Common use of Calculation Agent Clause in Contracts

Calculation Agent. (a) Unless the Company has validly called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date, the Company will appoint a calculation agent (the “Calculation Agent”) for the Notes prior to the Reset Interest Determination Date immediately preceding the First Reset Date; provided that, if the Company has called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date but the Company does not redeem all of the outstanding Notes on such Redemption Date, the Company will appoint a Calculation Agent for the Notes as promptly as practicable after such proposed Redemption Date. The Company may terminate any such appointment and may appoint a successor Calculation Agent at any time and from time to time (so long as there shall always be a Calculation Agent in respect of the Securities of this series when so required). The Company may appoint itself or an affiliate of the Company as Calculation Agent. (b) The applicable interest rate for each Reset Period will be determined by the Calculation Agent as of the applicable Reset Interest Determination Date. Promptly upon such determination, the Calculation Agent will notify the Company of the interest rate for the Reset Period and the Company will promptly notify, or cause the Calculation Agent to promptly notify, the Trustee and each Paying Agent for the Notes of such interest rate. The Calculation Agent’s determination of any interest rate, and its calculation of the amount of interest for any Interest Payment Period beginning on or after the First Reset Date, will be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding in the absence of manifest error. (c) The Trustee shall be entitled to conclusively rely on any determination made by the Calculation Agent. In no event shall the Trustee be the Calculation Agent, nor shall the Trustee have any liability for such actions taken at the Calculation Agent’s direction or otherwise in connection with respect to any such determination by the Calculation Agent.

Calculation Agent. (a) Unless The Issuers hereby agree that for so long as any Floating Rate Note remains Outstanding there will at all times be an agent appointed (which does not control or is not controlled or under common control with the Company has validly called all Issuers or their Affiliates or the Collateral Manager or its Affiliates) to calculate the Reference Rate in respect of each Interest Accrual Period in accordance with the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date, the Company will appoint a calculation agent definition of Reference Rate (the “Calculation Agent”) for the Notes prior to the Reset Interest Determination Date immediately preceding the First Reset Date; provided that, if the Company has called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date but the Company does not redeem all of the outstanding Notes on such Redemption Date, the Company will appoint a Calculation Agent for the Notes as promptly as practicable after such proposed Redemption Date. The Company may terminate any such appointment and may appoint a successor Calculation Agent at any time and from time to time (so long as there shall always be a Calculation Agent in respect of the Securities of this series when so required). The Company may Issuers hereby appoint itself or an affiliate of the Company Collateral Administrator as Calculation Agent. The Calculation Agent may be removed by the Issuers or the Collateral Manager, on behalf of the Issuers, at any time. If the Calculation Agent is unable or unwilling to act as such or is removed by the Issuers or the Collateral Manager, on behalf of the Issuers, the Issuers or the Collateral Manager, on behalf of the Issuers, will promptly appoint a replacement Calculation Agent which does not control or is not controlled by or under common control with the Issuer or its Affiliates or the Collateral Manager or its Affiliates and provide notice thereof to the Trustee and the Collateral Administrator. The Calculation Agent may not resign its duties or be removed without a successor having been duly appointed. (b) The applicable interest rate for each Reset Period will be determined by the Calculation Agent shall be required to agree (and the Collateral Administrator as of Calculation Agent agrees under the applicable Reset Collateral Administration Agreement) that, as soon as possible after 11:00 a.m. London time on each Interest Determination Date. Promptly upon such determination, but in no event later than 11:00 a.m. New York time on the London Banking Day immediately following each Interest Determination Date, the Calculation Agent will notify calculate the Company Interest Rate applicable to each Class of Floating Rate Notes during the interest rate for the Reset related Interest Accrual Period and the Company will promptly notifyNote Interest Amount (in each case, or cause rounded to the nearest cent, with half a cent being rounded upward) payable on the related Payment Date in respect of such Class of Floating Rate Notes in respect of the related Interest Accrual Period. At such time, the Calculation Agent will communicate such rates and amounts to promptly notifythe Issuer, the Trustee and Trustee, each Paying Agent, the Collateral Manager, DTC, Euroclear and Clearstream. The Calculation Agent for will also specify to the Notes Issuer the quotations upon which the foregoing rates and amounts are based, and in any event the Calculation Agent shall notify the Issuer before 5:00 p.m. (New York time) on every Interest Determination Date if it has not determined and is not in the process of determining any such interest rateInterest Rate or Note Interest Amount together with its reasons therefor. The Calculation Agent’s determination of any interest rate, the foregoing rates and its calculation of the amount of interest amounts for any Interest Payment Accrual Period beginning on or after the First Reset Date, will be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding (in the absence of manifest error) be final and binding upon all parties. (c) The Trustee shall be entitled to conclusively rely on any determination made by the Calculation Agent. In no event shall the Trustee be the Calculation Agent, nor shall the Trustee have any liability for such actions taken at the Calculation Agent’s direction or otherwise in connection with respect to any such determination by the Calculation Agent.

