costs, fees or expenses (including, without limitation, legal fees and special servicing fees), or makes any protective or other property advances on behalf of the Fund's assets pursuant to Section 6 hereofBorrower or other servicing and/or property advances, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security together with interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of on any such Advances advances (such advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, collectively, “Advances”) in connection with the Custodian Loan, any actual or proposed amendment or waiver of any term thereof or restructuring or refinancing thereof or with any effort to enforce or protect A-1 Lender’s or A-2 Lender’s rights or interests with respect thereto, then Servicer shall be reimbursed promptly from payments otherwise distributable to such Lenders in accordance with Section 2(a) hereof, to the extent such costs are not reimbursed by or on behalf of the Borrower. Except to the extent set forth in the immediately succeeding two sentences, no Lender shall have any liability under this Section in excess of the value of its assigneerespective Note or in excess of the payments due to such Lender. The pooling and servicing agreement governing the A-2 Note may provide for the servicing party and/or trustee and/or fiscal agent thereunder to make Advances if such advances are not made under the Pooling Agreement, as in which case the case may be, party making such Advances shall be entitled to utilize the available cash balance reimbursement in the applicable Series Agency or Principal Account and to dispose of same manner as if the Advance were made by Servicer. After the Securitization Date, if the A-2 Note has not been included in a Securitization, any agreed upon Investments nonrecoverable Advances with respect to the extent necessary Loan shall be reimbursed to recover payment the Servicer out of all principal ofgeneral collections on the loan for the A-1 Note and from the A-2 Lender on a pro rata basis based on the A-1 Note Principal Balance and the A-2 Note Principal Balance. If both A-1 Note and A-2 Note have been included in Securitization Trusts, under the pooling and interest onservicing agreement related to the A-2 Lender, the master servicer, special servicer, trustee or fiscal agent, as applicable, under such pooling and servicing agreement shall be required to reimburse the Servicer from general collections on the loans included in such Securitization Trust for the related Note’s portion of nonrecoverable Advances made with respect to the Loan, such Advance in full. The Custodian may assign any rights it has hereunder portion to be determined on a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 pro rata basis based on the A-1 Note Principal Balance and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9A-2 Note Principal Balance.

Advances. If, for any reason in (a) An Authorized Representative shall give the conduct Agent (i) at least three (3) Business Days' irrevocable telephonic notice of its safekeeping duties each Fixed Rate Loan (whether representing an additional borrowing or the Continuation of a borrowing hereunder or the Conversion of a borrowing hereunder from a Base Rate Loan to a Eurodollar Rate Loan) prior to 11:00 A.M. and (ii) irrevocable telephonic notice of each Base Rate Loan (other than Base Rate Refunding Loans to the extent the same are effected without notice pursuant to Section 5 hereof 2.4(d) and whether representing an additional borrowing hereunder or its administration the Conversion of a borrowing hereunder from a Eurodollar Rate Loan to a Base Rate Loans) prior to 11:00 A.M. on the day of such proposed Loan. Each such notice shall be effective upon receipt by the Agent, shall specify the amount of the Fund's assets pursuant to Section 6 hereofborrowing, whether the borrowing is under the Tranche A Revolving Credit Facility or the Tranche B Revolving Credit Facility, the Custodian Type of Loan (Base Rate or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either duringEurodollar Rate if such Loan is requested in Dollars, or at the end of, any Business DayOffshore Rate if such Loan is requested in an Offshore Currency), Fund hereby does: 7.6.1 grant the date of borrowing, if a Fixed Rate Loan, the Interest Period to be used in the Custodian computation of interest, and if such Loan is requested in an Offshore Currency, the Offshore Currency in which the Loan is to be made. The Authorized Representative shall provide the Agent written confirmation of each such telephonic notice in the form of a continuing security interest in certain Investments Borrowing Notice or Interest Rate Selection Notice (as mutually agreed from time applicable) with appropriate insertions but failure to time) as security for provide such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and confirmation shall not be deemed to be a transaction undertaken by affect the Custodian for its own account and riskvalidity of such telephonic notice. If Notice of receipt of such Advance shall have been made by a Subcustodian Borrowing Notice or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assigneeInterest Rate Selection Notice, as the case may be, together with the amount of each Lender's portion of an Advance requested thereunder, shall be entitled provided by the Agent to utilize each Lender by telefacsimile transmission with reasonable promptness, but (provided the Agent shall have received such notice by 11:00 A.M.) not later than 1:00 P.M. on the same day as the Agent's receipt of such notice. (b) At approximately 11:00 A.M. two (2) Business Days preceding the date specified for each Advance under the Tranche B Revolving Credit Facility in an Offshore Currency, the Agent shall determine the Advance Date Exchange Rate and the applicable Offshore Rate. Not later than 11:45 A.M. two (2) Business Days preceding the date specified for each Advance under the Tranche B Revolving Credit Facility in an Offshore Currency, the Agent shall provide the Borrower and each Lender notice by telefacsimile transmission of the Advance Date Exchange Rate applicable to such Advance, and the applicable Offshore Currency Equivalent Amount and Dollar Equivalent Amount of such Tranche B Loan or Tranche B Loans and the applicable Offshore Rate. (i) In the case of Advances in Dollars, not later than 2:00 P.M. on the date specified for each borrowing under Section 2.1 or 2.2, each Lender shall, pursuant to the terms and subject to the conditions of this Agreement, make the amount of the Advance or Advances to be made by it on such day available cash balance by wire transfer to the Agent in the amount of its pro rata share, determined according to such Lender's Applicable Commitment Percentage of the Tranche A Loan(s) or Tranche B Loan(s) to be made on such day. Such wire transfer shall be directed to the Agent at the Principal Office and shall be in the form of Dollars constituting immediately available funds. The amount so received by the Agent by 2:00 P.M. shall, subject to the terms and conditions of this Agreement, be made available to the Borrower on such day (subject to receipt by 2:00 P.M.) by delivery of the proceeds thereof to the Borrower's Account or otherwise as shall be directed in the applicable Series Agency or Principal Account Borrowing Notice by the Authorized Representative and to dispose of any agreed upon Investments reasonably acceptable to the extent necessary Agent. (ii) In the case of Advances in an Offshore Currency, not later than 10:00 A.M. (local time of the Funding Bank) on the date specified for each borrowing under Section 2.2, each Lender shall, pursuant to recover payment the terms and subject to the conditions of all principal ofthis Agreement, make the amount of the Tranche B Loan(s) to be made by it on such day available to the Borrower at the applicable Funding Bank in the applicable Offshore Currency, to the account of the Agent with the Funding Bank. The amount so received by the Funding Bank shall, subject to the terms and conditions of the Loan Documents and upon instruction from the Agent to the Funding Bank of the same day or immediately preceding day but no later than 10:00 A.M. (local time of the Funding Bank), be made available in such Offshore Currency to the Borrower by delivery of the Offshore Currency Equivalent Amount of such Advance to the Borrower's account with the Funding Bank. (d) Notwithstanding the foregoing, if a drawing is made under any Letter of Credit, such drawing is honored by the Applicable Issuing Bank, and interest onthe Borrower shall not on the same day fully reimburse the Applicable Issuing Bank in respect of such drawing from other funds available to the Borrower, (i) provided that the conditions to making a Tranche B Loan as herein provided shall then be satisfied, the Reimbursement Obligation arising from such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder drawing shall be treated paid to the Applicable Issuing Bank by the Agent without the requirement of notice to or from the Borrower from immediately available funds which shall be advanced as Financial Assets credited a Base Rate Refunding Loan to Securities Accounts the Agent at its Principal Office by each Lender under Articles 8 the Tranche B Revolving Credit Facility in a Dollar Equivalent Amount equal to such Lender's Applicable Commitment Percentage of such Reimbursement Obligation, and 9 (ii) if the conditions to making a Tranche B Loan as herein provided shall not then be satisfied, each of the UCCLenders shall fund by payment to the Agent (for the benefit of the Applicable Issuing Bank) at its Principal Office in immediately available funds the purchase from the Applicable Issuing Bank of their respective Participations in the related Reimbursement Obligation based on their respective Applicable Commitment Percentages of the Total Letter of Credit Commitment. AccordinglyIf a drawing is presented under any Letter of Credit in accordance with the terms thereof and the Borrower shall not on the same day reimburse the Applicable Issuing Bank in respect thereof, then notice of such drawing or payment shall be provided promptly by the Custodian Applicable Issuing Bank to the Agent and the Agent shall have provide notice to each Lender by telephone or telefacsimile transmission. If notice to the rights and benefits Lenders of a secured creditor that drawing under any Letter of Credit is given by the Agent at or before 12:00 noon on any Business Day, each Lender shall either make a Securities Intermediary under such Articles 8 and 9.Base Rate Refunding Loan or fund the purchase of its Participation as specified above in the

Advances. If(i) An Authorized Representative shall give the Lender (A) at least three (3) Business Days' irrevocable telephonic notice of each Revolving Loan that is a Eurodollar Rate Loan (whether representing an additional borrowing hereunder or the conversion of borrowing hereunder from Base Rate Loans to Eurodollar Rate Loans) prior to 10:00 A.M. Eastern Time and (B) irrevocable written notice of each Revolving Loan that is a Base Rate Loan (whether representing an additional borrowing hereunder or the conversion of borrowing hereunder from Eurodollar Rate Loans to Base Rate Loans) prior to 10:00 A.M. Eastern Time on the day of such proposed Revolving Loan. Each such telephonic notice, for any reason which shall be effective upon receipt by the Lender, shall specify the amount of the borrowing, the type of Revolving Loan (Base Rate or Eurodollar Rate), the date of borrowing and, if a Eurodollar Rate Loan, the Interest Period to be used in the conduct computation of its safekeeping duties pursuant interest. The Authorized Representative shall provide the Lender written confirmation of each such telephonic notice no later than 11:00 A.M. Eastern Time on the same day received by telefacsimile transmission in the form of a Borrowing Notice for additional Advances, or in the form of an Interest Rate Selection Notice for the selection or conversion of interest rates for outstanding Revolving Credit Loans, in each case with appropriate insertions, but failure to Section 5 hereof or its administration provide such confirmation shall not affect the validity of such telephonic notice. The amount of any Advance shall, subject to the terms and conditions of this Agreement, be made available to the Borrower by delivery of the Fundproceeds thereof to the Borrower's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement Account or otherwise for benefit of the Fund (whether or not any Principal or Agency Account as shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance directed in the applicable Series Agency or Principal Account and to dispose Borrowing Notice by the Authorized Representative not later than 3:00 P.M., Eastern Time on the day so received. (ii) The duration of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, initial Interest Period for each Revolving Loan that is a Eurodollar Rate Loan shall be as specified in the initial Borrowing Notice for such Advance in fullLoan. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian Borrower shall have the rights option to elect the duration of subsequent Interest Periods and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9.to convert the Loans in accordance with

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), the Fund hereby does: 7.6.1 acknowledge that the Fund shall have no right or title to any Investments purchased with such Advance save a right to receive such Investments upon: (a) the debit of the Principal or Agency Account; or, (b) if such debit would produce an overdraft in such account, other reimbursement of the associated Advance; 7.6.2 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) the Fund's Investments, as security for such Advance, such security interest in an amount not to be effective only as long as such exceed the amount of the Advance remain outstandingtogether with any fees, charges and other reasonable costs associated therewith; and, 7.6.2 7.6.3 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such all Investments under Applicable Law. The Custodian shall promptly notify Law in an amount not to exceed the Fund amount of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loansAdvance. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign the security interest and any other rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series any Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets financial assets credited to Securities Accounts securities accounts under Articles 8 and 9 of the UCCUniform Commercial Code (1997). Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary securities intermediary under such Articles 8 and 9.

Advances. If, for (a) Lenders shall have no obligation to make any reason in Advance after the conduct of its safekeeping duties pursuant to Section 5 hereof Effective Date unless the following conditions precedent shall have been satisfied before or its administration concurrently with the date of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit making of the Fund applicable Advance: (whether or not any Principal or Agency Account i) Administrative Agent shall have received evidence acceptable to Administrative Agent that Mezzanine Lender has determined (provided, however, that after a Mezzanine Loan Enforcement Action, such determination shall be overdrawn either duringmade by Administrative Agent) that the condition set forth in Section 3.4(a)(iii) of the Mezzanine Loan Agreement (as the same exists as of the date hereof) has been satisfied (and not waived) and that the Mezzanine Lender will, simultaneously with the making of the applicable Advance being made hereunder, make a Mezzanine Advance in an amount equal to the Mezzanine Loan Share of the overall TI/LC Expenses that are the subject of the applicable Advance being made hereunder; (ii) no Default, or at Potential Default that could have a Material Adverse Effect, of which Administrative Agent shall have given Borrower notice, shall exist as of the end of, any Business Daydate of the making of such Advance that will not be cured by the funding of the applicable Advance or would not be existing immediately after giving effect thereto; (iii) the Lease in connection with which Borrower has requested an Advance satisfies the Minimum Leasing Guidelines (as reasonably determined by Administrative Agent upon review of such Lease), Fund hereby does:; 7.6.1 grant (iv) either (1) the amount of TI/LC Expenses for the applicable Lease does not exceed the TI/LC Budgeted Amount applicable to such Lease or (2) Borrower has either (X) funded from equity prior to the Custodian a continuing security interest applicable Advance or (Y) provided reasonably satisfactory evidence to Administrative Agent that Borrower will simultaneously fund from equity, an amount equal to the difference between the actual amount of TI/LC Expenses incurred in certain Investments (as mutually agreed from time to time) as security for connection with such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances Lease and the time at applicable TI/LC Budgeted Amount applicable to such Lease (which such Advances must be repaid. Such Advances shall be deemed to be the amount requested by the applicable Request for Advance; and (v) Administrative Agent shall have received a loan payable on demandRequest for Advance from Borrower, bearing interest in accordance with Section 2.17 hereof, accompanied by the following items (which items shall be in the form and substance reasonably satisfactory to Administrative Agent): (A) if with respect to tenant improvements being performed by Borrower, as landlord under the applicable Lease, or any work performed by Borrower at the rate customarily charged request of a tenant under a Lease (collectively, “Borrower TI Work”): (1) an officer’s certificate of Borrower (A) certifying that the TI/LC Expenses or any portion thereof which are subject of the requested advance and described in this Section 3.4(a)(v)(A) have been, or with the proceeds of such disbursement will be, completed in a good and workmanlike manner and in accordance in all material respects with all Applicable Law and the applicable Lease and (B) stating that each Person performing work in connection with the TI/LC Expenses for which such request has been made or, upon receipt of the requested disbursement, will be paid in full (subject to retainage) with respect to the portion of the TI/LC Expenses which is subject to the requested disbursement (provided, however, that if such tenant improvements and/or work are not Borrower TI Work, then Borrower shall not be required to provide the items in this clause (1), but instead shall be required to provide (x) an officer’s certificate of Borrower stating that, to its knowledge, the tenant improvements and/or work being performed comply in all material respects with the terms of the applicable Lease and (y) any lien waivers or other documentation in connection with such tenant improvements and/or work that such tenant is required to provide to Borrower (and actually provides to Borrower) under the applicable Lease); and (2) such other evidence as Administrative Agent shall reasonably request that the TI/LC Expenses which are the subject of the requested disbursement have been (or with such disbursement, will be) completed and paid for; or (B) if with respect to leasing commissions (1) an officer’s certificate of Borrower certifying that such leasing commissions are due and payable, or have been paid, and (2) such other evidence as Administrative Agent shall reasonably request. (b) Notwithstanding anything to the contrary in this Agreement, any request for an Advance made by Borrower to Administrative Agent under this Section 3.4 shall be revocable by Borrower by written notice to Administrative Agent not less than three (3) Business Days prior to the Custodian on similar loans. Neither date of the Custodian nor any Subcustodian requested Advance, but Borrower shall be obligated to advance monies to the Fundpay all reasonable out-of-pocket costs, fees and expenses (including, but not limited to, reasonable attorneys’ fees and disbursements) actually incurred by Administrative Agent in the event that connection with actions taken as a result of such Advance occurs, any transaction giving rise to an Advance shall be request for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9Advance.