Calculation Agent. (a) Unless The Issuer and the Company has validly called Co-Issuer hereby agree that for so long as any Notes remain Outstanding there shall at all times be an agent appointed to calculate LIBOR in respect of each Interest Accrual Period in accordance with the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date, the Company will appoint a calculation agent terms of Schedule B attached hereto (the “Calculation Agent”) for ). The Issuer and the Notes prior to Co-Issuer initially have appointed the Reset Interest Determination Date immediately preceding the First Reset Date; provided that, if the Company has called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date but the Company does not redeem all of the outstanding Notes on such Redemption Date, the Company will appoint a Trustee as Calculation Agent for the Notes as promptly as practicable after such proposed Redemption Datepurposes of determining LIBOR for each Interest Accrual Period. The Company Calculation Agent may terminate be removed by the Issuer at any time. The Calculation Agent may resign at any time by giving written notice thereof to the Issuer, the Co-Issuer, the Loan Obligation Manager, the Noteholders and the Rating Agencies. If the Calculation Agent is unable or unwilling to act as such appointment or is removed by the Issuer, or if the Calculation Agent fails to determine LIBOR or the Interest Distribution Amount for any Class of Notes for any Interest Accrual Period, the Issuer shall promptly appoint as a replacement Calculation Agent a leading bank which is engaged in transactions in Eurodollar deposits in the international Eurodollar market and which does not control or is not controlled by or under common control with the Issuer or its Affiliates. The Calculation Agent may appoint not resign its duties without a successor having been duly appointed. If no successor Calculation Agent at any time and from time to time (so long as there shall always be have been appointed within 30 days after giving of a notice of resignation, the resigning Calculation Agent in respect Agent, a Majority of the Securities Notes or any Holder of this series when so required). The Company a Note, on behalf of himself and all others similarly situated, may appoint itself or an affiliate petition a court of competent jurisdiction for the Company as appointment of a successor Calculation Agent. (b) The applicable interest rate Calculation Agent shall be required to agree that, as soon as practicable after 11:00 a.m. (London time) on each LIBOR Determination Date (as defined in Schedule B attached hereto), but in no event later than 11:00 a.m. (New York time) on the London Banking Day immediately following each LIBOR Determination Date, the Calculation Agent shall calculate LIBOR for the next Interest Accrual Period and will communicate such rates to the Issuer, the Co-Issuer, the Trustee, the Loan Obligation Manager, the Paying Agent and, if any Note is in the form of a Regulation S Global Security, to Euroclear and Clearstream, Luxembourg. The Calculation Agent shall also specify to the Issuer and the Co-Issuer the quotations upon which LIBOR is based, and in any event the Calculation Agent shall notify the Issuer and the Co-Issuer before 5:00 p.m. (New York time) on each LIBOR Determination Date if it has not determined and is not in the process of determining LIBOR and the Interest Distribution Amounts for each Reset Period will be determined Class of Notes, together with the reasons therefor. The determination of the Class A Rate, Class B Rate and Class C Rate and the related Class A Interest Distribution Amount, Class B Interest Distribution Amount and Class C Interest Distribution Amount, respectively, by the Calculation Agent as of the applicable Reset Interest Determination Date. Promptly upon such determinationshall, the Calculation Agent will notify the Company of the interest rate for the Reset Period and the Company will promptly notifyabsent manifest error, or cause the Calculation Agent to promptly notify, the Trustee and each Paying Agent for the Notes of such interest rate. The Calculation Agent’s determination of any interest rate, and its calculation of the amount of interest for any Interest Payment Period beginning on or after the First Reset Date, will be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding in the absence of manifest erroron all parties. (c) The Trustee shall be entitled to conclusively rely on any determination made by the Calculation Agent. In no event shall the Trustee be the Calculation Agent, nor shall the Trustee have any liability for such actions taken at the Calculation Agent’s direction or otherwise in connection with respect to any such determination by the Calculation Agent.

Calculation Agent. Seller, unless (ai) Unless an Event of Default, Potential Event of Default or Termination Event has occurred and is continuing with respect to Seller, or (ii) if Seller fails to perform its obligations as Calculation Agent, in which case an unaffiliated leading dealer in the Company has validly called all of relevant market selected by Counterparty in its sole discretion will be the outstanding Notes for redemption on Calculation Agent. In the event that a Redemption Date occurring prior to the First Reset Date, the Company will appoint a calculation agent party (the “Calculation AgentDisputing Party”) for the Notes prior to the Reset Interest Determination Date immediately preceding the First Reset Date; provided that, if the Company has called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date but the Company does not redeem all of agree with any determination made (or the outstanding Notes on such Redemption Date, the Company will appoint a Calculation Agent for the Notes as promptly as practicable after such proposed Redemption Date. The Company may terminate failure to make any such appointment and may appoint a successor Calculation Agent at any time and from time to time (so long as there shall always be a Calculation Agent in respect of the Securities of this series when so required). The Company may appoint itself or an affiliate of the Company as Calculation Agent. (bdetermination) The applicable interest rate for each Reset Period will be determined by the Calculation Agent as of or the applicable Reset Interest Determination Date. Promptly upon such determinationDetermining Party, the Disputing Party shall have the right to require that the Calculation Agent will notify or the Company Determining Party, as applicable, have such determination reviewed by a disinterested third party that is a dealer in derivatives of the interest rate for type that is the Reset Period subject of the dispute and that is not an Affiliate of either party (a “Third Party Dealer”). Such Third Party Dealer shall be jointly selected by the Company will promptly notifyparties within one (1) Local Business Day after the Disputing Party’s exercise of its rights hereunder (once selected, such Third Party Dealer shall be the “Substitute Calculation Agent” or cause “Substitute Determining Party,” as applicable). If the parties are unable to agree on a Substitute Calculation Agent or Substitute Determining Party, as applicable, within the prescribed time, each of the parties shall elect a Third Party Dealer and such two dealers shall agree on a Third Party Dealer by the end of the subsequent Local Business Day. Such Third Party Dealer shall be deemed to be the Substitute Calculation Agent or Substitute Determining Party, as applicable. Any exercise by the Disputing Party of its rights hereunder must be in writing and shall be delivered to the Calculation Agent to promptly notifyor Determining Party, as applicable, not later than the Trustee and each Paying third Local Business Day following the Local Business Day on which the Calculation Agent for or Determining Party, as applicable, notifies the Notes of such interest rate. The Calculation Agent’s determination Disputing Party of any interest rate, and its calculation determination made (or of the amount of interest for failure to make any Interest Payment Period beginning on determination). Any determination by the Substitute Calculation Agent or after the First Reset DateSubstitute Determining Party, will as applicable, shall be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding in the absence of manifest error. (c) The Trustee error and shall be entitled to conclusively rely on made as soon as possible but no later than the second Local Business Day following the Substitute Calculation Agent’s or Substitute Determining Party’s, appointment, as applicable. The costs of such Substitute Calculation Agent or Substitute Determining Party, as applicable, shall be borne by (a) the Disputing Party if the Substitute Calculation Agent or Substitute Determining Party, as applicable, substantially agrees with the Calculation Agent or Determining Party, or (b) the non-Disputing Party if the Substitute Calculation Agent or Substitute Determining Party, as applicable, does not substantially agree with the Calculation Agent or Determining Party, as applicable. If, after following the procedures and within the specified time frames set forth above, a binding determination is not achieved, the original determination of the Calculation Agent or Determining Party, as applicable, shall apply. Following any adjustment, determination made or calculation by the Calculation Agent. In Agent hereunder, upon a written request by Counterparty (which may be by email), the Calculation Agent will promptly (but in any event within five Exchange Business Days) provide to Counterparty by email to the email address provided by Counterparty in such written request a report (in a commonly used file format for the storage and manipulation of financial data) displaying in reasonable detail the basis for such adjustment, determination or calculation (including any quotations, market data or information from internal or external sources, and any assumptions used in making such adjustment, determination or calculation), it being understood that in no event shall the Trustee be will the Calculation AgentAgent be obligated to share with Counterparty any proprietary or confidential data or information or any proprietary or confidential models used by it in making such adjustment, nor shall the Trustee have determination or calculation or any liability for information that is subject to an obligation not to disclose such actions taken at the Calculation Agent’s direction or otherwise in connection with respect to any such determination information. All calculations and determinations by the Calculation AgentAgent shall be made in good faith and in a commercially reasonable manner. Non-Reliance: Applicable. Agreements and Acknowledgements Regarding Hedging Activities: Applicable. Additional Acknowledgements: Applicable.

Calculation Agent. (a) Unless The Issuer hereby agree that for so long as any Floating Rate Notes remain Outstanding there will at all times be an agent appointed (which does not control or is not controlled or under common control with the Company has validly called all Issuer or its Affiliates or the Collateral Manager or its Affiliates) to calculate the Benchmark in respect of each Interest Accrual Period in accordance with the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date, the Company will appoint a calculation agent definition of Benchmark (the “Calculation Agent”) for the Notes prior to the Reset Interest Determination Date immediately preceding the First Reset Date; provided that, if the Company has called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date but the Company does not redeem all of the outstanding Notes on such Redemption Date, the Company will appoint a Calculation Agent for the Notes as promptly as practicable after such proposed Redemption Date. The Company may terminate any such appointment and may appoint a successor Calculation Agent at any time and from time to time (so long as there shall always be a Calculation Agent in respect of the Securities of this series when so required). The Company may appoint itself or an affiliate of Issuer hereby appoints the Company Collateral Administrator as Calculation Agent. The Calculation Agent may be removed by the Issuer or the Collateral Manager, on behalf of the Issuer, at any time. If the Calculation Agent is unable or unwilling to act as such or is removed by the Issuer or the Collateral Manager, on behalf of the Issuer, the Issuer or the Collateral Manager, on behalf of the Issuer, will be required to appoint promptly a replacement Calculation Agent which does not control and is not controlled by or under common control with the Issuer, the Collateral Manager or their respective Affiliates and provide notice thereof to the Trustee and the Collateral Administrator. The Calculation Agent may not resign its duties or be removed without a successor having been duly appointed. (b) The applicable interest rate for each Reset Period will be determined by the Calculation Agent shall be required to agree (and the Collateral Administrator as of Calculation Agent agrees under the applicable Reset Collateral Administration Agreement) that, as soon as possible after 5:00 p.m. New York time on each Interest Determination Date. Promptly upon such determination, but in no event later than 5:00 p.m. New York time on the U.S. Government Securities Business Day immediately following each Interest Determination Date, the Calculation Agent will notify calculate the Company Interest Rate applicable to each Class of Floating Rate Notes during the related Interest Accrual Period (or, for the first Interest Accrual Period, during the related Notional Accrual Period) and the Note Interest Amount (in each case, rounded to the nearest cent, with half a cent being rounded upward) payable on the related Payment Date in respect of such Class of Floating Rate Notes in respect of the interest rate for related Interest Accrual Period or the Reset Period and the Company will promptly notifyrelated Notional Accrual Period, or cause as applicable. At such time, the Calculation Agent will communicate such rates and amounts to promptly notifythe Issuer, the Trustee and Trustee, each Paying Agent, the Collateral Manager, DTC, Euroclear and Clearstream. The Calculation Agent for will also specify to the Notes Issuer the quotations upon which the foregoing rates and amounts are based, and in any event the Calculation Agent shall notify the Issuer before 5:00 p.m. (New York time) on every Interest Determination Date if it has not determined and is not in the process of determining any such interest rateInterest Rate or Note Interest Amount together with its reasons therefor. The Calculation Agent’s determination of any interest rate, the foregoing rates and its calculation of the amount of interest amounts for any Interest Payment Accrual Period beginning on or after the First Reset Date, Notional Accrual Period will be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding (in the absence of manifest error) be final and binding upon all parties. (c) The Trustee shall be entitled to conclusively rely on any determination made by the Calculation Agent. In no event shall the Trustee be the Calculation Agent, nor shall the Trustee have any liability for such actions taken at the Calculation Agent’s direction or otherwise in connection with respect to any such determination by the Calculation Agent.