Advances. IfIf the Mortgagor fails to pay, subject to any right hereunder to contest, any claim, lien, or encumbrance (other than Permitted Encumbrances), or, prior to delinquency, any tax or assessment, or, when due, any insurance premium, or to keep the Mortgaged Property in repair, or shall commit or permit waste, or if there shall be commenced any action or proceeding affecting the Mortgagee Property or the title thereto, or the interest of the Trustee therein, including, but not limited to, eminent domain and bankruptcy or reorganization proceedings, then the Trustee, at its option, may pay said claim, lien, encumbrance, tax, assessment or premium, with right of subrogation thereunder, may make such repairs and take such steps as it deems advisable to prevent or cure such waste, and may appear in any such action or proceeding and retain counsel therein, and take such action therein as the Trustee deems advisable, and for any reason of said purposes the Trustee may advance such sums of money, including all costs, reasonable attorneys' fees and other items of expense as it deems necessary. The Mortgagor shall pay to the Trustee all sums of money so advanced by the Trustee together with interest on each such advance at two percent (2%) in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration excess of the Fund's assets pursuant Prime Rate, and the repayment of such advances shall be secured hereby. In making any payment or securing any performance relating to Section 6 hereofany obligation of the Mortgagor under this Mortgage, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either duringTrustee, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as so long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest it acts in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may begood faith, shall be entitled to utilize the available cash balance in sole judge of the applicable Series Agency or Principal Account legality, validity and to dispose amount of any agreed upon Investments to the extent lien or encumbrance and of all other matters necessary to recover payment be determined in satisfaction thereof. No such action of all principal of, and interest on, such Advance in fullthe Trustee shall ever be considered as a waiver of any right accruing to it hereunder. The Custodian Trustee shall not ever be held accountable for any delay in making any such payment, which delay may assign result in any rights it has hereunder to a Subcustodian additional interest, costs, charges or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9expenses.

Advances. If, for any reason in (a) On the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereofterms and conditions hereinafter set forth, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit Borrower may, by delivery of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant a Funding Request to the Custodian a continuing security interest in certain Investments (as mutually agreed Administrative Agent and each Managing Agent, from time to time on any Business Day during the Revolving Period, at its option, request that the Lenders make Advances to it (including, in the case of the Swingline Lender, any Swingline Advances) in an amount which, at any time, shall not exceed the Availability in effect on the related Funding Date. Such Funding Request shall be delivered not later than 11:00 a.m. (New York City time) as security for on the requested Funding Date; provided, however that notwithstanding anything contained herein to the contrary, no more than two Advances may be made in a calendar week. Upon receipt of such AdvanceFunding Request, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian Administrative Agent (or, if applicable, each Managing Agent) shall promptly notify forward such Funding Request to the Fund of any Lenders (or if applicable, each Managing Agent shall promptly forward such Advances Funding Request to the Lenders in its Lender Group), and the time at which such Advances must applicable portion of the Advance will be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged made by the Custodian on similar loansLenders in accordance with their Pro‑Rata Shares. Neither Notwithstanding anything contained in this Section 2.1 or elsewhere in this Agreement to the Custodian nor any Subcustodian contrary, no Lender shall be obligated to advance monies make any Advance in an amount that would result in the aggregate Advances then funded by such Lender exceeding its Commitment then in effect. The obligation of each Lender to remit its Pro‑Rata Share of any such Advance allocated to its Lender Group shall be several from that of each other Lender, and the failure of any Lender to so make such amount available to the FundBorrower shall not relieve any other Lender of its obligation hereunder. Each Advance to be made hereunder shall be made ratably among the Lender Groups in accordance with their Group Advance Limits. For the avoidance of doubt, each ▇▇▇▇▇▇’s obligation to refund Swingline Advances pursuant to Section 2.2(f) shall constitute usage of its Commitment. (b) The Borrower may, no later than ninety (90) days prior to the date which is two years after the Restatement Effective Date and each anniversary thereafter, by written notice to the Administrative Agent, make written requests for the Lenders to extend the Commitment Termination Date. The Administrative Agent will give prompt notice to each Managing Agent of its receipt of such request, and each Managing Agent shall give prompt notice to each of the Lenders in its related Lender Group of its receipt of such request for extension of the Commitment Termination Date. Each Lender shall make a determination, in its sole discretion and after a full credit review, not less than sixty (60) days prior to the applicable anniversary of the Restatement Effective Date as to whether or not it will agree to extend the Commitment Termination Date; provided, however, that the failure of any Lender to make a timely response to the Borrower’s request for extension of the Commitment Termination Date shall be deemed to constitute a refusal by such Lender to extend the Commitment Termination Date. In the event that at least one ▇▇▇▇▇▇ agrees to extend the Commitment Termination Date, the Borrower, the Administrative Agent and the extending Lenders shall enter into such documents as the Administrative Agent and such extending Lenders and may deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by such Lenders and the Administrative Agent (including reasonable attorneys’ fees) shall be paid by the Borrower. In the event that any Lender declines the request to extend the Commitment Termination Date (each such Lender being referred to herein, from and after their then current Commitment Termination Date as a “Non‑Renewing Lender”), and the Commitment of such Non‑Renewing Lender is not assigned to another Person in accordance with the terms of Article XI prior to the then current Commitment Termination Date, (i) the Facility Amount shall be reduced by an amount equal to each such Non‑Renewing Lender’s Commitment on the then current Commitment Termination Date, and (ii) the Group Advance Limits of the applicable Lender Groups shall be reduced by an amount equal to the applicable Non‑Renewing Lender’s Commitment on the then current Commitment Termination Date. Notwithstanding the foregoing, the Borrower may elect to withdraw its request to extend the Commitment Termination Date in the event that such Advance occurs, the effective Facility Amount following any transaction giving rise to an Advance shall Commitment Termination Date extension would be for less than the account and risk of Facility Amount in effect on the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder Commitment Termination Date prior to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9extension.

Advances. IfAny Servicing Advances made with respect to a Mortgage Loan shall be recoverable by the Servicer only from recoveries on such Mortgage Loan. (b) The Servicer may at its option purchase from the Trust any Mortgage Loan which is 90 days or more Delinquent and which the Servicer determines in good faith will otherwise become subject to foreclosure proceedings at a price equal to the Purchase Price (evidence of such determination to be delivered in writing to the Trustee, the Seller [AND THE CERTIFICATE INSURER] prior to purchase). The Purchase Price for any reason Mortgage Loan purchased hereunder shall be deposited into the Collection Account and the Trustee, upon (i) receipt of an Officer's Certificate of the Servicer as to the making of such deposit and (ii) confirmation that such deposit has been made, shall release or cause to be released to the Servicer the related Mortgage File and shall execute and deliver such instruments of transfer or assignment as are furnished by the Servicer, in each case without recourse, as shall be necessary to vest in the conduct Servicer title to any Mortgage Loan released pursuant hereto, and the Trustee shall have no further responsibility or liability (except as to its own acts) with regard to such Mortgage Loan. (c) Unless otherwise required pursuant to the Mortgage Note, any Property Insurance Proceeds or Liquidation Proceeds received with respect to a Mortgage Loan or REO Property (other than received in connection with a purchase by the Class R Certificateholders of its safekeeping duties all the Mortgage Loans and REO Properties in the Trust Estate pursuant to Section 5 hereof or its administration 10.01) will be allocated in the following order of priority, in each case to the Fund's assets pursuant extent of available funds: first, to Section 6 hereof, reimburse the Custodian Servicer or any Subcustodian advances monies to facilitate settlement Sub-Servicer for any related unreimbursed Servicing Advances, and any related unreimbursed Delinquency Advances theretofore funded by the Servicer or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either duringSub-Servicer from its own funds, or at the end ofin each case, any Business Day), Fund hereby does: 7.6.1 grant with respect to the Custodian a continuing security interest in certain Investments (as mutually agreed from time related Mortgage Loan; second, to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereonon the Mortgage Loan, at the Custodian Mortgage Loan Rate (or its assigneeat such lesser rate as may be in effect for such Mortgage 88 97 Loan pursuant to application of the Civil Relief Act) on the Loan Balance of such Mortgage Loan, to the date of the Final Recovery Determination if one has been made, or to the Due Date in the Due Period prior to the Distribution Date on which such amounts are to be distributed if a Final Recovery Determination has not been made, minus any accrued and unpaid Servicing Fees with respect to such Mortgage Loan, to be distributed to the Pool I, Pool II, Pool III or Pool IV Certificateholders, as the case may be; third, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. AccordinglyLoan Balance of the Mortgage Loan outstanding immediately prior to the receipt of such proceeds, as a recovery of principal of the Custodian related Mortgage Loan, to be distributed to the Pool I, Pool II, Pool III or Pool IV Certificateholders, as the case may be; and fourth, to any prepayment or late payment charges or penalty interest payable in connection with the receipt of such proceeds and to all other fees and charges due and payable with respect to such Mortgage Loan. (d) The Servicer shall have deliver to the rights Trustee[, THE CERTIFICATE INSURER] and benefits the Seller on each Deposit Date a Liquidation Report in the form annexed as Exhibit G hereto as well as an electromagnetic tape in computer readable format (along with the Officer's Certificate referenced in the definition of Final Recovery Determination) with respect to each Mortgage Loan as to which the Servicer made a secured creditor that is a Securities Intermediary under such Articles 8 and 9Final Recovery Determination during the related Due Period.

Advances. If, for any reason in the proper conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), the Fund hereby does: 7.6.1 acknowledge that the Fund shall have no right or title to any Investments purchased with such Advance save a right to receive such Investments upon: (a) the debit of the Principal or Agency Account; or, (b) if such debit would produce an overdraft in such account, other reimbursement of the associated Advance; 7.6.2 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstandingall Investments; and, 7.6.2 7.6.3 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such all Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign the security interest and any other rights granted to the Custodian hereunder to such Subcustodian or other personSubcustodian. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series any Agency or Principal Account and (to the extent that cash is insufficient) to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder under this Section to a Subcustodian or third partySubcustodian. Any security interest in Investments taken hereunder shall be treated as Financial Assets financial assets credited to Securities Accounts securities accounts under Articles 8 and 9 of the UCCUniform Commercial Code (1997). Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary securities intermediary under such Articles 8 and 9.

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, during or at the end of, of any Business Day), the Fund hereby does: 7.6.1 7.6.1. acknowledge that the Fund shall have no right or title to any Investments purchased with such Advance save a right to receive such Investments upon: (a) the debit of the Principal or Agency Account; or, (b) if such debit would produce an overdraft in such account, other reimbursement of the associated Advance; 7.6.2. grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstandingspecified Investments; and, 7.6.2 7.6.3. agree that the Custodian may secure the resulting Advance by perfecting a security interest in such specified Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign the security interest and any other rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series any Agency or Principal Account and to dispose of any agreed upon the specified Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets financial assets credited to Securities Accounts securities accounts under Articles 8 and 9 of the UCCUniform Commercial Code (1997). Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary securities intermediary under such Articles 8 and 9.

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9.. 38362-4 5/24/2017

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, during or at the end of, of any Business Day), the Fund hereby does: 7.6.1 acknowledge that the Fund shall have no right or title to any Investments purchased with such Advance save a right to receive such Investments upon: (a) the debit of the Principal or Agency Account; or, (b) if such debit would produce an overdraft in such account, other reimbursement of the associated Advance; 7.6.2 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstandingspecified Investments; and, 7.6.2 7.6.3 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such specified Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign the security interest and any other rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series any Agency or Principal Account and to dispose of any agreed upon the specified Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets financial assets credited to Securities Accounts securities accounts under Articles 8 and 9 of the UCCUniform Commercial Code (1997). Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary securities intermediary under such Articles 8 and 9.

Advances. IfThis Mortgage shall secure any and all present or future advances and readvances under the Reimbursement Agreement and the other Loan Documents made by Mortgagee to or for the benefit of Mortgagor or the Mortgaged Premises, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration including, without limitation: (i) principal, interest, late charges, fees and other amounts due under each of the Fund's assets pursuant other Loan Documents or this Mortgage; (ii) all advances by Mortgagee to Section 6 Mortgagor or any other person to pay costs of erection, construction, alteration, repair, restoration, maintenance and completion of any improvements on the Mortgaged Premises; (iii) all advances made or costs incurred by Mortgagee for the payment of real estate taxes, assessments or other governmental charges, maintenance charges, insurance premiums, appraisal charges, environmental inspection, audit, testing or compliance costs, and costs incurred by Mortgagee for the enforcement and protection of the Mortgaged Premises or the lien of this Mortgage; and (iv) all legal fees, costs and other expenses incurred by Mortgagee by reason of any default or otherwise in connection with the Liabilities. Mortgagor agrees that if, at any time during the term of this Mortgage or following a foreclosure hereof, the Custodian Mortgagor fails to perform or observe any Subcustodian advances monies to facilitate settlement covenant or otherwise for benefit obligation under this Mortgage including, without limitation, payment of any of the Fund foregoing, Mortgagee may (whether but shall not be obligated to) take such steps as are reasonably necessary to remedy any such nonperformance or not any Principal or Agency Account nonobservance and provide payment thereof. All amounts advanced by Mortgagee shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant added to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance amount secured by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances this Mortgage and the time at which such Advances must be repaid. Such Advances other Loan Documents evidencing collateral security, and shall be deemed a loan due and payable on demand, bearing together with interest at three percent (3%) per annum above the rate customarily charged by of interest then in effect under the Custodian on similar loans. Neither Reimbursement Agreement, such interest to be calculated from the Custodian nor any Subcustodian shall be obligated to date of such advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk date of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and riskrepayment thereof. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken Mortgagor's obligations hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 continuing and 9 shall survive notwithstanding a foreclosure of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9this Mortgage.

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's ’s assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), the Fund hereby does: 7.6.1 7.6.1. acknowledge that the Fund shall have no right or title to any Investments purchased with such Advance save a right to receive such Investments upon: (a) the debit of the Principal or Agency Account or (b), if such debit would produce an overdraft in such account, other reimbursement of the associated Advance; 7.6.2. grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstandingall Investments; and, 7.6.2 7.6.3. agree that the Custodian may secure the resulting Advance by perfecting a security interest in such all Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign the security interest and any or rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series any Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in fullMI. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets financial assets credited to Securities Accounts securities accounts under Articles 8 and 9 of the UCCUniform Commercial Code (1997). Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary securities intermediary under such Articles 8 and 9.