Calculation Agent. Seller, unless (ai) Unless an Event of Default, Potential Event of Default or Termination Event has occurred and is continuing with respect to Seller, or (ii) if Seller fails to perform its obligations as Calculation Agent, in which case an unaffiliated leading dealer in the Company has validly called all of relevant market selected by Counterparty in its sole discretion will be the outstanding Notes for redemption on Calculation Agent. In the event that a Redemption Date occurring prior to the First Reset Date, the Company will appoint a calculation agent party (the “Calculation AgentDisputing Party”) for the Notes prior to the Reset Interest Determination Date immediately preceding the First Reset Date; provided that, if the Company has called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date but the Company does not redeem all of agree with any determination made (or the outstanding Notes on such Redemption Date, the Company will appoint a Calculation Agent for the Notes as promptly as practicable after such proposed Redemption Date. The Company may terminate failure to make any such appointment and may appoint a successor Calculation Agent at any time and from time to time (so long as there shall always be a Calculation Agent in respect of the Securities of this series when so required). The Company may appoint itself or an affiliate of the Company as Calculation Agent. (bdetermination) The applicable interest rate for each Reset Period will be determined by the Calculation Agent as of or the applicable Reset Interest Determination Date. Promptly upon such determinationDetermining Party, the Disputing Party shall have the right to require that the Calculation Agent will notify or the Company Determining Party, as applicable, have such determination reviewed by a disinterested third party that is a dealer in derivatives of the interest rate for type that is the Reset Period subject of the dispute and that is not an Affiliate of either party (a “Third Party Dealer”). Such Third Party Dealer shall be jointly selected by the Company will promptly notifyparties within one Local Business Day after the Disputing Party’s exercise of its rights hereunder (once selected, such Third Party Dealer shall be the “Substitute Calculation Agent” or cause “Substitute Determining Party,” as applicable). If the parties are unable to agree on a Substitute Calculation Agent or Substitute Determining Party, as applicable, within the prescribed time, each of the parties shall elect a Third Party Dealer and such two dealers shall agree on a Third Party Dealer by the end of the subsequent Local Business Day. Such Third Party Dealer shall be deemed to be the Substitute Calculation Agent or Substitute Determining Party, as applicable. Any exercise by the Disputing Party of its rights hereunder must be in writing and shall be delivered to the Calculation Agent to promptly notifyor Determining Party, as applicable, not later than the Trustee and each Paying third Local Business Day following the Local Business Day on which the Calculation Agent for or Determining Party, as applicable, notifies the Notes of such interest rate. The Calculation Agent’s determination Disputing Party of any interest rate, and its calculation determination made (or of the amount of interest for failure to make any Interest Payment Period beginning on determination). Any determination by the Substitute Calculation Agent or after the First Reset DateSubstitute Determining Party, will as applicable, shall be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding in the absence of manifest error. (c) The Trustee error and shall be entitled to conclusively rely on made as soon as possible but no later than the second Local Business Day following the Substitute Calculation Agent’s or Substitute Determining Party’s, appointment, as applicable. The costs of such Substitute Calculation Agent or Substitute Determining Party, as applicable, shall be borne by (a) the Disputing Party if the Substitute Calculation Agent or Substitute Determining Party, as applicable, substantially agrees with the Calculation Agent or Determining Party, or (b) the non-Disputing Party if the Substitute Calculation Agent or Substitute Determining Party, as applicable, does not substantially agree with the Calculation Agent or Determining Party, as applicable. If, after following the procedures and within the specified time frames set forth above, a binding determination is not achieved, the original determination of the Calculation Agent or Determining Party, as applicable, shall apply. Following any adjustment, determination made or calculation by the Calculation Agent. In Agent hereunder, upon a written request by Counterparty (which may be by email), the Calculation Agent will promptly (but in any event within five Exchange Business Days) provide to Counterparty by email to the email address provided by Counterparty in such written request a report (in a commonly used file format for the storage and manipulation of financial data) displaying in reasonable detail the basis for such adjustment, determination or calculation (including any quotations, market data or information from internal or external sources, and any assumptions used in making such adjustment, determination or calculation), it being understood that in no event shall the Trustee be will the Calculation AgentAgent be obligated to share with Counterparty any proprietary or confidential data or information or any proprietary or confidential models used by it in making such adjustment, nor shall the Trustee have determination or calculation or any liability for information that is subject to an obligation not to disclose such actions taken at the Calculation Agent’s direction or otherwise in connection with respect to any such determination information. All calculations and determinations by the Calculation AgentAgent shall be made in good faith and in a commercially reasonable manner. Non-Reliance: Applicable. Agreements and Acknowledgements Regarding Hedging Activities: Applicable. Additional Acknowledgements: Applicable.

Calculation Agent. (a) Unless the Company Partnership has validly called all of the outstanding Notes for redemption on a Redemption Date occurring prior to during the First Reset DatePeriod, the Company Partnership will appoint a calculation agent (the “Calculation Agent”) for the Notes prior to the Reset Interest Determination Date immediately preceding the First Reset Date; provided that, if the Company Partnership has called all of the outstanding Notes for redemption on a Redemption Date occurring prior to during the First Reset Date Period, but the Company Partnership does not redeem all of the outstanding Notes on such Redemption Date, the Company Partnership will appoint a Calculation Agent for the Notes as promptly as practicable after such proposed Redemption prior to the Reset Interest Determination Date preceding the First Reset Date. The Company Partnership may terminate any such appointment and may appoint a successor Calculation Agent at any time and from time to time (so long as there shall always be a Calculation Agent in respect of the Securities of this series Notes when so required). The Company Partnership may appoint itself or an affiliate Affiliate of the Company Partnership as Calculation Agent. (b) The applicable interest rate for each Reset Period will be determined by the Calculation Agent as of the applicable Reset Interest Determination Date. Promptly upon such determination, the Calculation Agent will notify the Company Partnership of the interest rate for the Reset Period and the Company Partnership will promptly notify, or cause the Calculation Agent to promptly notify, the Trustee and each Paying Agent for the Notes in writing of such interest rate, upon which the Trustee and Paying Agent will be permitted to conclusively rely. The Calculation Agent’s determination of any interest rate, and its calculation of the amount of interest for any Interest Payment Period beginning on or after the First Reset Date, will be on file at the CompanyPartnership’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding in the absence of manifest error. (c) The Trustee shall be entitled to conclusively rely on any determination made by the Calculation Agent. In no event shall the Trustee be the Calculation Agent, nor shall the Trustee have any liability for such actions taken at the Calculation Agent’s direction or otherwise in connection with respect to any such determination by the Calculation Agent.