Advances. If(i) An Authorized Representative shall give the Lender (1) at least three (3) Business Days' irrevocable written notice by telefacsimile transmission of a Borrowing Notice or Interest Rate Selection Notice (as applicable) with appropriate insertions, for any reason effective upon receipt, of each Loan that is a Eurodollar Rate Loan (whether representing an additional borrowing hereunder or the conversion of a borrowing hereunder from Base Rate Loans to Eurodollar Rate Loans) prior to 10:30 A.M. and (2) irrevocable written notice by telefacsimile transmission of a Borrowing Notice or Interest Rate Selection Notice (as applicable) with appropriate insertions, effective upon receipt, of each Loan (other than Base Rate Refunding Loans to the extent the same are effected without notice pursuant to SECTION 2.1(C)(IV)) that is a Base Rate Loan (whether representing an additional borrowing hereunder or the conversion of borrowing hereunder from Eurodollar Rate Loans to Base Rate Loans) prior to 10:30 A.M. on the day of such proposed Loan. Each such notice shall specify the amount of the borrowing, the type of Loan (Base Rate or Eurodollar Rate), the date of borrowing and, if a Eurodollar Rate Loan, the Interest Period to be used in the conduct computation of its safekeeping duties interest. (ii) Not later than 2:00 P.M. on the date specified for each borrowing under this SECTION 2.1, the Lender shall, pursuant to Section 5 hereof or its administration the terms and subject to the conditions of this Agreement, make the amount of the Fund's assets pursuant Advance or Advances available to Section 6 hereof, the Custodian or any Subcustodian advances monies Borrowers by delivery of the proceeds thereof to facilitate settlement the Borrowers' Account or otherwise for benefit as shall be directed in the applicable Borrowing Notice by the Authorized Representative and reasonably acceptable to the Lender. (iii) The Borrowers shall have the option to elect the duration of the Fund (whether or not initial and any Principal or Agency Account shall subsequent Interest Periods and to Convert the Loans in accordance with SECTION 2.7. Eurodollar Rate Loans and Base Rate Loans may be overdrawn either during, or outstanding at the end ofsame time, any Business Day)PROVIDED, Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such AdvanceHOWEVER, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and there shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or outstanding at any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9.one time Eurodollar Rate Loans having more than five (5)

Advances. IfLender agrees that it will, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant subject to the Custodian a continuing security interest in certain Investments (as mutually agreed terms and provisions of this Agreement, make Advances to Borrower and its Subsidiaries from time to time) as security for time during the term commencing on the date hereof to and including the Business Day immediately preceding the Termination Date in an aggregate principal amount not exceeding the sum of $50,000,000.00, provided, that the aggregate indebtedness due and owing pursuant to all of the Advances and all of the Notes evidencing such Advances shall not, at any time during the term of this Agreement, exceed the sum of $50,000,000.00. Borrower and its Subsidiaries may, subject to the limitations set forth above, borrow, repay and reborrow under this Facility. Each Advance made by the Lender to Borrower or a Subsidiary shall be further evidenced by a Note executed by Borrower or the respective Subsidiary contemporaneously with each Advance, such security payable to the order of the Lender, in the principal amount of the Advance it evidences. Each Note shall be dated as of the date of the Advance it evidences. Records maintained by Lender shall be conclusive evidence, absent manifest error, of the amount of the Advances made by Lender to Borrower and each Subsidiary, and the interest and principal payments thereon. Any failure to so record, or any error in recordation, shall not, however, limit or otherwise affect the obligation of Borrower or the respective Subsidiary under the Loan Documents to pay any amount owing pursuant to the respective Obligation. All payments of principal, interest, and other amounts required to be effective only paid by Borrower or a Subsidiary pursuant to this Facility shall be paid to Lender at its principal office in Omaha, Nebraska in funds which are or will be available for immediate use by Lender by 12:00 Noon, Omaha, Nebraska time on the date on which the same are due, without setoff, deduction, or counterclaim. If any payment required to be paid pursuant to this Facility shall be due on a day that is not a Business Day, such payment may be made on the next succeeding Business Day, and such extension of time shall be included in the computation of interest and fees, as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Lawapplicable. The Custodian shall promptly notify the Fund of any such Advances and the Payments made after 12:00 Noon, Omaha, Nebraska time at which such Advances must be repaid. Such Advances shall be deemed a loan payable made on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9next Business Day.

Advances. IfIf the Mortgagors fail to pay, subject to any right hereunder to contest, any claim, lien, or encumbrance (other than Permitted Encumbrances), or, prior to delinquency, any tax or assessment, or, when due, any insurance premium, or to keep the Mortgaged Property in repair, or shall commit or permit waste, or if there shall be commenced any action or proceeding affecting the Mortgaged Property or the title thereto, or the interest of the Mortgagee therein, including, but not limited to, eminent domain and bankruptcy or reorganization proceedings, then the Mortgagee, at its option, may pay said claim, lien, encumbrance, tax assessment or premium, with right of subrogation thereunder, may make such repairs and take such steps as it deems advisable to prevent or cure such waste, and may appear in any such action or proceeding and retain counsel therein, and take such action therein as the Mortgagee deems advisable, and for any reason of said purposes the Mortgagee may advance such sums of money, including all costs, reasonable attorneys' fees and other items of expense as it deems necessary. The Mortgagors shall pay to the Mortgagee all sums of money so advanced by the Mortgagee together with interest on each such advance at two percent (2%) in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration excess of the Fund's assets pursuant Prime Rate, and the repayment of such advances shall be secured hereby. In making any payment or securing any performance relating to Section 6 hereofany obligation of the Mortgagors under the Mortgage, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either duringMortgagee, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as so long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest it acts in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may begood faith, shall be entitled to utilize the available cash balance in sole judge of the applicable Series Agency or Principal Account legality, validity and to dispose amount of any agreed upon Investments to the extent lien or encumbrance and of all other matters necessary to recover payment be determined in satisfaction thereof. No such action of all principal of, and interest on, such Advance in fullthe Mortgagee shall ever be considered as a waiver of any right accruing to it hereunder. The Custodian Mortgagee shall not ever be held accountable for any delay in making any such payment, which delay may assign result in any rights it has hereunder to a Subcustodian additional interest, costs, charges or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9expenses.

Advances. If‌ Upon the Mortgagor’s failure to comply with the preceding covenants and agreements, the payment of prior liens, liens on a parity with this Mortgage, taxes, assessments and charges, and maintenance of insurance and repairs as required by the Agreement and this Mortgage, the Mortgagee, without prejudice to any rights given herein may make advances to perform the same on behalf of the Mortgagor and, in furtherance thereof, the Mortgagee may: place or cause the Mortgaged Property to be placed in good condition, repair and working order; pay, settle or contest any such taxes, liabilities, charges and assessments; redeem the Mortgaged Property from any sale or forfeiture for any reason tax or assessment; purchase any tax title obtained or that shall be obtained thereon; pay any judgments based on such tax or assessment; pay, settle or contest any unpermitted lien on the Mortgaged Property and procure such insurance as may be necessary to comply with the provisions of this Mortgage and the Agreement. The Mortgagor hereby agrees to repay all sums so advanced, on demand, with interest thereon, to the extent permitted by law, from the date advanced until paid at the Repayment Rate, and all sums so advanced with interest as aforesaid until paid by the Mortgagor shall be immediately due and payable and be added to and become a part of any indebtedness or obligation secured hereby in such manner or order as the conduct of its safekeeping duties pursuant to Section 5 hereof Mortgagee may desire or its administration of determine, having the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either duringlien hereby created as a part thereof, or at the end ofand of its priority, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for but no such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances advances shall be deemed a loan payable on demandto relieve the Mortgagor from any default hereunder or impair any right or remedy consequent thereon, bearing interest at and the rate customarily charged by exercise of the Custodian on similar loans. Neither the Custodian nor any Subcustodian rights to make advances granted in this Section shall be obligated to advance monies optional with the Mortgagee and not obligatory, and the Mortgagee shall not in any case be liable to the Fund, and in the event that Mortgagor for failure to exercise any such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9right.

Advances. If(a) Upon Borrower's execution of this Agreement and compliance with its terms and subject to Bank's confirmation that Bank has a first priority security interest in the Col lateral, Bank shall notify Borrower that Borrower may request Advances pursuant to the Loan Commitment. Bank shall make such Advances into the DDA Account for the sole purpose of honoring requests from Borrower, made through the ACTS System, for ACH transfers to suppliers of Merchandise in payment of Approved Invoices. Borrower shall not use the DDA Account for any reason in the conduct other purpose. The maximum principal amount of its safekeeping duties Advances at any time outstanding pursuant to Section 5 hereof or its administration this Agreement shall not exceed ____________________ ($ ___________) (the "Loan Commitment"). (b) On a daily basis, Borrower shall submit purchase order requests for Merchandise to Aaro▇. ▇▇ the event that the purchase order is authorized pursuant to the Franchise Agreement, Aaro▇ ▇▇▇l prepare the purchase order and submit the same to the appropriate supplier requested by Borrower. The supplier will be instructed to ship all Merchandise directly to Borrower and Borrower will be responsible for (i) inspecting all Merchandise and resolving all disputes regarding the Merchandise with such supplier and (ii) paying all freight and other shipping and/or insurance charges arising in connection therewith with funds other than Loan Proceeds. The supplier will invoice Borrower for such Merchandise in accordance with normal industry practice. When Borrower wishes to pay such invoice, Borrower, subject to availability of the Fund's assets pursuant Loan Commitment, shall pay such invoice by directing the Bank, through the ACTS System, to Section 6 hereofpay such invoice by means of an ACH transfer from its DDA Account. Any directions for ACH transfers correctly inputted into the ACTS System prior to 12:00 Midnight (Atlanta, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, Georgia time) on any Business Day, shall be paid by the Bank no later than the third Business Day thereafter, unless Borrower is otherwise notified by Aaro▇ ▇▇ the Bank. (c) Upon receipt of the request for an ACH transfer, (provided that such request relates to an Approved Invoice), Fund hereby does: 7.6.1 grant the Bank shall honor such request by making an Advance pursuant to the Custodian a continuing security interest Loan Commitment in certain Investments (as mutually agreed from time to time) as security for the amount of such Advance, request into the Borrower's DDA Account and automatically forwarding such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies amount to the Fund, and supplier by means of an ACH transfer in accordance with the instructions of Borrower. In the event that a request for an ACH transfer is presented for payment and Borrower's availability pursuant to the Loan Commitment is insufficient to honor such Advance occursrequest, any transaction giving rise to the Bank may, but shall have no obligation to, make such overadvance, which shall be an Advance for all purposes hereunder, but shall be due and payable upon demand. At the end of each calendar month, Bank shall provide Borrower with a monthly DDA Account statement in the form customarily used by Bank for its commercial customers and a loan account statement. (d) On the account last day of each calendar month, Bank shall determine the aggregate amount of Advances made to Borrower during such month and risk shall subtract therefrom payments received by Bank from Borrower with respect to Asset Dispositions since the cut-off date of the Fund last statement of Borrower. The remaining principal amount of Advances made to Borrower during the month shall be amortized into eighteen (18) equal payments of principal due and payable on the next succeeding Payment Dates. On the 10th day of each calendar month, Bank shall not mail to Borrower a bill ▇▇▇ting forth the total amount of principal and interest due on the next Payment Date which bill ▇▇▇ll be deemed to be a transaction undertaken considered correct, and accepted by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other personconclusively binding upon Borrower, the Custodian may assign any rights granted unless Borrower notifies Bank to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance contrary within thirty (30) days after Bank's sending of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9said bill ▇▇ Borrower.

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 14 15 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), the Fund hereby does: 7.6.1 acknowledge that the Fund shall have no right or title to any Investments purchased with such Advance save a right to receive such Investments upon: (a) the debit of the Principal or Agency Account; or, (b) if such debit would produce an overdraft in such account, other reimbursement of the associated Advance; 7.6.2 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for the extent of such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 7.6.3 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such all Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign the security interest and any other rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due or within 24 hours of receipt of a demand notice requesting payment of the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize utilize, upon prior notice to the Fund, the available cash balance in the applicable Series any Agency or Principal Account and to dispose of any agreed upon Investments Property to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets financial assets credited to Securities Accounts securities accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9.of

Advances. IfOn failure of Grantor to perform any of the covenants and agreements applicable thereto contained herein (beyond the applicable notice and cure period, for any reason if any), the Grantee may upon notice to Grantor, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Grantee may reasonably deem advisable in the conduct performance thereof, including the payment of its safekeeping duties pursuant any insurance premiums, the payment of any taxes, a payment to Section 5 obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures that the Grantee may make for the protection of the security hereof or its administration that the Grantee may be compelled to make by operation of applicable law. All such reasonable, out-of-pocket sums and amounts so expended shall be repayable by the Grantor promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and, if not paid within ten (10) Business Days after such notice and demand, shall thereafter bear interest at a default rate of interest (as described in the Deed of Trust). No such performance of any covenant or agreement by the Grantee on behalf of Grantor, and no such advance or expenditure therefor, shall relieve the Grantor of any Event of Default. The Grantee may make any payment hereby authorized in accordance with any bill, statement or estimate procured from the appropriate public office or holder of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest claim to be effective only as long as discharged without inquiry into the accuracy of such Advance remain outstanding; and, 7.6.2 agree that bill, statement or estimate or into the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund validity of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demandtax assessment, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fundsale, and in the event that such Advance occursforfeiture, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian tax lien, title or any other personclaim, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments except to the extent necessary to recover such payment of all principal ofor Lien has been bonded or for which funds have been escrowed by Grantor or its Subsidiary, or which is being contested in good faith by Grantor or its Subsidiary in appropriate proceedings and interest on, such Advance against which adequate reserves are being maintained in full. The Custodian may assign any rights it has hereunder to a Subcustodian accordance with GAAP or third party. Any security interest in Investments taken hereunder shall be treated IFRS (as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9applicable).

Advances. If5.1 Borrower may borrow, for any reason repay, and reborrow under this Note subject to the terms, conditions, and limits set forth herein and in the conduct Loan Agreement, including without limitation, the Maximum Amount restriction set forth therein. ▇▇▇▇▇▇ is authorized to record in its books and records the date and amount of each advance and payment hereunder, and other information related thereto, which books and records will constitute prima facie evidence of the accuracy of the information so recorded; provided, however, that failure of Lender to record, or any error in recording, any such information will not relieve Borrower of any of its safekeeping duties pursuant to Section 5 hereof obligations under this Note or its administration any of the Fund's assets pursuant other Loan Documents. Notwithstanding the foregoing, Lender will not make any advance under this Note which would cause the outstanding principal balance under this Note to Section 6 hereof, exceed the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise Maximum Amount. 5.2 Any request by Borrower for benefit of a Prime Rate Loan must be received by ▇▇▇▇▇▇ not later than 3:00 p.m. (Cincinnati time) on the Fund proposed borrowing date (whether or not any Principal or Agency Account shall which must be overdrawn either during, or at the end of, any a Business Day). Each request for an advance under this Note will be irrevocable by Borrower. Lender will have no liability in acting upon any request that ▇▇▇▇▇▇ believes in good faith to have been given on behalf of ▇▇▇▇▇▇▇▇ and will have no duty to verify the authenticity of the signature(s) appearing on any written request and no duty to verify the identity of any person making any telephonic request Any disbursement of funds pursuant to a telephonic or written request for an advance under this Note will be subject to all of the terms and conditions of the Loan Agreement. Upon the making of any request for an advance, Fund hereby does: 7.6.1 grant Borrower will be deemed to have made all of the representations and warranties set forth in the Loan Agreement on and as of the date of such request except for those representations and warranties which were made specific to the Custodian a continuing security interest in certain Investments (as mutually agreed effective date of the Loan Agreement. 5.3 Lender hereby is authorized, at any time and from time to time) as security , to make an advance under this Note for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund payment on behalf of Borrower of any principal, interest or other sums due under this Note or any of the other Loan Documents, and each such Advances advance will constitute a Prime Rate Loan hereunder. Notwithstanding the foregoing, Lender is not obligated to make any such advance. 5.4 Each request for an advance under this Note will be subject to all of the terms and conditions of this Note and the time at which such Advances must be repaidLoan Agreement. Such Advances shall be deemed a loan payable on demandWithout limiting the generality of the foregoing, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor ▇▇▇▇▇▇ will have no duty to make any Subcustodian shall be obligated to advance monies hereunder if insufficient funds remain available pursuant to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian Total Facility or any other person, the Custodian may assign maximum amount limitations set forth herein or in any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9Loan Documents.

Advances. IfIf the Mortgagor fails to pay, subject to any right hereunder to contest, any claim, lien or encumbrance (other than Permitted Encumbrances), or, prior to delinquency, any tax or assessment, or, when due, any insurance premium, or to keep the Mortgaged Property in repair, or shall commit or permit waste, or if there shall be commenced any action or proceeding affecting the Mortgagee Property or the title thereto, or the interest of the Trustee therein, including, but not limited to, eminent domain and bankruptcy or reorganization proceedings, then the Trustee, at its option, may pay said claim, lien, encumbrance, tax, assessment or premium, with right of subrogation thereunder, may make repairs and take such steps as it deems advisable to prevent or cure such waste, and may appear in any such action or proceeding and retain counsel therein, and take such action therein as the Trustee deems advisable, and for any reason of said purposes the Trustee may advance such sums of money, including all costs, reasonable attorneys' fees and other items of expense as it deems necessary. The Mortgagor shall pay to the Trustee all sums of money so advanced by the Trustee together with interest on each such advance at two percent (2%) in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration excess of the Fund's assets pursuant Prime Rate, and the repayment of such advances shall be secured hereby. In making any payment or securing any performance relating to Section 6 hereofany obligation of the Mortgagor under this Mortgage, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either duringTrustee, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as so long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest it acts in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may begood faith, shall be entitled to utilize the available cash balance in sole judge of the applicable Series Agency or Principal Account legality, validity and to dispose amount of any agreed upon Investments to the extent lien or encumbrance and of all other matters necessary to recover payment be determined in satisfaction thereof. No such action of all principal of, and interest on, such Advance in fullthe Trustee shall ever be considered as a waiver of any right accruing to it hereunder. The Custodian Trustee shall not ever be held accountable for any delay in making any such payment, which delay may assign result in any rights it has hereunder to a Subcustodian additional interest, costs, charges or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9expenses.

Advances. If(a) Subject to the terms and conditions of this Agreement and the Indenture, for each Eligible Conduit Investor, if any, may, in its sole discretion, and, if such Eligible Conduit Investor determines that it will not make (or it does not in fact make) an Advance or any reason portion of an Advance, its related Committed Note Purchaser(s) shall or, if there is no Eligible Conduit Investor with respect to any Investor Group, the Committed Note Purchaser(s) with respect to such Investor Group shall, upon the Master Issuer’s request delivered in accordance with the conduct provisions of Section 2.03 and the satisfaction of all conditions precedent thereto (or under the circumstances set forth in Sections 2.05 or 2.08), make Advances from time to time during the Commitment Term; provided that such Advances shall be made ratably by each Investor Group based on their respective Commitment Percentages and the portion of any such Advance made by any Committed Note Purchaser in such Investor Group shall be its safekeeping duties pursuant to Section 5 hereof or its administration Committed Note Purchaser Percentage of the Fund's assets pursuant Advances to be made by such Investor Group (or the portion thereof not being made by any Conduit Investor in such Investor Group); provided, further, that if, as a result of any Committed Note Purchaser (a “Non-Funding Committed Note Purchaser”) failing to make any previous Advance that such Non-Funding Committed Note Purchaser was required to make, outstanding Advances are not held ratably by each Investor Group based on their respective Commitment Percentages and among the Committed Note Purchasers within each Investor Group based on their respective Committed Note Purchaser Percentages at the time a request for Advances is made, (x) such Non-Funding Committed Note Purchaser shall make all of such Advances until outstanding Advances are held ratably by each Investor Group based on their respective Commitment Percentages and among the Committed Note Purchasers within each Investor Group based on their respective Committed Note Purchaser Percentages and (y) further (b) Notwithstanding anything herein or in any other Related Document to the contrary, at no time will a Conduit Investor be obligated to make Advances hereunder. If at any time any Conduit Investor is not an Eligible Conduit Investor, such Conduit Investor shall promptly notify the Administrative Agent (who shall promptly notify the related Funding Agent and the Master Issuer) thereof. (c) Each of the Advances to be made on any date shall be made as part of a single borrowing (each such single borrowing being a “Borrowing”). The Advances made as part of the initial Borrowing on the Closing Date, if any, will be evidenced by the Series 2025-1 Class A-1 Advance Notes issued in connection herewith and will constitute purchases of Series 2025-1 Class A-1 Initial Advance Principal Amounts corresponding to the amount of such Advances. All of the other Advances will constitute Increases evidenced by the Series 2025-1 Class A-1 Advance Notes issued in connection herewith and will constitute purchases of Series 2025-1 Class A-1 Outstanding Principal Amounts corresponding to the amount of such Advances. (d) Section 6 hereof2.2(b) of the Series 2025-1 Supplement specifies the procedures to be followed in connection with any Voluntary Decrease of the Series 2025-1 Class A-1 Outstanding Principal Amount. Each such Voluntary Decrease in respect of any Advances shall be either (i) in an aggregate minimum principal amount of $100,000 and integral multiples of $100,000 in excess thereof or (ii) in such other amount necessary to reduce the Series 2025-1 Class A-1 Outstanding Principal Amount to zero. (e) Subject to the terms of this Agreement and the Series 2025-1 Supplement, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit aggregate principal amount of the Fund (whether Advances evidenced by the Series 2025-1 Class A-1 Advance Notes may be increased by Borrowings or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed decreased by Voluntary Decreases from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9.

Advances. If, for any reason If Mortgagor defaults in the conduct observance or performance of any of the provisions of the Loan Documents, including but not limited to obtaining and maintaining insurance pursuant to Paragraph 9, paying Impositions pursuant to Paragraph 7, and maintaining the Mortgaged Property pursuant to Paragraph 12, then Mortgagee, without waiving or otherwise impairing any other of its safekeeping duties pursuant rights or remedies, at its sole option and without obligation to Section 5 hereof do so, and without demand upon Mortgagor, may make any such payment or its administration take such action as Mortgagee deems necessary or appropriate to correct such Default, or to protect the security of the Fund's assets pursuant to Section 6 hereofCollateral encumbered by the Loan Documents. All payments so made, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall together with all costs and expenses so incurred, will be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant added to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that principal amount due under the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances Note and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing thereafter will bear interest at the rate customarily charged then payable as provided for in the Note, and will be secured by the Custodian on similar loanslien and security interest granted by the Security Documents. Neither For the Custodian nor foregoing purposes, Mortgagee is authorized to (a) enter upon the Mortgaged Property; (b) appear in and defend any Subcustodian shall be obligated action or proceeding purporting to advance monies to affect the Fundsecurity of this Mortgage or the rights or powers of Mortgagee hereunder, and (c) pay, purchase, contest or compromise any encumbrance, charge or lien that in the event that reasonable judgment of Mortgagee appears to adversely affect the Collateral; and (d) take whatever action Mortgagee, in its discretion, deems necessary or appropriate in exercising any such Advance occurspowers. Notwithstanding the foregoing, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken Mortgagor immediately, upon Mortgagee’s demand, will pay all sums so expended by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid Mortgagee with interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9stated above.

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), the Fund hereby does: 7.6.1 acknowledge that the Fund shall have no right or title to any Investments purchased with such Advance save a right to receive such Investments upon: (a) the debit of the Principal or Agency Account; or, (b) if such debit would produce an overdraft in such account, other reimbursement of the associated Advance; 7.6.2 grant to the Custodian a continuing security interest in certain such Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstandingacquired with an advance; and, 7.6.2 7.6.3 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments acquired with an advance under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign the security interest and any other rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series any Agency or Principal Account and to dispose of any agreed upon the Investments acquired with an advance to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets financial assets credited to Securities Accounts securities accounts under Articles 8 and 9 of the UCCUniform Commercial Code (1997). Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary securities intermediary under such Articles 8 and 9.

Advances. If(i) An Authorized Representative shall give the Agent (1) at least three Business Days' irrevocable written notice by telefacsimile transmission of a Borrowing Notice or Interest Rate Selection Notice (as applicable) with appropriate insertions, for any reason in effective upon receipt, of each Loan that is a Eurodollar Rate Loan (whether representing an additional borrowing hereunder or the conduct conversion of its safekeeping duties a borrowing hereunder from Base Rate Loans to Eurodollar Rate Loans) prior to 10:30 A.M. and (2) irrevocable written notice by telefacsimile transmission of a Borrowing Notice or Interest Rate Selection Notice (as applicable) with appropriate insertions, effective upon receipt, of each Loan (other than Base Rate Refunding Loans to the extent the same are effected without notice pursuant to Section 5 hereof 2.1(c)(iv)) that is a Base Rate Loan (whether representing an additional borrowing hereunder or its administration the conversion of borrowing hereunder from Eurodollar Rate Loans to Base Rate Loans) prior to 10:30 A.M. on the day of such proposed Loan. Each such notice shall specify the amount of the Fund's assets pursuant to Section 6 hereofborrowing, the Custodian type of Loan (Base Rate or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business DayEurodollar Rate), Fund hereby does: 7.6.1 grant to the Custodian date of borrowing and, if a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such AdvanceEurodollar Rate Loan, such security interest the Interest Period to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and used in the event that computation of interest. Notice of receipt of such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian Borrowing Notice or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assigneeInterest Rate Selection Notice, as the case may be, together with the amount of each Lender's portion of an Advance requested thereunder, shall be entitled provided by the Agent to utilize each Lender by telefacsimile transmission with reasonable promptness, but (provided the Agent shall have received such notice by 10:30 A.M.) not later than 1:00 P.M. on the same day as the Agent's receipt of such notice. (ii) Not later than 2:00 P.M. on the date specified for each borrowing under this Section 2.1, each Lender shall, pursuant to the terms and subject to the conditions of this Agreement, make the amount of the Advance or Advances to be made by it on such day available cash balance by wire transfer to the Agent in the amount of its pro rata share, determined according to such Lender's Applicable Commitment Percentage of the Loan or Loans to be made on such day. Such wire transfer shall be directed to the Agent at the Principal Office and shall be in the form of Dollars constituting immediately available funds. The amount so received by the Agent shall, subject to the terms and conditions of this Agreement, be made available to the Borrower by delivery of the proceeds thereof to the Borrower's Account or otherwise as shall be directed in the applicable Series Agency or Principal Account Borrowing Notice by the Authorized Representative and to dispose of any agreed upon Investments reasonably acceptable to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. Agent. (iii) The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian Borrower shall have the rights option to elect the duration of the initial and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 any subsequent Interest Periods and 9.to convert the Loans in accordance with Section 2.8. Eurodollar Rate Loans and Base Rate Loans may be outstanding at the same time, provided, however, there shall not be outstanding at any one time Eurodollar Rate Loans having more than ten (10)

Advances. IfFollowing the Initial Advance to Borrower, Borrower may request in writing that Lender up to five (5) additional Advances to Borrower for the acquisition and development of New Properties, and Lender shall make such Advances to Borrower in an aggregate amount (together with the Initial Advance) not to exceed the face amount of the Note, provided that all of the conditions set forth in this Section 2.6 have been satisfied with respect to each such Advance, within ten (10) Business Days of the satisfaction of all such conditions. Each such Advance funded by Lender shall be and constitute part of the Loan. The conditions to any reason Advance shall be as follows: (a) No Event of Default has occurred and is continuing at the time such request is made or at the time the applicable Advance is made; (b) Borrower shall have delivered to Lender the following: (i) true, complete and correct copies of the organizational documents of the MortgageProperty Borrower in connection with such New Property; (ii) with respect to a New Property that will be owned by Mortgage Borrower and subject to a Mortgage pursuant to the Mortgage Loan Agreement, copies of each Mortgage Loan Document in connection with the Mortgage Loan secured by such New Property; (iii) copies of all material acquisition documents executed in connection with the acquisition of such New Property as Lender may request; (iv) a fully executed pledge and security agreement pledging, among other things, the Equity Interests of the applicable MortgageProperty Borrower in favor of Lender, in the conduct same form as the Pledge Agreement, duly executed by Borrower and sufficient in number for distribution to Lender and Borrower, each of its safekeeping duties which shall be originals, unless otherwise specified; (v) a UCC-1 Financing Statement in form and substance satisfactory to Lender pledging, among other things, the Equity Interests of the applicable MortgageProperty Borrower in favor of Lender; and (vi) with respect to a New Property that will be owned by Mortgage Borrower and subject to a Mortgage pursuant to Section 5 hereof or its administration the Mortgage Loan Agreement, if required by the Mortgage Lender and Lender, in their sole discretion, a fully executed amendment to the Subordination and Standstill Agreement, in form and substance satisfactory to the Mortgage Lender and Lender; (c) Borrower shall be deemed to have re-stated each of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit representations and warranties contained in this Agreement as of the Fund date of any such Advance, all of which shall be true and correct except those that are no longer true solely due to the passage of time or one or more events permitted to occur under the Loan Documents; (d) Borrower shall deliver such other certificates, documents and instruments as Lender may request; and (e) Borrower shall pay all of Lender’s costs and expenses (including, without limitation, attorneys’ fees) associated with Borrower’s request for an Advance (as well as any other then-outstanding fees and costs of Lender), whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9ultimately made.

Advances. IfIf the Mortgagor fails to pay, or cause to be paid, subject to any right hereunder to contest, any claim, lien, or encumbrance (other than Permitted Encumbrances), or, prior to delinquency, any tax or assessment, or, when due, any insurance premium, or to keep the Mortgaged Property in repair, or shall commit or permit waste, or if there shall be commenced any action or proceeding affecting the Mortgaged Property or the title thereto, or the interest of the Trustee therein, including, but not limited to, eminent domain and bankruptcy or reorganization proceedings, then the Trustee, at its option, may pay said claim, lien, encumbrance, tax, assessment or premium, with right of subrogation thereunder, may make such repairs and take such steps as it deems advisable to prevent or cure such waste, and may appear in any such action or proceeding and retain counsel therein, and take such action therein as the Trustee deems advisable, and for any reason of said purposes the Trustee may advance such sums of money, including all costs, reasonable attorneys, fees and other items of expense as it deems necessary. The Mortgagor shall pay to the Trustee all sums of money so advanced by the Trustee together with interest on each such advance at the highest rate of interest then in effect on the conduct Bonds, and the repayment of its safekeeping duties pursuant such advances shall be secured hereby. In making any payment or securing any performance relating to Section 5 hereof or its administration any obligation of the Fund's assets pursuant to Section 6 hereofMortgagor under this Mortgage, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either duringTrustee, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as so long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest it acts in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may begood faith, shall be entitled to utilize the available cash balance in sole judge of the applicable Series Agency or Principal Account legality, validity and to dispose amount of any agreed upon Investments to the extent lien or encumbrance and of all other matters necessary to recover payment be determined in satisfaction thereof. No such action of all principal of, and interest on, such Advance in fullthe Trustee shall ever be considered as a waiver of any right accruing to it hereunder. The Custodian Trustee shall not ever be held accountable for any delay in making any such payment, which delay may assign any rights it has hereunder to a Subcustodian result in additional interest, costs, charges or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9expenses.

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9.. 38362-4 4/26/2017

Advances. IfEach Bank will make its pro rata share of each Revolving Loan advance available to the Agent by 3:00 p.m. (Charlotte, for any reason North Carolina time) on the date specified in the conduct Notice of its safekeeping duties pursuant to Section 5 hereof or its administration Borrowing by deposit in U.S. dollars of immediately available funds at the offices of the Fund's assets pursuant to Section 6 hereofAgent in Charlotte, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either duringNorth Carolina as provided in signature pages, or at such other address as the end ofAgent may designate in writing. All Revolving Loan advances shall be made by the Banks pro rata on the basis of each Bank's Commitment Percentage. No Bank shall be responsible for the failure or delay by any other Bank in its obligation to make Revolving Loan advances hereunder; provided, however, that the failure of any Business Day), Fund hereby does: 7.6.1 grant Bank to fulfill its commitments hereunder shall not relieve any other Bank of its commitments hereunder. Unless the Agent shall have been notified by any Bank prior to the Custodian a continuing security interest in certain Investments (as mutually agreed from time making of any such Revolving Loan advance that such Bank does not intend to time) as security for such Advance, such security interest make available to the Agent its portion of the Revolving Loan advance to be effective only as long as made on such Advance remain outstanding; and, 7.6.2 agree date, the Agent may assume that such Bank has made such amount available to the Custodian Agent on the date of such Revolving Loan advance, and the Agent, in reliance upon such assumption, may secure (in its sole discretion without any obligation to do so) make available to the resulting Advance by perfecting Borrower a security interest corresponding amount. If such corresponding amount is not in fact made available to the Borrower, the Agent shall be entitled to recover such Investments under Applicable Lawcorresponding amount from such Bank. The Custodian shall If such Bank does not pay such corresponding amount forthwith upon the Agent's demand therefor, the Agent will promptly notify the Fund of any such Advances Borrower and the time at which Borrower shall immediately pay such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies corresponding amount to the Fund, and in Agent. The Agent shall also be entitled to recover from such Bank or the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assigneeBorrower, as the case may be, shall be entitled to utilize interest on such corresponding amount in respect of each day from the date such corresponding amount was made available cash balance in by the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments Agent to the extent necessary Borrower to recover payment the date such corresponding amount is recovered by the Agent, at a per annum rate equal to (i) if paid by such Bank, within two Business Days of all principal ofmaking such corresponding amount available to the Borrower, the overnight Federal Funds Rate, and interest onthereafter the Prime Rate, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of (ii) if paid by the UCC. AccordinglyBorrower, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9then applicable rate calculated in accordance with Section 2.4.