Calculation Agent. (a) Unless the Company has validly called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset DateInitially, the Company Trustee will appoint a calculation agent act as Calculation Agent, in accordance with the provisions of that certain Calculation Agency Agreement, dated the date hereof (the “Calculation AgentAgency Agreement”) for ). For the Notes prior to avoidance of doubt, in acting under the Reset Interest Determination Date immediately preceding Calculation Agency Agreement, the First Reset Date; provided that, if Calculation Agent shall have the Company has called all benefit of the outstanding Notes for redemption on a Redemption Date occurring prior rights, protections and immunities granted to the First Reset Date but the Company does not redeem all of the outstanding Notes on such Redemption Date, the Company will appoint a Calculation Agent for the Notes as promptly as practicable after such proposed Redemption Dateit hereunder. The Company may terminate any such appointment and may appoint a successor Calculation Agent at any time and from time to time (so its discretion. So long as compounded SOFR is required to be determined with respect to the Notes, there shall always at all times be a Calculation Agent. In the event that any then acting Calculation Agent in respect of the Securities of this series when so required). The Company may appoint itself shall be unable or an affiliate of unwilling to act, or that such Calculation Agent shall fail duly to establish compounded SOFR for any Floating Rate Interest Period, or the Company as proposes to remove such Calculation Agent, the Company shall appoint another Calculation Agent. (b) The applicable interest rate for each Reset Period will be determined by None of the Trustee, the Paying Agent or the Calculation Agent as shall be under any obligation (i) to monitor, determine or verify the unavailability or cessation of SOFR or the SOFR Index, or whether or when there has occurred, or to give notice to any other transaction party of the occurrence of, any Benchmark Transition Event or related Benchmark Replacement Date, (ii) to select, determine or designate any Benchmark Replacement, or other successor or replacement benchmark index, or whether any conditions to the designation of such a rate or index have been satisfied, (iii) to select, determine or designate any Benchmark Replacement Adjustment, or other modifier to any replacement or successor index, or (iv) to determine whether or what Benchmark Replacement Conforming Changes are necessary or advisable, if any, in connection with any of the foregoing, including, but not limited to, adjustments as to any alternative spread thereon, the business day convention, Interest Payment Determination Dates or any other relevant methodology applicable Reset Interest Determination Dateto such substitute or successor Benchmark. Promptly upon such determinationIn connection with the foregoing, each of the Trustee, the Paying Agent and the Calculation Agent will notify the Company of the interest rate for the Reset Period and the Company will promptly notify, or cause the Calculation Agent to promptly notify, the Trustee and each Paying Agent for the Notes of such interest rate. The Calculation Agent’s determination of any interest rate, and its calculation of the amount of interest for any Interest Payment Period beginning on or after the First Reset Date, will be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding in the absence of manifest error. (c) The Trustee shall be entitled to conclusively rely on any determination determinations made by the Company or its designee without independent investigation, and none will have any liability for actions taken at the Company’s direction in connection therewith. None of the Trustee, the Paying Agent or the Calculation Agent shall be liable for any inability, failure or delay on its part to perform any of its duties set forth in this Supplemental Indenture as a result of the unavailability of SOFR, the SOFR Index or other applicable Benchmark Replacement, including as a result of any failure, inability, delay, error or inaccuracy on the part of any other transaction party in providing any direction, instruction, notice or information required or contemplated by the terms of this Supplemental Indenture and reasonably required for the performance of such duties. None of the Trustee, Paying Agent or Calculation Agent shall be responsible or liable for the Company’s actions or omissions or for those of any designee, nor shall any of the Trustee, Paying Agent or Calculation Agent be under any obligation to oversee or monitor the Company’s performance or that of the designee. (c) The Company will give the Trustee and the Calculation Agent written notice of the person appointed as its designee. (d) All determinations made by the Calculation Agent. In no event shall Agent shall, in the Trustee absence of manifest error, be conclusive for all purposes and binding on the Calculation Agent, nor shall Company and Holders of the Trustee have any liability for such actions taken at the Calculation Agent’s direction or otherwise in connection with respect to any such determination by the Calculation AgentNotes.

Calculation Agent. (a) Unless The Borrower hereby agrees that for so long as any Secured Debt remains Outstanding there will at all times be an agent appointed (which does not control or is not controlled or under common control with the Company has validly called all Borrower or its Affiliates or the Collateral Manager or its Affiliates) to calculate the Benchmark in respect of each Interest Accrual Period (or, in the case of the outstanding Notes for redemption first Interest Accrual Period commencing on a Redemption Date occurring prior to the First Reset Closing Date, each portion thereof) in accordance with the Company will appoint a calculation agent terms of the Indenture (the “Calculation Agent”). The Borrower hereby appoints the Collateral Administrator as Calculation Agent. The Calculation Agent may be removed by the Borrower or the Collateral Manager, on behalf of the Borrower at any time. If the Calculation Agent is unable or unwilling to act as such or is removed by the Borrower or the Collateral Manager, on behalf of the Borrower, in respect of any Interest Accrual Period, the Borrower or the Collateral Manager, on behalf of the Borrower, will promptly appoint a replacement Calculation Agent which does not control or is not controlled by or under common control with the Borrower or its Affiliates or the Collateral Manager or its Affiliates. The Calculation Agent may not resign its duties or be removed without a successor having been duly appointed. The Calculation Agent shall be required to agree (and the Collateral Administrator as Calculation Agent agrees under the Indenture) for the Notes prior to the Reset Interest Determination Date immediately preceding the First Reset Date; provided that, if the Company has called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date but the Company does not redeem all of the outstanding Notes on such Redemption Date, the Company will appoint a Calculation Agent for the Notes as promptly soon as practicable after such proposed Redemption Date. The Company may terminate any such appointment and may appoint a successor Calculation Agent at any 5:00 a.m. Chicago time and from time to time (so long as there shall always be a Calculation Agent in respect of the Securities of this series when so required). The Company may appoint itself or an affiliate of the Company as Calculation Agent. (b) The applicable interest rate for on each Reset Period will be determined by the Calculation Agent as of the applicable Reset Interest Determination Date. Promptly upon such determination, but in no event later than 5:00 a.m. New York time on the U.S. Government Securities Business Day immediately following each Interest Determination Date, the Calculation Agent will notify calculate the Company Interest Rate applicable to each Class of Floating Rate Debt during the related Interest Accrual Period (or portion thereof) and the Debt Interest Amount (in each case, rounded to the nearest cent, with half a cent being rounded upward) payable on the related Payment Date in respect of such Class of Floating Rate Debt in respect of the interest rate for the Reset Period and the Company will promptly notifyrelated Interest Accrual Period. At such time, or cause the Calculation Agent will communicate such rates and amounts to promptly notifythe Borrower, the Trustee and Collateral Trustee, the Loan Agent, each Paying Agent, the Collateral Manager, Euroclear and Clearstream. The Calculation Agent for shall notify the Notes Borrower before 5:00 p.m. (New York time) on every Interest Determination Date if it has not determined and is not in the process of determining any such interest rateInterest Rate or Debt Interest Amount together with its reasons therefor. The Calculation Agent’s determination of any interest rate, the foregoing rates and its calculation of the amount of interest amounts for any Interest Payment Accrual Period beginning on (or after the First Reset Date, portion thereof) will be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding (in the absence of manifest error. ) be final and binding upon all parties. Neither the Collateral Trustee nor the Calculation Agent shall have any liability or responsibility for the determination (c) other than the calculation of such rate once such applicable rate has been selected), selection or verification of an alternative base rate (including, without limitation, whether any such rate is an Alternative Rate or whether the conditions for the designation of such rate have been satisfied). The Trustee Collateral Trustee, the Collateral Administrator and the Calculation Agent shall be entitled to conclusively rely upon the Collateral Manager's designation of any such rate and shall have no liability for any failure or delay in performing its duties under the Indenture as a result of the unavailability of a reference rate as described herein‎, including as a result of any inability, delay, error or inaccuracy on the part of any determination made other transaction party, ‎including without limitation the Collateral Manager and the Term SOFR Administrator, in providing any direction, instruction, ‎notice or information required or contemplated by the Calculation Agent. In no event shall terms of the Trustee be Indenture and reasonably required for the Calculation Agent, nor shall the Trustee have any liability for ‎performance of such actions taken at the Calculation Agent’s direction or otherwise in connection with respect to any such determination by the Calculation Agentduties.