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the ofthe Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), the Fund hereby does: 7.6.1 acknowledge that the Fund shall have no right or title to any Investments purchased with such Advance save a right to receive such Investments upon: (a) the debit of the Principal or Agency Account; or, (b) if such debit would produce an overdraft in such account, other reimbursement of the associated Advance; 7.6.2 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstandingall Investments; and, 7.6.2 7.6.3 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such all Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign the security interest and any other rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series any Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets financial assets credited to Securities Accounts securities accounts under Articles 8 and 9 of the UCCUniform Commercial Code (1997). Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary securities intermediary under such Articles 8 and 9.

Advances. If(a) Letters of Credit. Debtor and Bank contemplate that, from ----------------- time to time, Debtor may request that Bank issue one (1) or more Irrevocable Letters of Credit for any reason the account of Debtor. Each such request shall be made in writing, using Bank's then standard form of Application and Agreement for Irrevocable Stand-By and/or Commercial Letter of Credit (whatever the conduct actual name of its safekeeping duties such form may be at such time), and shall be executed and delivered to Bank by Debtor. All such Applications are hereinafter individually called an "Application" and collectively called the "Applications". All Irrevocable Stand-By and/or Commercial Letters of Credit issued by Bank pursuant to Section 5 hereof or its administration any of the Fund's assets Applications are hereinafter individually called a "Letter of Credit" and collectively called the "Letters of Credit". None of the Applications shall request (and none of the Letters of Credit shall provide for) any expiry date for the related Letter of Credit, whether by automatic renewal or otherwise, later than December 31, 1997, unless agreed to by Bank in writing. Subject to the provisions of this Agreement, Bank shall issue each requested Letter of Credit pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or its related Application if at the end of, any Business Day), Fund hereby does: 7.6.1 grant time Bank would fund an advance or readvance under the Revolving Credit in an amount equal to the Custodian a continuing security interest in certain Investments (as mutually agreed amount requested for such Letter of Credit. All amounts from time to timetime outstanding and (if all drawing conditions were satisfied) as security for such Advance, such security interest available to be effective only as drawn under any and all of the Letters of Credit in the aggregate (the "Maximum Drawable Amount") shall reduce the amounts otherwise available under the Revolving Credit. Notwithstanding anything to the contrary set forth in any of the Applications, so long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure Revolving Credit shall not have matured (whether by acceleration or otherwise), after giving full effect to any extensions, renewals, modifications and/or substitutions thereof and/or therefor, all amounts, if any, from time to time drawn under any one or more or all of the resulting Advance Letters of Credit and not immediately reimbursed in full to Bank by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances Debtor shall be conclusively deemed a loan payable on demandimmediately thereafter to be evidenced by, advanced and/or readvanced under, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies and repayable according to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk provisions of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other personRevolving Note. If the Fund Revolving Credit shall fail have matured (by acceleration or otherwise), after giving full effect to repay when due the principal balance of an Advance any extensions, renewals, modifications and/or substitutions thereof and accrued and unpaid interest thereonor therefor, the Custodian or its assigneethen, as the case may be, all such amounts shall be entitled to utilize governed by the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 provisions of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9respective Applications.

Advances. If(a) At any time from the date hereof through [*], for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed Borrower may from time to timetime request advances (each a "Level One Advance" and collectively, the "Level One Advances") as security for such from Lender [*]. To evidence each Level One Advance, such security interest Borrower will deliver to Lender, at the time of each Level One Advance request, an invoice for the equipment to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Lawpurchased or other costs relating to construction, deployment and operation. The Custodian shall promptly notify Level One Advances will be used only to purchase equipment for and pay construction, operation and other costs associated with achieving and maintaining Ten Percent Completion. _____________________ * Confidential treatment has been requested for portions of this document marked with an asterisk pursuant to Rule 24b-2 under the Fund Securities Exchange Act of 1934, as amended. These portions have been filed separately with the Commission. (b) At any such Advances time following Ten Percent Completion through the termination of the Option Agreement, Borrower may from time to time request advances (each a "Level Two Advance" and collectively, the "Level Two Advances") from Lender [*]. To evidence each Level Two Advance, Borrower will deliver to Lender, at the time at of each Level Two Advance request, an invoice for the equipment to be purchased or other costs relating to construction, deployment and operation to be paid. The Level Two Advances will be used only to purchase equipment for and pay construction, operation and other costs associated with achieving and maintaining Forty Percent Completion. (c) All Advances will be payable in full in one installment of principal, plus all accrued interest, on the Maturity Date. (d) When Borrower desires to obtain an Advance, Borrower will notify Lender by facsimile transmission to be received no later than [*] before the day on which such Advances must the Advance is to be repaidmade. Such Advances shall notice will be deemed substantially in the form of EXHIBIT B. The notice will be signed by a Responsible Officer and include a copy of the invoices described in this Section 2.1. If all applicable conditions set forth in Section 3 have been met, Lender will loan payable on demandto Borrower, bearing interest at by check or wire transfer as Borrower may specify, cash in the rate customarily charged amount requested by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that Advance within ten days of receipt of such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9notice. (e) [*].

Advances. If20.3.1 Subject to the terms hereof, each Lender shall make its Loan Percentage of the Advances called for any reason under this Agreement and of all Advances required by the Lenders under the Loan Documents to preserve or protect the Property or the continued perfection and priority of Agent's security title and lien on the Property or to enforce Agent's rights under the Loan Documents. Agent shall notify Lenders, by telephone, facsimile or electronic email transmission, of each Advance and the date on which such deposit is required to be made, and shall deliver, or cause to be delivered, to each Lender a complete copy of Borrower's Requisition for Advance and all supporting documentation no later than two (2) Business Days prior to the scheduled date of the Advance. 20.3.2 Lenders shall deposit by wire transfer their respective Loan Percentage of each Loan Advance in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration loan account designated by Agent, on the date of, and not later than 12:00 noon on the scheduled date of the FundAdvance. Interest shall accrue from the date the same is deposited with Agent. Upon such deposit by each Lender, Agent shall deliver to each Lender a certificate as to such Advance. Agent will disburse funds so deposited by Lenders for the purposes and in accordance with the terms and conditions set forth in this Agreement. 20.3.3 Unless Agent shall have received notice from a Lender prior to 11:00 a.m. on the date of any Advance that such Lender will not make available to Agent such Lender's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit ratable portion of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, Agent may assume that such security interest Lender has made or will make such portion available to be effective only as long as Agent on the date of such Advance remain outstanding; and, 7.6.2 agree that and Agent may, in its sole discretion and in reliance upon such assumption, make available to Borrower on such date a corresponding amount. If and to the Custodian may secure extent such Lender shall not have so made such ratable portion available to Agent, such Lender agrees to repay to Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the resulting Advance by perfecting a security interest in date such Investments under Applicable Law. The Custodian shall promptly notify amount is made available to Borrower until the Fund of any date such Advances and amount is repaid to Agent, (i) for the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demandfirst two (2) Business Days, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the FundFederal Funds Rate, and (ii) thereafter, at the interest rate then in the event that effect with respect to such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and riskAdvance. If such Lender shall repay to Agent such corresponding amount, such amount so repaid shall constitute such Lender's portion of the applicable Advance for purposes of this Agreement, and if both such Lender and Borrower shall pay and repay such corresponding amount, Agent shall promptly relend to Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon Agent's demand therefor, Agent shall notify Borrower, and Borrower shall immediately repay such corresponding amount to Agent. The failure of any Lender to fund its portion of any Advance shall have been made by a Subcustodian or not relieve any other personLender of its obligation, the Custodian may assign any rights granted to the Custodian if any, hereunder to fund its respective portion of the Advance on the date of such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereonborrowing, the Custodian or its assignee, as the case may be, but no Lender shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose responsible for any such failure of any agreed upon Investments to the extent necessary to recover payment of all principal of, other Lender and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder no Lender shall be treated as Financial Assets credited required to Securities Accounts under Articles 8 and 9 fund any amounts in excess of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9its Commitment.

Advances. If, for any reason in the conduct Following receipt of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereofa Committed Loan Notice, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian Administrative Agent shall promptly notify each Lender of the Fund amount (and currency) of its Applicable Percentage of the applicable Revolving Credit Loans or Term Loans (or its applicable 2018 Incremental Term Commitments with respect to the 2018 Incremental Term Loans), and if no timely notice of a conversion or continuation is provided by the Company or, as applicable, the Foreign Borrower, the Administrative Agent shall notify each Lender of the details of any automatic conversion to Base Rate Loans or continuation of Revolving Credit Loans or Term Loans denominated in a currency other than Dollars, in each case as described in the preceding subsection. (f) Section 2.05(a)(i) of the Credit Agreement is hereby amended by replacing the following sentence thereto “The Administrative Agent will promptly notify each Lender of its receipt of each such Advances notice, and of the time at amount of such Lender’s Applicable Percentage of such prepayment (based on the relevant Facility).” to read as follows: “The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s portion of such prepayment (based on the relevant Facility), which such Advances must be repaid. Such Advances portion shall be deemed a loan payable on demandallocated (1) with respect to each Revolving Lender, bearing interest at in accordance with its Applicable Revolving Credit Percentage, (2) with respect to each Term Lender, in accordance with its pro rata share (as of the rate customarily charged date of such prepayment) of the aggregate Total Term Credit Exposures of all Term Lenders.” (g) Section 2.05(a)(i)(y) of the Credit Agreement is hereby amended and restated in its entirety to read as follows: “(y) with respect to Term Loans, to the installments set forth in Section 2.07(c), in direct order of maturity, ratably among all Term Lenders based upon each Term Lender’s pro rata share of the aggregate Total Term Credit Exposures.” (h) Section 2.06 of the Credit Agreement is hereby amended by replacing the Custodian on similar loans. Neither the Custodian nor any Subcustodian following sentence thereto “The aggregate Term Commitments shall be obligated automatically and permanently reduced to advance monies zero on the earlier of (x) the Term Loan Funding Date and (ii) the last day of the Availability Period for the Term Facility.” to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance read as follows: “The aggregate 2018 Incremental Term Loan Commitments shall be for automatically and permanently reduced to zero on the account earlier of (x) the 2018 Incremental Term Loan Funding Date and risk (ii) the last day of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 2018 Incremental Term Commitment Period.” (i) Section 2.07(c) of the UCC. Accordingly, the Custodian shall have the rights Credit Agreement is hereby amended and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9.restated in its entirety to read as follows:

Advances. IfIf any Indebtedness secured hereby is for the purpose of financing the construction of improvements to be completed on the Real Property in accordance with a construction loan agreement, for or if any reason in the conduct Indebtedness secured hereby arises under a revolving line of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereofcredit agreement, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise consideration for benefit this Deed of Trust is the Fund present and future advancement of funds by Beneficiary in accordance with the provisions of such agreement, and this Deed of Trust shall secure all such advancements (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to timeregardless of amount) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which security priority of each such Advances must be repaid. Such Advances advancement shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies relate back to the Funddate of this Deed of Trust, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk this Deed of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian Trust shall have the rights full force, effect and benefits of a Deed of Trust to secure the amount of all such future advancements of money by Beneficiary to Grantor, outstanding and unpaid at any time, notwithstanding the fact that prior advances have been made and previously repaid. WAIVERS AND DEFENSES. Grantor hereby waives to the fullest extent permissible by law the right to plead any statue of limitations as a defense to any demand secured creditor hereby. Grantor waives any requirements of presentment, demands for payment, notices of nonpayment or late payment, protest, notices of protest, notices of dishonor, and all other formalities. No offset or claim that is Grantor now or may in the future have against Beneficiary shall relieve Grantor from paying installments or performing any other obligation herein or secured hereby. Grantor waives all rights or privileges it might otherwise have to require Trustee or Beneficiary to proceed against or exhaust the assets encumbered hereby or by assets encumbered hereby or by any other security document or instrument securing any promissory note or to proceed against any guarantor of such indebtedness, or to pursue any other remedy available to Beneficiary in any particular manner or order under the legal or equitable doctrine or principal of marshaling or suretyship, and further agrees that Trustee or Beneficiary may proceed, in the Event of Default against any or all of the assets encumbered hereby or by any other security documentation or instrument securing any promissory note, in such order and manner as Beneficiary in its sole discretion may determine. Any Grantor that has signed this Deed of Trust as a Securities Intermediary under such Articles 8 Guarantor, surety or accommodation party, or that has subjected its property to this Deed of Trust to secure the indebtedness of another, hereby expressly waives the benefits of the relevant provisions of Nevada statutes, and 9.waives any defense arising by reason of any disability or other defense of Grantor or by reason of the cessation from any cause whatsoever of the liability of Grantor. FULL

Advances. IfEach Purchaser, for with respect to the Note or Notes issued to it, may be requested by the Issuer to make Advances from time to time in accordance with, and subject to the conditions and terms of, the Indenture and upon the satisfaction, as of the applicable Advance Date, of each of the conditions set forth in Sections 2.11 or 2.12 of the Indenture and Sections 4.01 and/or 4.02 hereof. The aggregate amount of Advances to be made pursuant to any reason Funding Request (the aggregate amount of Advances made pursuant to a Funding Request being an "Aggregate Advance") shall be made under the Class A Notes in an amount equal to the Class A Pro Rata Share times such Aggregate Advance and under the Class B Notes in an amount equal to the Class B Pro Rata Share times such Aggregate Advance. Each Class A Noteholder's Advance as part of such Aggregate Advance shall be in an amount equal to its Class A Noteholder Pro Rata Share of the Class A Noteholder Advances which are part of such Aggregate Advance, and each Class B Noteholder's Advance as part of such Aggregate Advance shall be in an amount equal to its Class B Noteholder Pro Rata Share of the Class B Noteholder Advances which are part of such Aggregate Advance. Unless otherwise agreed to by the Agent, each Aggregate Advance shall be in a minimum amount of $1,000,000, provided that: (a) after giving effect to such Aggregate Advance, the Note Principal Balance with respect to the Class A Notes shall not exceed the Maximum Class A Outstanding Note Amount, the Note Principal Balance with respect to the Class B Notes shall not exceed the Maximum Class B Outstanding Note Amount and the amount on deposit in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Spread Account shall be overdrawn either duringequal to or greater than the Requisite Amount, or (b) unless otherwise agreed by the Agent, such Aggregate Advance shall not occur during any calendar week in which another Aggregate Advance has been made to the Issuer and (c) the Issuer shall, at least three (3) Business Days prior to the end ofproposed date of such Aggregate Advance, any Business Daygive the Agent an irrevocable written request (such request a "Funding Request") specifying: (i) the proposed date of such Aggregate Advance, (ii) the amount of such Aggregate Advance and the amount of Class A Note Advances and Class B Note Advances which shall comprise such Aggregate Advance), Fund hereby does: 7.6.1 grant (iii) the bank account to which the funds from such Aggregate Advance should be sent, (iv) the proposed Interest Rate Period or Periods with respect to the Custodian Tranches for the Class A Note Advances and Class B Note Advances that comprise the Aggregate Advance, (v) a continuing security interest computation of the Class A Receivables Advance Amount and the Class B Receivables Advance Amount, (vi) a calculation of the Requisite Amount after giving effect to such Aggregate Advance, and (vii) the amount, if any, to be allocated from such Aggregate Advance and deposited to the Spread Account on the related Funding Date such that the amount on deposit therein is equal to or greater than the Requisite Amount. Each Funding Request shall also include a computation demonstrating that after giving effect to such Aggregate Advance, the Collateral Test shall be satisfied and that the representations and warranties set forth in certain Investments (as mutually agreed from time Section 3.02(a)(xxv) of the Sale and Servicing Agreement are true with respect to time) as security for the Subsequent Receivables to be transferred on the proposed date of such Advance, such security interest . Each Purchaser shall transfer the amount of its Advance or Advances in immediately available funds to be effective only as long as such the account and on the date of the Aggregate Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest specified in such Investments under Applicable Lawrequest. The Custodian shall promptly notify the Fund purchase price of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an each Advance shall be for the account and risk paid in accordance with Section 2.14 of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9Indenture.