Calculation Agent. (a) Unless the Company has validly called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset DateInitially, the Company Trustee will appoint a calculation agent act as Calculation Agent, in accordance with the provisions of that certain Calculation Agency Agreement, dated the date hereof (the “Calculation AgentAgency Agreement”) for ). For the Notes prior to avoidance of doubt, in acting under the Reset Interest Determination Date immediately preceding Calculation Agency Agreement, the First Reset Date; provided that, if Calculation Agent shall have the Company has called all benefit of the outstanding Notes for redemption on a Redemption Date occurring prior rights, protections and immunities granted to the First Reset Date but the Company does not redeem all of the outstanding Notes on such Redemption Date, the Company will appoint a Calculation Agent for the Notes as promptly as practicable after such proposed Redemption Date. The Company may terminate any such appointment and may appoint a successor Calculation Agent at any time and from time to time (so long as there shall always be a Calculation Agent in respect of the Securities of this series when so required)it hereunder. The Company may appoint itself a successor calculation agent at its discretion. So long as Compounded SOFR is required to be determined with respect to the Floating Rate Notes, there shall at all times be a Calculation Agent. In the event that any then acting Calculation Agent shall be unable or an affiliate of unwilling to act, or that such Calculation Agent shall fail duly to establish Compounded SOFR for any Floating Rate Interest Period, or the Company as proposes to remove such Calculation Agent, the Company shall appoint another Calculation Agent. (b) The applicable interest rate for each Reset Period will be determined by None of the Trustee, the Paying Agent or the Calculation Agent as shall be under any obligation (i) to monitor, determine or verify the unavailability or cessation of SOFR or the SOFR Index, or whether or when there has occurred, or to give notice to any other transaction party of the occurrence of, any Benchmark Transition Event or related Benchmark Replacement Date, (ii) to select, determine or designate any Benchmark Replacement, or other successor or replacement benchmark index, or whether any conditions to the designation of such a rate or index have been satisfied, (iii) to select, determine or designate any Benchmark Replacement Adjustment, or other modifier to any replacement or successor index, or (iv) to determine whether or what Benchmark Replacement Conforming Changes are necessary or advisable, if any, in connection with any of the foregoing, including, but not limited to, adjustments as to any alternative spread thereon, the Business Day convention, Interest Payment Determination Dates or any other relevant methodology applicable Reset Interest Determination Dateto such substitute or successor Benchmark. Promptly upon such determinationIn connection with the foregoing, each of the Trustee, the Paying Agent and the Calculation Agent will notify the Company of the interest rate for the Reset Period and the Company will promptly notify, or cause the Calculation Agent to promptly notify, the Trustee and each Paying Agent for the Notes of such interest rate. The Calculation Agent’s determination of any interest rate, and its calculation of the amount of interest for any Interest Payment Period beginning on or after the First Reset Date, will be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding in the absence of manifest error. (c) The Trustee shall be entitled to conclusively rely on any determination determinations made by the Company or its designee without independent investigation, and none will have any liability for actions taken at the Company’s direction in connection therewith. None of the Trustee, the Paying Agent or the Calculation Agent shall be liable for any inability, failure or delay on its part to perform any of its duties set forth in this Supplemental Indenture as a result of the unavailability of SOFR, the SOFR Index or other applicable Benchmark Replacement, including as a result of any failure, inability, delay, error or inaccuracy on the part of any other transaction party in providing any direction, instruction, notice or information required or contemplated by the terms of this Supplemental Indenture and reasonably required for the performance of such duties. None of the Trustee, Paying Agent or Calculation Agent shall be responsible or liable for the Company’s actions or omissions or for those of any designee, nor shall any of the Trustee, Paying Agent or Calculation Agent be under any obligation to oversee or monitor the Company’s performance or that of the designee. (c) The Company will give the Trustee and the Calculation Agent written notice of the person appointed as its designee. (d) All determinations made by the Calculation Agent. In no event shall Agent shall, in the Trustee absence of manifest error, be conclusive for all purposes and binding on the Calculation Agent, nor shall Company and Holders of the Trustee have any liability for such actions taken at the Calculation Agent’s direction or otherwise in connection with respect to any such determination by the Calculation AgentFloating Rate Notes.

Calculation Agent. (a) Unless The Issuer hereby agrees that for so long as any Secured Debt remains Outstanding there will at all times be an agent appointed (which does not control or is not controlled or under common control with the Company has validly called all Issuer or the Collateral Manager or its Affiliates) to calculate the Benchmark in respect of each Interest Accrual Period (or, in the case of the outstanding Notes for redemption on a Redemption Date occurring prior to first Interest Accrual Period, each portion thereof) in accordance with the First Reset Date, the Company will appoint a calculation agent definition of “Benchmark” (the “Calculation Agent”) for ). The Issuer hereby appoints the Notes prior to Collateral Administrator as Calculation Agent. The Calculation Agent may be removed by the Reset Interest Determination Date immediately preceding Issuer or the First Reset Date; provided thatCollateral Manager, if the Company has called all on behalf of the outstanding Notes for redemption Issuer, at any time. If the Calculation Agent is unable or unwilling to act as such or is removed by the Issuer or the Collateral Manager, on a Redemption Date occurring prior to the First Reset Date but the Company does not redeem all behalf of the outstanding Notes on such Redemption DateIssuer, the Company will appoint a Calculation Agent for the Notes as promptly as practicable after such proposed Redemption Date. The Company may terminate any such appointment and may appoint a successor Calculation Agent at any time and from time to time described in sub-section (so long as there shall always be a Calculation Agent b), in respect of any Interest Accrual Period, the Securities Issuer or the Collateral Manager, on behalf of this series when so required)the Issuer, will promptly appoint a replacement Calculation Agent which does not control or is not controlled by or under common control with the Issuer or its Affiliates or the Collateral Manager or its Affiliates. The Company Calculation Agent may appoint itself not resign its duties or an affiliate of the Company as Calculation Agentbe removed without a successor having been duly appointed. (b) The applicable interest rate for Calculation Agent shall be required to agree (and the Collateral Administrator as Calculation Agent does hereby agree) that, on each Reset Period will be determined by Interest Determination Date, as soon as possible but in no event later than 5:00 p.m. New York time on such Interest Determination Date, the Calculation Agent as shall calculate the Interest Rate applicable to each Class of Secured Debt during the related Interest Accrual Period and the Debt Interest Amount (in each case, rounded to the nearest cent, with half a cent being rounded upward) payable on the related Payment Date in respect of such Class of Secured Debt in respect of the applicable Reset related Interest Determination DateAccrual Period. Promptly upon At such determinationtime, the Calculation Agent will notify communicate such rates and amounts to the Company of Issuer, the interest rate for Collateral Trustee, the Reset Period Paying Agent, the Loan Agent, the Collateral Manager, Euroclear and Clearstream. The Calculation Agent will also specify to the Company will promptly notifyIssuer the quotations upon which the foregoing rates and amounts are based, or cause and in any event the Calculation Agent to promptly notify, shall notify the Trustee Issuer before 5:00 p.m. (New York time) on every Interest Determination Date if it has not determined and each Paying Agent for is not in the Notes process of determining any such interest rateInterest Rate or Debt Interest Amount together with its reasons therefor. The Calculation Agent’s determination of any interest rate, the foregoing rates and its calculation of the amount of interest amounts for any Interest Payment Accrual Period beginning on or after the First Reset Date, will be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding (in the absence of manifest error) be final and binding upon all parties. (c) Neither the Collateral Trustee nor the Calculation Agent shall have any liability or responsibility for the determination (other than the calculation of such rate once such applicable rate has been selected), selection or verification of a Benchmark or the Fallback Rate or any Base Rate Modifier, or whether the conditions for the designation of any such rate or adjustment have been satisfied. The Collateral Trustee and the Calculation Agent shall be entitled to conclusively rely on upon the Collateral Manager’s designation of any determination made by such rate and shall have no liability for any failure or delay in performing its duties hereunder as a result of the Calculation Agent. In unavailability of a base rate as described herein and shall have no event shall obligation to calculate any Fallback Rate to the Trustee be the extent it is incapable of implementing operationally. (d) The Calculation Agent, nor the Collateral Trustee and the Collateral Administrator shall have no liability for any failure or delay in performing their duties hereunder or under any other Transaction Document as a result of the unavailability of the “Term SOFR Rate” or the then current Benchmark or other reference rate as described herein, or absence of a designated replacement Benchmark, including as a result of any inability, delay, error or inaccuracy on the part of any other transaction party, including without limitation the Collateral Manager, in providing any direction, instruction, notice or information required or contemplated by the terms of this Indenture and reasonably required for the performance of such duties. Notwithstanding the foregoing, the Collateral Manager shall provide direction to the Calculation Agent facilitating or specifying administrative procedures with respect to the calculation of any other applicable benchmark upon which the directions Calculation Agent may conclusively rely. The Collateral Trustee and the Calculation Agent shall not have any liability for such actions taken at any publications received from the Calculation Agent’s direction Term SOFR Administrator or otherwise in connection with respect to any such determination by the Calculation Agentadministrator or source of the then current Benchmark.

Calculation Agent. (a) Unless The Issuer hereby agrees that for so long as any Secured Notes remain Outstanding there will at all times be an agent appointed (which does not control or is not controlled or under common control with the Company has validly called all Issuer or the Collateral Manager or its Affiliates) to calculate the Benchmark in respect of each Interest Accrual Period (or, in the case of the outstanding Notes for redemption on a Redemption Date occurring prior to first Interest Accrual Period, each portion thereof) in accordance with the First Reset Date, the Company will appoint a calculation agent definition of “Benchmark” (the “Calculation Agent”) for ). The Issuer hereby appoints the Notes prior to Collateral Administrator as Calculation Agent. The Calculation Agent may be removed by the Reset Interest Determination Date immediately preceding Issuer or the First Reset Date; provided thatCollateral Manager, if the Company has called all on behalf of the outstanding Notes for redemption Issuer, at any time. If the Calculation Agent is unable or unwilling to act as such or is removed by the Issuer or the Collateral Manager, on a Redemption Date occurring prior to the First Reset Date but the Company does not redeem all behalf of the outstanding Notes on such Redemption DateIssuer, the Company will appoint a Calculation Agent for the Notes as promptly as practicable after such proposed Redemption Date. The Company may terminate any such appointment and may appoint a successor Calculation Agent at any time and from time to time described in sub-section (so long as there shall always be a Calculation Agent b), in respect of any Interest Accrual Period, the Securities Issuer or the Collateral Manager, on behalf of this series when so required)the Issuer, will promptly appoint a replacement Calculation Agent which does not control or is not controlled by or under common control with the Issuer or its Affiliates or the Collateral Manager or its Affiliates. The Company Calculation Agent may appoint itself not resign its duties or an affiliate of the Company as Calculation Agentbe removed without a successor having been duly appointed. (b) The applicable interest rate for Calculation Agent shall be required to agree (and the Collateral Administrator as Calculation Agent does hereby agree) that, on each Reset Period will be determined by Interest Determination Date, as soon as possible but in no event later than 5:00 p.m. New York time on such Interest Determination Date, the Calculation Agent as shall calculate the Interest Rate applicable to each Class of Secured Notes during the related Interest Accrual Period and the Note Interest Amount (in each case, rounded to the nearest cent, with half a cent being rounded upward) payable on the related Payment Date in respect of such Class of Secured Notes in respect of the applicable Reset related Interest Determination DateAccrual Period. Promptly upon At such determinationtime, the Calculation Agent will notify communicate such rates and amounts to the Company of Issuer, the interest rate for Trustee, the Reset Period Paying Agent, the Collateral Manager, Euroclear and Clearstream. The Calculation Agent will also specify to the Company will promptly notifyIssuer the quotations upon which the foregoing rates and amounts are based, or cause and in any event the Calculation Agent to promptly notify, shall notify the Trustee Issuer before 5:00 p.m. (New York time) on every Interest Determination Date if it has not determined and each Paying Agent for is not in the Notes process of determining any such interest rateInterest Rate or Note Interest Amount together with its reasons therefor. The Calculation Agent’s determination of any interest rate, the foregoing rates and its calculation of the amount of interest amounts for any Interest Payment Accrual Period beginning on or after the First Reset Date, will be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding (in the absence of manifest error) be final and binding upon all parties. (c) Neither the Trustee nor the Calculation Agent shall have any liability or responsibility for the determination (other than the calculation of such rate once such applicable rate has been selected), selection or verification of a Benchmark or the Fallback Rate or any Base Rate Modifier, or whether the conditions for the designation of any such rate or adjustment have been satisfied. The Trustee and the Calculation Agent shall be entitled to conclusively rely on upon the Collateral Manager’s designation of any determination made by the Calculation Agent. In such rate and shall have no event shall the Trustee be the Calculation Agent, nor shall the Trustee have any liability for such actions taken at any failure or delay in performing its duties hereunder as a result of the Calculation Agent’s direction or otherwise in connection with respect unavailability of a base rate as described herein and shall have no obligation to calculate any such determination by Fallback Rate to the Calculation Agentextent it is incapable of implementing operationally.