Advances. IfUpon the occurrence of an Event of Default by the Mortgagor under this Mortgage, for the Loan Agreement and/or the Notes, the Mortgagee may at its option remedy such Event of Default, and all payments made by the Mortgagee to remedy an Event of Default by the Mortgagor (including reasonable attorney's fees) and the total of any reason payment or payments due from the Mortgagor to the Mortgagee which are in default, together with interest thereon at the Default Rate set forth in the conduct Notes and the Loan Agreement (such interest to be calculated from the date of its safekeeping duties pursuant such advance to Section 5 hereof or its administration the date of payment thereof by the Mortgagor), shall be added to the debt secured by this Mortgage until paid, and the Mortgagor covenants to repay the same to the Mortgagee on the next interest payment date of the Fund's assets pursuant Notes. Any such sums and the interest thereon shall be a lien on the Mortgaged Premises prior to Section 6 hereofany other lien attaching to or accruing subsequent to the lien of this Mortgage. All monies paid, and all expenses paid or incurred, including attorneys' fees and disbursements and other monies advanced by Mortgagee to protect the Custodian Mortgaged Premises and the lien of this Mortgage, or to complete construction, furnishing and equipping or to rent, operate and manage the Mortgaged Premises or to pay any Subcustodian advances monies such operating costs and expenses thereof or to facilitate settlement or otherwise keep the Mortgaged Premises operational and useable for benefit of their intended purpose shall be so much additional debt secured by the Fund (Mortgage, whether or not the indebtedness, as a result thereof, shall exceed the original principal balance set forth herein, and shall become immediately due and payable on the next interest payment date of the Notes, and with interest thereon at the Default Rate set forth in the Notes and the Loan Agreement. Inaction of Mortgagee shall never be considered as a waiver of any Principal right accruing to it on account of any Event of Default nor shall the provisions of this Section 18 or Agency Account any exercise by Mortgagee of its rights hereunder prevent any default from constituting an Event of Default. Nothing contained herein shall be overdrawn either duringconstrued to require Mortgagee to advance or expend monies for any purpose mentioned herein, or at the end of, for any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fundother purpose, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk expenditure of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian monies or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments action taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 at the sole option and 9 discretion of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9Mortgagee.

Advances. IfIf the Mortgagor fails to pay, subject to any right hereunder to contest, any claim, lien, or encumbrance (other than Permitted Encumbrances), or, prior to delinquency, any tax or assessment, or, when due, any insurance premium, or to keep the Mortgaged Property in repair, or shall commit or permit waste, or if there shall be commenced any action or proceeding affecting the Mortgaged Property or the title thereto, or the interest of the Trustee therein, including, but not limited to, eminent domain and bankruptcy or reorganization proceedings, then the Trustee, at its option, may pay said claim, lien, encumbrance, tax, assessment or premium, with right of subrogation thereunder, may make such repairs and take such steps as it deems advisable to prevent or cure such waste, and may appear in any such action or proceeding and retain counsel therein, and take such action therein as the Trustee deems advisable, and for any reason of said purposes the Trustee may advance such sums of money, including all costs, reasonable attorneys' fees and other items of expense as it deems necessary. The Mortgagor shall pay to the Trustee all sums of money so advanced by the Trustee together with interest on each such advance at two percent (2%) in excess of (a) the conduct Prime Rate, or (b) the highest rate then in effect on the Bonds, and the repayment of its safekeeping duties pursuant such advances shall be secured hereby. In making any payment or securing any performance relating to Section 5 hereof or its administration any obligation of the Fund's assets pursuant to Section 6 hereofMortgagor under this Mortgage, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either duringTrustee, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as so long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest it acts in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may begood faith, shall be entitled to utilize the available cash balance in sole judge of the applicable Series Agency or Principal Account legality, validity and to dispose amount of any agreed upon Investments to the extent lien or encumbrance and of all other matters necessary to recover payment be determined in satisfaction thereof. No such action of all principal of, and interest on, such Advance in fullthe Trustee shall ever be considered as a waiver of any right accruing to it hereunder. The Custodian Trustee shall not ever be held accountable for any delay in making any such payment, which delay may assign result in any rights it has hereunder to a Subcustodian additional interest, costs, charges or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9expenses.

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 6 hereof or its administration of the FundTrust's assets pursuant to Section 6 7 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the a Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund the Trust hereby does: 7.6.1 8.6.1 acknowledge that a Fund shall have no right or title to any Investments purchased with such Advance save a right to receive such Investments upon: (a) the debit of the Principal or Agency Account; or, (b) if such debit would produce an overdraft in such account, other reimbursement of the associated Advance; 8.6.2 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstandingall Investments; and, 7.6.2 8.6.3 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such all Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Funda Fund other than pursuant to a written line of credit arrangement, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign the security interest and any other rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series any Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets financial assets credited to Securities Accounts securities accounts under Articles 8 and 9 of the UCCUniform Commercial Code (1997). Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary securities intermediary under such Articles 8 and 9.

Advances. If, for any reason in Upon the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant terms and subject to the Custodian a continuing security interest in certain Investments (as mutually agreed conditions of this Agreement, from time to time) as security time prior to the Facility Termination Date, Issuer may request to the Administrative Agent and each Funding Agent that each Conduit Lender make loans to Issuer secured by the Collateral (each, an “Advance”). Each requested Advance shall be allocated among the Lender Groups based upon each Lender Group’s Pro Rata Share. Each Funding Agent shall allocate, in its sole discretion, each request for an Advance among the Conduit Lenders in the Lender Group to which such Funding Agent is party. Each Conduit Lender may, in its sole discretion, make such Advances in an amount up to the amount specified by the Funding Agent in its Lender Group, and if a Conduit Lender elects not to make any amount of such Advance, the Committed Lenders in such security interest to be effective only as long as Conduit Lender’s Lender Group shall fund the amount of such Advance remain outstandingthat is not made by such Conduit Lender, each in an amount equal to its respective Lender Group Pro Rata Share of such Advance; and, 7.6.2 agree provided that no Advance shall be made by a Lender if, after giving effect thereto, (i) the Custodian may secure then Total Outstanding Advances would exceed the resulting Advance Program Limit at such time and (ii) in respect of any Lender Group, the then Total Outstanding Advances held by perfecting a security interest all Lenders in such Investments under Applicable LawLender Group would exceed such Lender Group’s Group Limit at such time. The Custodian shall promptly notify Notwithstanding anything contained in this Agreement to the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demandcontrary, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian no Committed Lender shall be obligated to advance monies to provide the Fund, and in the event that such Advance occursAdministrative Agent, any transaction giving rise to Funding Agent or Issuer with aggregate funds in connection with a Borrowing in an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken amount that would exceed such Committed Lender’s unused Commitment then in effect less any amounts advanced by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder Committed Lender pursuant to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9Program Support Agreement.

Advances. IfUpon the Mortgagor’s failure to comply with the preceding covenants and agreements, the payment of prior liens, liens on a parity with this Mortgage, taxes, assessments and charges, and maintenance of insurance and repairs as required by the Agreement and this Mortgage, the Mortgagee without prejudice to any rights given herein may upon notice to the Mortgagor make advances to perform the same in behalf of the Mortgagor and, in furtherance thereof, the Mortgagee may: place or cause the Mortgaged Property to be placed in good condition, repair and working order; pay, settle or contest any such taxes, liabilities, charges and assessments; redeem the Mortgaged Property from any sale or forfeiture for any reason tax or assessment; purchase any tax title obtained or that shall be obtained thereon; pay any judgments based on such tax or assessment; pay, settle or contest any unpermitted lien on the Mortgaged Property and procure such insurance as may be necessary to comply with the provisions of this Mortgage and the Agreement. The Mortgagor hereby agrees to repay all sums so advanced, on demand, with interest thereon, to the extent permitted by law, from the date advanced until paid at the Repayment Rate, and all sums so advanced with interest as aforesaid until paid by the Mortgagor shall be immediately due and payable and be added to and become a part of any indebtedness or obligation secured hereby in such manner or order as the conduct of its safekeeping duties pursuant to Section 5 hereof Mortgagee may desire or its administration of determine, having the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either duringlien hereby created as a part thereof, or at the end ofand of its priority, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for but no such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances advances shall be deemed a loan payable on demandto relieve the Mortgagor from any default hereunder or impair any right or remedy consequent thereon, bearing interest at and the rate customarily charged by exercise of the Custodian on similar loans. Neither the Custodian nor any Subcustodian rights to make advances granted in this Section shall be obligated to advance monies optional with the Mortgagee and not obligatory, and the Mortgagee shall not in any case be liable to the Fund, and in the event that Mortgagor for failure to exercise any such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9right.

Advances. If, for any reason in the proper conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's ’s assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), the Fund hereby does: 7.6.1 acknowledge that the Fund shall have no right or title to any Investments purchased with such Advance save a right to receive such Investments upon: (a) the debit of the Principal or Agency Account; or, (b) if such debit would produce an overdraft in such account, other reimbursement of the associated Advance; 7.6.2 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstandingall Investments; and, 7.6.2 7.6.3 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such all Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign the security interest and any other rights granted to the Custodian hereunder to such Subcustodian or other personSubcustodian. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series any Agency or Principal Account and (to the extent that cash is insufficient) to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder under this Section to a Subcustodian or third partySubcustodian. Any security interest in Investments taken hereunder shall be treated as Financial Assets financial assets credited to Securities Accounts securities accounts under Articles 8 and 9 of the UCCUniform Commercial Code (1997). Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary securities intermediary under such Articles 8 and 9.

Advances. IfIf any Lender (including JPP in its capacity as a Lender) defaults in its obligation to advance its Ratable Share of the Required Advance or any Delayed Advance (as applicable, an “Advance”) four (4) Business Days after such notice is received by each Lender (the “Funding Date”) (such unfunded amount, a “Delinquency Amount”) and Administrative Agent has confirmed that all necessary conditions for any reason such Advance have been satisfied, such Lender shall be a “Delinquent Lender” for all purposes hereunder until and unless such delinquency is cured in accordance with the terms of clause (iii) below, and the following provisions shall apply: (i) Each Lender that is not a Delinquent Lender (a “Non-Delinquent Lender”) shall have the right, but not the obligation, to fund such Delinquent Lender’s portion of such Advance, and the amount so funded by the Non-Delinquent Lender shall bear interest at the Default Rate set forth in the conduct of its safekeeping duties Loan Agreement, which shall be payable pursuant to Section 5 hereof or its administration of 3. If more than one Non-Delinquent Lender elects to fund the Fund's assets pursuant to Section 6 hereofDelinquency Amount, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account such Delinquency Amount shall be overdrawn either duringapportioned pro rata among such Non-Delinquent Lenders in proportion to its Ratable Share over the aggregate Ratable Shares of all such funding Non-Delinquent Lenders. (ii) Subject to Delinquent Lender’s right to cure as provided in clause (iii) below, but notwithstanding anything else to the contrary contained in this Agreement, a Delinquent Lender shall have no right to participate in any discussions among and/or decisions by Lenders hereunder and/or under the other Loan Documents. Further, any Delinquent Lender shall be bound by any amendment to, or at the end waiver of, any provision of, or any action taken or omitted to be taken by Administrative Agent and/or the Non-Delinquent Lenders under, any Loan Document which is made subsequent to the Delinquent Lender’s becoming a Delinquent Lender. (iii) A Delinquent Lender may cure a delinquency arising out of its failure to fund its required portion of any Advance if, within five (5) days following the Funding Date (the “Cure Period”; provided, if the fifth day following the Funding Date is not a Business Day, the Cure Period will expire on the next Business Day), Fund hereby does: 7.6.1 grant it remits to the Custodian Administrative Agent (its required portion of such Delayed Advance (together with interest thereon at the Default Rate for the period from the date such Advance was made until the date of repayment). In the event any Delinquent Lender cures a continuing security interest in certain Investments delinquency prior to the expiration of the Cure Period (as mutually agreed from time to time) as security for such Advanceor thereafter with the consent of all of the Non-Delinquent Lenders), such security interest Delinquent Lender nonetheless shall be bound by any action taken or omitted to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged taken by the Custodian on similar loansAdministrative Agent and/or the Non-Delinquent Lenders under, any Loan Document which is made subsequent to that Lender’s becoming a Delinquent Lender and prior to its curing the delinquency as provided in this Section 5, provided, that such amendment or waiver of action was taken in accordance with the provisions of this Agreement. Neither A Delinquent Lender shall have absolutely no right to cure any delinquency after the Custodian nor expiration of the Cure Period unless all Lenders in their sole discretion elect to permit such cure. (iv) Delinquent Lender agrees to indemnify and save harmless the other Lenders and their respective successors and assigns, and each of their agents, employees, officers, directors, stockholders, partners and members (collectively, “Indemnified Parties”) for, from and against any Subcustodian shall be obligated claims, demands, penalties, fines, liabilities, settlements, damages, costs and expenses of whatever kind or nature, known or unknown, contingent or otherwise, whether incurred or imposed within or outside the judicial process, including, without limitation, reasonable attorneys’ fees and disbursements imposed upon or incurred by or asserted against any of the Indemnified Parties by reason of Delinquent Lender’s failure to advance monies comply with the provisions hereof, including, without limitation, failing to make an Advance which is required pursuant to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk terms of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other personLoan Documents, the Custodian may assign any rights granted to terms of which shall survive the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance termination of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9this Agreement.

Advances. If(a) Notwithstanding any other provision hereof to the contrary, for the Company may, by delivering an Officer's Certificate to the Collateral Agent, withdraw funds on deposit in or credited to any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereofAvailable Accounts ("Advances"); provided, however, that, at the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit time of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for making of such Advance, such security interest to (i) no Default or Event of Default shall have occurred and be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances continuing and the time at which Officer's Certificate of the Company shall so certify and (ii) the Company's obligations to repay such Advances must be repaid. Such Advances shall be deemed a loan payable supported by Acceptable Credit Support. The Collateral Agent may conclusively rely on demand, bearing interest at such Officer's Certificate certifying that all conditions for withdrawals from the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian Available Accounts have been met. (b) The Company shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed repay immediately or cause to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or repaid any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments Advances to the extent that the funds on deposit in such Available Accounts are, on the Business Day next preceding the day on which such funds are to be withdrawn or transferred from such Available Accounts pursuant to this Article III, insufficient to make the necessary withdrawals and transfers. In addition, the Company shall cause to recover be repaid immediately the aggregate amount of all Advances upon the occurrence of (i) a default in the payment of all principal of, premium, if any, or interest on the Bonds or pursuant to the DSR LOC Reimbursement Agreement, the CP LOC Reimbursement Agreement or any working capital facility, (ii) any Event of Default, (iii) any default by an Acceptable Credit Provider in respect of its obligations under its Acceptable Credit Support or (iv) the failure of the Company to provide, within five (5) Business Days, Acceptable Credit Support in respect of its obligations to repay Advances upon the failure of the Acceptable Credit Provider to meet the requirements of the definition thereof. Any amounts so repaid shall be allocated to and interest on, deposited in the Available Accounts to which such repayment is required to be made as directed by the Company in an Officer's Certificate. (c) If an Advance is repaid but the Acceptable Credit Support in respect of such Advance in full. The Custodian may assign any rights it has hereunder to remains outstanding, the Collateral Agent, upon receipt of a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 written request of the UCC. AccordinglyCompany, shall, and hereby is directed to, promptly execute such documents and agreements as the Custodian shall have the rights and benefits Company may reasonably request in order to terminate such Acceptable Credit Support upon expiration of a secured creditor that is a Securities Intermediary under all obligations thereunder in respect of repayment of such Articles 8 and 9Advance.

Advances. If(i) An Authorized Representative shall give the Agent (1) at least three (3) Business Days' irrevocable written notice by telefacsimile transmission of a Borrowing Notice or Interest Rate Selection Notice (as applicable) with appropriate insertions, for any reason effective upon receipt, of each Loan that is a Eurodollar Rate Loan (whether representing an additional borrowing hereunder or the conversion of a borrowing hereunder from Base Rate Loans to Eurodollar Rate Loans) prior to 11:00 A.M. and (2) irrevocable written notice by telefacsimile transmission of a Borrowing Notice or Interest Rate Selection Notice (as applicable) with appropriate insertions, effective upon receipt, of each Loan (other than Base Rate Refunding Loans to the extent the same are effected without notice pursuant to SECTION 2.1(c)(iv)) that is a Base Rate Loan (whether representing an additional borrowing hereunder or the conversion of borrowing hereunder from Eurodollar Rate Loans to Base Rate Loans) prior to 11:00 A.M. on the day of such proposed Loan. Each such notice shall specify the amount of the borrowing, the type of Loan (Base Rate or Eurodollar Rate), the date of borrowing and, if a Eurodollar Rate Loan, the Interest Period to be used in the conduct computation of its safekeeping duties pursuant to Section 5 hereof interest. Notice of receipt of such Borrowing Notice or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assigneeInterest Rate Selection Notice, as the case may be, together with the amount of each Lender's portion of an Advance requested thereunder, shall be entitled provided by the Agent to utilize each Lender by telefacsimile transmission with reasonable promptness, but (provided the Agent shall have received such notice by 11:00 A.M.) not later than 1:00 P.M. on the same day as the Agent's receipt of such notice. (ii) Not later than 2:00 P.M. on the date specified for each borrowing under this SECTION 2.1, each Lender shall, pursuant to the terms and subject to the conditions of this Agreement, make the amount of the Advance or Advances to be made by it on such day available cash balance by wire transfer to the Agent in the amount of its pro rata share, determined according to such Lender's Applicable Commitment Percentage of the Loan or Loans to be made on such day. Such wire transfer shall be directed to the Agent at the Principal Office and shall be in the form of Dollars constituting immediately available funds. The amount so received by the Agent shall, subject to the terms and conditions of this Agreement, be made available to the Borrower on the same day by delivery of the proceeds thereof to the Borrower's Account or otherwise as shall be directed in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to Borrowing Notice by the extent necessary to recover payment of all principal of, and interest on, such Advance in full. Authorized Representative. (iii) The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian Borrower shall have the rights option to elect the duration of the initial and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 any subsequent Interest Periods and 9.to convert the Loans in accordance with SECTION 2.8. Eurodollar Rate Loans and Base Rate Loans may be outstanding at the same time, PROVIDED, HOWEVER, there shall not be outstanding at any one time Eurodollar Rate Loans having more than five (5)

Advances. If(i) An Authorized Representative shall give the Agent -------- (A) at least three (3) Business Days' irrevocable telephonic notice of each Eurodollar Rate Loan (whether representing an additional borrowing or the Continuation of a borrowing hereunder or the Conversion of a borrowing hereunder from a Base Rate Loan to a Eurodollar Rate Loan) prior to 10:30 A.M. Charlotte, for any reason in North Carolina time and (B) irrevocable telephonic notice of each Base Rate Loan (other than Base Rate Refunding Loans to the conduct of its safekeeping duties extent the same are effected without notice pursuant to Section 5 hereof 2.2(c)(iv) and whether representing an ------------------ additional borrowing hereunder or its administration the Conversion of a borrowing hereunder from a Eurodollar Rate Loan to a Base Rate Loan) prior to 10:30 A.M. on the day of such proposed Revolving Loan. Each such notice shall be effective upon receipt by the Agent, shall specify the amount of the Fund's assets pursuant to Section 6 hereofborrowing, the Custodian Type of Revolving Loan (Base Rate or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business DayEurodollar Rate), Fund hereby does: 7.6.1 grant the date of borrowing and, if a Eurodollar Rate Loan, the Interest Period to be used in the Custodian computation of interest. The Authorized Representative shall provide the Agent written confirmation of each such telephonic notice in the form of a continuing security interest in certain Investments Borrowing Notice or Interest Rate Selection Notice (as mutually agreed from time applicable) with appropriate insertions but failure to time) as security for provide such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and confirmation shall not be deemed to be a transaction undertaken by affect the Custodian for its own account and riskvalidity of such telephonic notice. If Notice of receipt of such Advance shall have been made by a Subcustodian Borrowing Notice or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assigneeInterest Rate Selection Notice, as the case may be, together with the amount of each Lender's portion of an Advance requested thereunder, shall be entitled provided by the Agent to utilize each Lender by telefacsimile transmission with reasonable promptness, but (provided the Agent shall have received such notice by 10:30 A.M.) not later than 1:00 P.M. on the same day as the Agent's receipt of such notice. (ii) Not later than 2:00 P.M. on the date specified for each borrowing under this Section 2.01, each Lender shall, pursuant to the terms ------------ and subject to the conditions of this Agreement, make the amount of the Advance or Advances to be made by it on such day available cash balance by wire transfer to the Agent in the amount of its pro rata share, determined according to such Lender's Applicable Commitment Percentage of the Revolving Loan or Revolving Loans to be made on such day. Such wire transfer shall be directed to the Agent at the Principal Office and shall be in Dollars constituting immediately available funds. The amount so received by the Agent shall, subject to the terms and conditions of this Agreement, be made available to the Borrower by delivery of the proceeds thereof to a demand deposit account which may be maintained at one or more offices of the Agent or an agent of the Agent or as shall be directed in the applicable Series Agency or Principal Account Borrowing Notice by the Authorized Representative and to dispose of any agreed upon Investments reasonably acceptable to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. Agent. (iii) The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian Borrower shall have the rights option to elect the duration of the initial and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 any subsequent Interest Periods and 9.to Convert the Loans in accordance with Section 2.08. Eurodollar Rate Loans and Base Rate Loans ------------ may be outstanding at the same time, provided, however, there shall not be -------- ------- outstanding at any one time Eurodollar Rate Loans having more than five (5)

Advances. If(a) On the terms and subject to the conditions set forth in this Agreement and the Series 2010-3 Supplement, for and in reliance on the covenants, representations, warranties and agreements herein set forth, during the Series 2010-3 Revolving Period (i) RCFC from time to time may request that the Purchasers advance funds to purchase or refinance the purchase of some or all of the Series 2010-3 Invested Amount (each, an “Advance”); provided, that RCFC may not request more than four Advances in any reason calendar month; and (ii) (A) the Conduit Purchasers of an Ownership Group (if any) may fund some or all such Advances of such Ownership Group, and (B) the Committed Purchasers of an Ownership Group shall fund such Advances of such Ownership Group to the extent that the Conduit Purchasers of such Ownership Group do not fund such Advances or if such Ownership Group does not include a Conduit Purchaser. Each Conduit Purchaser hereby agrees with respect to itself that it will use commercially reasonable efforts to fund Advances made by its Ownership Group through the issuance of such Conduit Purchaser’s Commercial Paper; provided, that (i) no Conduit Purchaser will have any obligation to use such commercially reasonable efforts at any time that (x) an Amortization Event has occurred and is continuing, or (y) the funding of such Advance through the issuance of Commercial Paper would be prohibited by the program documents governing such Conduit Purchaser’s commercial paper program, (ii) nothing herein is (or shall be construed) as a commitment by any Conduit Purchaser to fund any Advance through the issuance of Commercial Paper, and (iii) notwithstanding anything herein or in any other Related Document to the contrary, at no time will a Conduit Purchaser that is not also a Committed Purchaser be obligated to make Advances hereunder. (b) Unless the parties hereto otherwise agree, all Advances with respect to an Ownership Group shall be evidenced by a Series 2010-3 Note in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration name of the Fund's assets pursuant applicable Managing Agent and having a principal balance that varies from time to time to reflect the Advances made by and payments made to (or to the Managing Agent on behalf of) the Purchasers with respect to such Ownership Group. (c) All Advances on any date shall be allocated (i) with respect to the initial Advances made on the Series 2010-3 Original Closing Date, to the Series 2010-3 Initial Invested Amount and to each of the Initial Series 2010-3 Notes in accordance with the Applicable Pro Rata Share of each Ownership Group (as in effect at such time); and (ii) thereafter, in accordance with the provisions in Section 6 hereof4A.2 of the Series 2010-3 Supplement for allocating Increases, to the Series 2010-3 Invested Amount and to each of the Series 2010-3 Notes in accordance with the Applicable Pro Rata Share of each Ownership Group. Each of the Advances to be made on any date shall be made as part of a single borrowing (each such single borrowing being a “Borrowing”). Subject to the terms of this Agreement and the Series 2010-3 Supplement, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit aggregate principal amount of the Fund (whether Advances and corresponding Series 2010-3 Invested Amount represented by the Series 2010-3 Notes may be increased or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed decreased from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9.

Advances. If, for any reason (a) The Borrower shall notify the Administrative Agent in the conduct of its safekeeping duties writing pursuant to Section 5 hereof or its administration a Borrowing Request not later than 3:00 PM (Toronto time) (i) if the amount of the Fund's assets pursuant to Section 6 hereofrequested advance exceeds $25,000,000, ten (10) Business Days; or (ii) if the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit amount of the Fund requested advance is less than or equals $25,000,000, three (whether or not any Principal or Agency Account 3) Business Days before each requested Advance, specifying the amount of the Advance to be made, provided that the minimum amount the Borrower may specify in such request for an Advance is $250,000. Such Borrowing Request shall be overdrawn either during, certified by a senior officer of the General Partner (or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (such other authorized Person as mutually agreed Borrower directs from time to time) of the Borrower. (b) The Administrative Agent shall give to each applicable Lender prompt notice on the date of the Administrative Agent’s receipt of each Borrowing Request. On the date on which an Advance is requested to be made pursuant to the applicable Borrowing Request, each applicable Lender will make available to the Administrative Agent at the address of the Administrative Agent set forth in Section 8.01, in immediately available funds, its Applicable Percentage of such Advance requested to be made. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Advance that such Lender does not intend to make available to the Administrative Agent its portion of the Advance to be made on such date, the Administrative Agent may assume that such Lender will make such amount available to the Administrative Agent as security required above and the Administrative Agent may, in reliance upon such assumption, make available the amount of the Advance to be provided by such Lender. Upon fulfillment of the conditions set forth in Section 2.06(a) and Section 4.02 for such Advance, and as soon as practicable after receipt of funds from the Lenders, will make such security funds as have been received from the Lenders available to the Borrower at the account specified by the Borrower in such Borrowing Request. In the event that any additional Lenders become party to this Agreement by way of an Assignment and Assumption, the Parties hereto will negotiate in good faith with a paying agent to become a party to this Agreement and be responsible for payment and remittance functions currently undertaken by the Administrative Agent and to make any necessary amendments as required to this Agreement. (c) To administer the Loans in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Lenders, the Lenders hereby instruct the Administrative Agent, and the Administrative Agent may (in its sole discretion, without any obligation) (i) make available, on behalf of the Lenders, the full amount of all Advances requested by the Borrower, without giving each Lender prior notice of the proposed Advance, of such Lender’s Applicable Percentage thereof and the other matters covered by the Borrowing Request and (ii) if the Administrative Agent has made any such amounts available as provided in clause (i), upon repayment of the Loans by the Borrower, first apply such amounts repaid directly to the amounts made available by the Administrative Agent in accordance with clause (i) and not yet settled as described below. If the Administrative Agent makes an Advance on behalf of the Lenders, as provided in the immediately preceding sentence, the amount of outstanding Loans and each Lender’s Applicable Percentage thereof shall be computed weekly rather than daily and shall be adjusted upward or downward on the basis of the amount of outstanding Loans as of 5:00 P.M. (Toronto time) on the Business Day immediately preceding the date of each computation; provided, however, that the Administrative Agent retains the absolute right at any time or from time to time to make the afore-described adjustments at intervals more frequent than weekly. On the Business Day prior to each Reporting Date, the Administrative Agent shall deliver to each Lender and holder of any Note a summary statement of the type and amount of outstanding Loans for such period (such week or lesser period or periods being hereafter referred to as a "Lender Reporting Period"). If the summary statement is sent by the Administrative Agent and received by the Lenders prior to 1:00 P.M. (Toronto time) on any Business Day each Lender shall make the transfers described in the next succeeding sentence no later than 3:00 P.M. (Toronto time) on the day such summary statement was sent; and if such summary statement is sent by the Administrative Agent and received by the Lenders after 1:00 P.M. (Toronto time) on any Business Day, each Lender shall make such transfers no later than 3:00 P.M. (Toronto time) no later than the next succeeding Business Day after such summary statement was sent. If in any Lender Reporting Period, the amount of a Lender’s Applicable Percentage of the Loans is in excess of the amount of Loans actually funded by such Lender, such Lender shall forthwith (but in no event later than the time set forth in the next preceding sentence) transfer to the Administrative Agent by wire transfer in immediately available funds the amount of such excess; and, on the other hand, if the amount of a Lender’s Applicable Percentage of the Loans in any Lender Reporting Period is less than the amount of Loans actually funded by such Lender, the Administrative Agent shall forthwith transfer to such Lender by wire transfer in immediately available funds the amount of such difference. The obligation of each Lender to transfer such funds shall be irrevocable and unconditional, without recourse to or warranty by the Administrative Agent and made without setoff or deduction of any kind. The Administrative Agent and each of the Lenders agree to ▇▇▇▇ their respective books and records at the end of each Collection Period to show at all times the dollar amount of their respective Applicable Percentages of the outstanding Loans. Because the Administrative Agent on behalf of the Lenders may be advancing and/or may be repaid Loans prior to the time when the Lenders will actually advance and/or be repaid Loans, interest with respect to Loans shall be effective only as long as allocated by the Administrative Agent to each Lender (including Administrative Agent) in accordance with the type and amount of Loans actually advanced by and repaid to each Lender (including the Administrative Agent) during each Collection Period and shall accrue from and including the date such Advance remain outstanding; and,is made by the Administrative Agent to but excluding the date such Loans are repaid by the Borrower in accordance with Section 2.14 or actually settled by the applicable Lender as described in this Section 2.06(c). All such Advances made by the Administrative Agent on behalf of the Lenders hereunder shall bear interest at the applicable interest rate for such Advances. 7.6.2 agree that (d) If the Custodian may secure amounts described in subsection (b) or (c) of this Section 2.06 are not in fact made available to the resulting Advance Administrative Agent by perfecting a security interest in Lender (such Investments under Applicable LawLender being hereinafter referred to as a "Defaulting Lender") and the Administrative Agent has made such amount available to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Defaulting Lender. The Custodian If such Defaulting Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Fund of any such Advances Borrower and the time Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from such Defaulting Lender and the Borrower, (i) interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at which a rate per annum equal to either (A) if paid by such Advances must be repaidDefaulting Lender, the overnight federal funds rate or (B) if paid by the Borrower, the Applicable Rate, calculated in accordance with Section 2.05, plus (ii) in each case, an amount equal to any costs (including reasonable legal expenses) and losses incurred as a result of the failure of such Defaulting Lender to provide such amount as provided in this Agreement. Such Advances Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its commitments hereunder or to prejudice any rights which the Borrower may have against any Lender as a loan result of any default by such Lender hereunder, including, without limitation, the right of the Borrower to seek reimbursement from any Defaulting Lender for any amounts paid by the Borrower under clause (ii) above on account of such Defaulting Lender’s default. (e) The failure of any Lender to make its portion of the Advance to be made by it as part of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to make its Advance on the date of such borrowing, but no Lender shall be responsible for the failure of any other Lender to make the Advance to be made by such other Lender on the date of any Advance. The amounts payable on demand, bearing by each Lender shall be a separate and independent obligation. (f) Each Lender shall be entitled to earn interest at the rate customarily charged by Applicable Rate, calculated in accordance with Section 2.05, on outstanding Loans which it has funded to the Custodian Administrative Agent from the date such Lender funded such Advance to, but excluding, the date on similar loans. Neither which such Lender is repaid with respect to the Custodian nor any Subcustodian Loan. (g) The Administrative Agent shall not be obligated to advance monies transfer to any Defaulting Lender any payments made by the Borrower to the FundAdministrative Agent for the Defaulting Lender’s benefit; nor will a Defaulting Lender be entitled to the sharing of any payments hereunder. Amounts payable to a Defaulting Lender shall instead be paid to or retained by the Administrative Agent. The Administrative Agent may hold and, and in its discretion, re-lend to a Borrower the event that amount of all such Advance occurs, any transaction giving rise to an Advance shall be payments received or retained by it for the account of such Defaulting Lender. Any amounts so re-lent to the Borrower shall earn interest at the Applicable Rate hereunder and risk for all other purposes of this Agreement shall be treated as if they were Advances; provided, however, that for purposes of voting or consenting to matters with respect to the Loan Documents and determining Applicable Percentages, such Defaulting Lender shall be deemed not to be a "Lender", and each of such Defaulting Lender’s Commitment and the unpaid principal balance of the Fund and Advances owing to such Defaulting Lender shall not be deemed to be zero (-0-). Until a transaction undertaken by the Custodian for Defaulting Lender cures its own account and risk. If failure to fund its pro rata share of any Advance, such Advance Defaulting Lender shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall not be entitled to utilize any portion of the available cash balance Financing Premium payable pursuant to Section 2.09(a). This Section 2.06(g) shall remain effective with respect to such Lender until such time as the Defaulting Lender shall no longer be in the applicable Series Agency or Principal Account and to dispose default of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in fullits obligations under this Agreement. The Custodian may assign terms of this Section 2.06(g) shall not be construed to increase or otherwise affect the Commitment of any rights it has Lender, or relieve or excuse the performance by Borrower of its duties and obligations hereunder or under any of the other Loan Documents. Nothing contained in this Section 2.06 or otherwise in this Agreement shall impair or limit any claim of the Borrower against a Defaulting Lender (including, without limitation, expenses incurred by the Borrower by reason of any such default) who breaches its commitment to a Subcustodian or third party. Any security interest in Investments taken hereunder fund Advances hereunder. (h) Each request for an Advance pursuant to this Section 2.06 shall be treated as Financial Assets credited to Securities Accounts under Articles 8 irrevocable and 9 of binding on the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9Borrower.

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's ’s assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), the Fund hereby does: 7.6.1 acknowledge that the Fund shall have no right or title to any Investments purchased with such Advance save a right to receive such Investments upon: (a) the debit of the Principal or Agency Account; or, (b) if such debit would produce an overdraft in such account, other reimbursement of the associated Advance; 7.6.2 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstandingall Investments; and, 7.6.2 7.6.3 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such all Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign the security interest and any other rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series any Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets financial assets credited to Securities Accounts securities accounts under Articles 8 and 9 of the UCCUniform Commercial Code (1997). Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary securities intermediary under such Articles 8 and 9.

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in In the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund Trustor shall fail to repay when due maintain the principal balance full insurance coverage required by this Deed of an Advance and accrued and unpaid interest thereonTrust or shall fail to keep the Security in accordance with the Grant Documents, the Custodian Beneficiary, after at least seven (7) dayS prior notice to Trustor, may (but shall be under no obligation to) take out the required policies of insurance and pay the premiums on the same or its assigneemay make such repairs or replacements as are necesry and provide for payment thereof and all amounts so advanced therefor by the Beneficiary shall become an additional obligation ofthe Trustor to the Beneficiary (together with interest as set forth below) and shall be secured hereby, which amounts the Trustor agrees to pay on the demand ofthe Beneficiary, and ifnot so paid, shall bear interest from the date of the advance at the lesser often percent (10%) per-annum or the maximum-rate permitted by law. Section 5.1 Awards and Damages. Alljudgments, awards of damages, settlements and compensation made in connection with or in lieu of(1) taking 0fall or any part ofor any interest in the Property by or under assertion of the power of eminent domain, (2) any damage to or destruction oftlie Property or in any part thereofby insured casualty, and (3) any other injwy or damage to all or any part of the Property ("Fundsj are hereby assigned to and shall be paid to the Beneficiary by a check made payable to the Beneficiary. The Beneficiary is authorized and empowered (but not required) to collect and receive any fimds and is authorized to apply them in whole or in part upon any indebtedness or obligation secured hereby, in such order and manner as the case may be, Beneficiary shall determine at its sole option. Following an Event ofDefauIt. the Beneficiary shall be entitled to utilize settle and adjust all claims under insurance policies provided under this De ofTrust and may deduct and retain from the available cash balance proce of such insurance the amount of all expenses incurred by it in connection with any such settlement or adjustment. All or any part ofthe amounts so collected and recovered by the applicable Series Agency Beneficiary may be released to Trustor upon such conditions as the Beneficiary may impose for its disposition. Application of al or Principal Account any part ofthe Funds collected and received by the B eneficiary or the release thereof shall not cure or waive any defauIt under this De of Trust 'The rights of the Beneficiary under this Section 4.1 are subject to dispose the rights of any agreed upon Investments senior mortgage lender. Notwithstanding tbe provisions of this Section, the Beneficiary shall release the Funds to Trustor to be used to reconstruct the extent necessary improvements on the Property provided that Beneficiary reasonably determines that Trustor (when taking into account the Funds) has sufficient fimds to recover payment of all principal of, and interest on, such Advance in fullrebuild 57296\1 060\757483.4 E-8 Attachment D AGREEMENTS AFECfING THE PROPERTY; FURTHER ASSURANCES; PAYMENT OF � AMOUNT AND INTEREST Other Agreements Affecting Property. . The Custodian may assign Trustor shall duly and punctually perform all tenDS, covenants, conditions and agreements binding upon it under the Grant Documents and any rights it has hereunder to a Subcustodian other agreement of any nature whatsoev' er now or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of hereafter involving or affecting the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9Security or any part thereof.

Advances. If(a) On the terms and subject to the conditions set forth in this Agreement, for on any reason in Business Day prior to the conduct Class A-VF Commitment Termination Date, the Collateral Manager, on behalf of its safekeeping duties the Issuer, may request a loan advance (any such loan advance made pursuant to this Section 5 hereof 2.2(a), a “Draw” and the date on which such Draw is made, a “Draw Date”) to be made by the Purchasers in accordance with this Article II. Any Draw so requested by the Issuer (or its administration the Collateral Manager on behalf of the Fund's assets pursuant Issuer) and evidenced by the delivery of a Borrowing Notice to Section 6 hereofbe made on a Draw Date shall be allocated to the Purchaser Groups pro rata based on their respective Class A-VF Commitments. Subject to the terms and conditions of this Agreement and the Indenture, each Eligible Conduit Investor, if any, may, in its sole discretion, and if such Eligible Conduit Investor determines that it will not make (or it does not in fact make) a Class A-VF Advance or any portion of a Class A-VF Advance, its related Committed Note Purchaser (s) shall or, if there is no Eligible Conduit Investor with respect to any Purchaser Group, the Custodian or any Subcustodian advances monies Committed Note Purchaser (s) with respect to facilitate settlement or otherwise for benefit such Purchaser Group shall lend to the Issuer its share of the Fund requested Draw, pro rata in accordance with its respective Class A-VF Commitment (whether each Purchaser’s pro rata share of a Draw, its “Class A-VF Advance”). (b) Notwithstanding anything herein or not in any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant other Transaction Document to the Custodian contrary, at no time will a continuing security interest in certain Investments (as mutually agreed from Conduit Investor be obligated to make Class A-VF Advances hereunder. If at any time to time) as security for such Advanceany Conduit Investor is not an Eligible Conduit Investor, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian Conduit Investor shall promptly notify the Fund Class A-VF Administrative Agent (who shall promptly notify the related Funding Agent and the Issuer) thereof. (c) Notwithstanding the foregoing, under no circumstances shall any Committed Note Purchaser be required to make such Class A-VF Advance to the extent that after giving effect thereto (i) the Class A-VF Advances Outstanding would exceed the Maximum Class A-VF Commitment, (ii) such Committed Note Purchaser’s Class A-VF Advances Outstanding would exceed such Committed Note Purchaser’s Class A-VF Commitment, (iii) the Aggregate Outstanding Amount of the Debt would exceed the Aggregate Borrowing Base, or (iv) the Aggregate Outstanding Amount of the Class A Debt would exceed the Class A Borrowing Base. The obligation of each Committed Note Purchaser to fund its Class A-VF Advance of any Draw shall be several from that of each other Committed Note Purchaser, and the failure of any Committed Note Purchaser to so make such amount available to the Issuer shall not relieve any other Committed Note Purchaser of its obligation hereunder. (d) On any date during the Reinvestment Period on which the Class A Debt is repaid or redeemed other than in connection with a Class A-VF Prepayment, the aggregate Class A-VF Commitments shall be reduced by an amount equal to the lesser of (i) the amount of the aggregate Class A-VF Commitments immediately prior to such reduction and (ii) the product of (1) the aggregate amount of the Class A-VF Commitments immediately prior to such repayment and (2) a ratio the numerator of which is the aggregate outstanding principal amount of the Class A Debt redeemed or repaid on such date and the denominator of which is the aggregate outstanding principal amount of the Class A Debt immediately prior to such date (such that, after giving effect to such reduction in the Class A-VF Commitments, the ratio of the sum of Class A-VF Commitments to the aggregate outstanding principal amount of the Class A Debt at such time is the same as it was immediately prior to such payment). The Maximum Class A-VF Commitment shall be reduced by an amount equal to the amount of any such Advances reduction of the Class A-VF Commitments. Any such reduction of the Class A-VF Commitments will be applied to the Class A-VF Commitment of each Purchaser pro rata in accordance with each Purchaser’s Class A-VF Commitment. Any reduction or termination of the Maximum Class A-VF Commitment and the time at which such Advances must be repaid. Such Advances Class A-VF Commitment shall be deemed a loan payable on demandpermanent. Following the end of the Reinvestment Period, bearing interest at the rate customarily charged by Maximum Class A-VF Commitment and the Custodian on similar loans. Neither the Custodian nor any Subcustodian Class A-VF Commitment shall be obligated reduced to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9zero.

Advances. If, for any reason in the conduct of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest to be effective only as long as such Advance remain outstanding; and, 7.6.2 agree that the Custodian may secure the resulting Advance by perfecting a security interest in such Investments under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demand, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fund, and in the event that such Advance occurs, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9.. 38362-4 4/25/2017

Advances. IfThe Initial Lender has made the Advances to the Borrower under the Existing Credit Agreement. Due to the occurrence of one or more Events of Default, the Advances are now due and payable in full. Until the Advances are paid in full, the Advances shall continue to (a) be allocated between the Class A Notes and the Class B Notes as provided in Section 2.02 of the Existing Credit Agreement and (b) bear interest until such Advances shall be paid in accordance with their terms at the per annum rate with respect to each Interest Period at the Class A Interest Rate, with respect to that part of the Advances allocated to the Class A Notes, or the Class B Interest Rate, with respect to that part of the Advances allocated to the Class B Notes, payable on each Interest Payment Date in accordance with the provisions of the Security Agreement. Interest shall be computed on the basis of the actual number of days in such Interest Period and a 360-day year and on each Interest Payment Date shall equal all unpaid interest accrued in respect of each prior Interest Period. Each Advance shall continue to bear interest at the per annum rate with respect to each Interest Period equal to the applicable Interest Rate plus 2.00 %. If the Borrower shall have paid or agreed to pay any interest on any Advance in excess of that permitted by law, then it is the express intent of the parties hereto with respect thereto that (i) to the extent possible given the term of such Advance, all excess amounts previously paid or to be paid by the Borrower be applied to reduce the principal amount of such Advance and the provisions thereof immediately be deemed reformed and the amounts thereafter collectable thereunder reduced, without the necessity of the execution of any new document, so as to comply with the then applicable law, but so as to permit the recovery of the fullest amount otherwise called for any reason thereunder and (ii) to the extent that the reduction of the principal amount of, and the amounts collectible under, such Advance and the reformation of the provisions thereof described in the conduct immediately preceding clause (i) are not possible given the term of its safekeeping duties pursuant to Section 5 hereof or its administration of the Fund's assets pursuant to Section 6 hereof, the Custodian or any Subcustodian advances monies to facilitate settlement or otherwise for benefit of the Fund (whether or not any Principal or Agency Account shall be overdrawn either during, or at the end of, any Business Day), Fund hereby does: 7.6.1 grant to the Custodian a continuing security interest in certain Investments (as mutually agreed from time to time) as security for such Advance, such security interest excess amount shall be deemed to have been paid with respect to such Advance as a result of an error and upon the Lender obtaining actual knowledge of such error, such amount shall be returned to the Borrower. Each Advance shall continue to be effective only secured by the Collateral as long set forth in the Security Agreement. Except as such Advance remain outstanding; and, 7.6.2 agree that provided in Section 2.07 hereof, all sums payable by the Custodian may secure the resulting Advance by perfecting a security interest in such Investments Borrower under Applicable Law. The Custodian shall promptly notify the Fund of any such Advances this Credit Agreement and the time at which such Advances must be repaid. Such Advances shall be deemed a loan payable on demandpaid without counterclaim, bearing interest at the rate customarily charged by the Custodian on similar loans. Neither the Custodian nor any Subcustodian shall be obligated to advance monies to the Fundset-off, deduction or defense and in the event that such Advance occurswithout abatement, any transaction giving rise to an Advance shall be for the account and risk of the Fund and shall not be deemed to be a transaction undertaken by the Custodian for its own account and risk. If such Advance shall have been made by a Subcustodian suspension, deferment, diminution or any other person, the Custodian may assign any rights granted to the Custodian hereunder to such Subcustodian or other person. If the Fund shall fail to repay when due the principal balance of an Advance and accrued and unpaid interest thereon, the Custodian or its assignee, as the case may be, shall be entitled to utilize the available cash balance in the applicable Series Agency or Principal Account and to dispose of any agreed upon Investments to the extent necessary to recover payment of all principal of, and interest on, such Advance in full. The Custodian may assign any rights it has hereunder to a Subcustodian or third party. Any security interest in Investments taken hereunder shall be treated as Financial Assets credited to Securities Accounts under Articles 8 and 9 of the UCC. Accordingly, the Custodian shall have the rights and benefits of a secured creditor that is a Securities Intermediary under such Articles 8 and 9reduction.