Calculation Agent. (a) Unless The Calculation Agent shall perform the Company has validly called all duties expressed to be performed by it in the Conditions in respect of the outstanding each Series of Notes for redemption on a Redemption Date occurring prior to the First Reset Date, the Company will appoint a calculation agent (the “in respect of which it is appointed as Calculation Agent”) for . As soon as practicable after the Notes prior to the Reset relevant time on each Interest Determination Date immediately preceding the First Reset Date; provided that, if the Company has called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date but the Company does not redeem all of the outstanding Notes or such time on such Redemption Date, date as the Company will appoint a Calculation Agent for the Notes as promptly as practicable after such proposed Redemption Date. The Company Conditions may terminate any such appointment and may appoint a successor Calculation Agent at any time and from time require to time (so long as there shall always be a Calculation Agent in respect of the Securities of this series when so required). The Company may appoint itself or an affiliate of the Company as Calculation Agent. (b) The applicable interest rate for each Reset Period will be determined by the Calculation Agent as of the applicable Reset Interest Determination Date. Promptly upon such determination, the Calculation Agent will notify the Company of the interest rate for the Reset Period and the Company will promptly notify, or cause the Calculation Agent to promptly notify, the Trustee and each Paying Agent for the Notes of such interest rate. The Calculation Agent’s determination of any interest rate, and its calculation of the amount of interest for calculated any Interest Payment Period beginning on Amount or after the First Reset DateRedemption Amount, will any quotation to be on file at the Company’s principal offices, will be made available to any Holder obtained or beneficial owner of the Notes upon request and will be final and binding in the absence of manifest error. (c) The Trustee shall be entitled to conclusively rely on any determination or calculation to be made by the Calculation Agent. In , the Calculation Agent shall determine the Interest Rate and calculate the Interest Amounts in respect of each denomination of the Notes for the relevant Interest Accrual Period, Interest Period or Interest Payment Date, calculate the Redemption Amount, obtain such quotation and/or make such determination or calculation, as the case may be, and cause the Interest Rate and the Interest Amounts for each Interest Accrual Period, Interest Period or Interest Payment Date and, if required, the relevant Interest Payment Date and, if required to be calculated, any Redemption Amount to be notified to any other Calculation Agent appointed in respect of the Notes that is to make a further calculation upon receipt of such information, the Issuing and Paying Agent, the relevant Issuer, each of the Paying Agents, the relevant Noteholders and, if the relevant Notes are to be listed on a stock exchange and the rules of such exchange so require, such exchange as soon as possible after their determination but in no event later than (i) the commencement of the relevant Interest Period, if determined prior to such time, in the case of notification to such exchange of an Interest Rate and Interest Amount, or (ii) in all other cases, the fourth Business Day after such determination. If the Calculation Agent at any material time does not make any determination or calculation or take any action that it is required to do pursuant to the Conditions, it shall forthwith notify the relevant Issuer, the Trustee be and the Calculation Agent, nor shall the Trustee have any liability for such actions taken at the Calculation Agent’s direction or otherwise in connection with respect to any such determination by the Calculation Issuing and Paying Agent.

Calculation Agent. (a) Unless The Issuer and the Company has validly called Co-Issuer hereby agree that for so long as any Notes remain Outstanding there shall at all times be an agent appointed to calculate the Benchmark in respect of each Interest Accrual Period in accordance with the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date, the Company will appoint a calculation agent terms of Schedule B attached hereto (the “Calculation Agent”) for ). The Issuer and the Notes prior to Co-Issuer initially have appointed the Reset Interest Determination Date immediately preceding the First Reset Date; provided that, if the Company has called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date but the Company does not redeem all of the outstanding Notes on such Redemption Date, the Company will appoint a Note Administrator as Calculation Agent for purposes of determining the Notes as promptly as practicable after such proposed Redemption DateBenchmark and the Interest Distribution Amount for each Interest Accrual Period. The Company Calculation Agent may terminate be removed by the Issuer at any time with cause, or without cause upon thirty (30) days’ written notice. The Calculation Agent may resign at any time by giving written notice thereof to the Issuer, the Co-Issuer, the Collateral Manager, the Noteholders and the Rating Agencies. If the Calculation Agent is unable or unwilling to act as such appointment or is removed by the Issuer, or if the Calculation Agent fails to determine the rate using the Benchmark or the Interest Distribution Amount for any Class of Notes for any Interest Accrual Period, the Issuer and the Co-Issuer shall promptly appoint as a replacement Calculation Agent a leading bank which does not control or is not controlled by or under common control with the Issuer or its affiliates. To the extent the Calculation Agent is removed without cause, the expenses incurred in connection with transferring the Calculation Agent’s responsibilities hereunder shall be reimbursed by the Issuer. The Calculation Agent may appoint not resign its duties without a successor having been duly appointed. If no successor Calculation Agent at any time and from time to time shall have been appointed within thirty (so long as there shall always be 30) days after giving of a notice of resignation, the resigning Calculation Agent in respect or a Majority of the Securities of this series when so required). The Company may appoint itself or an affiliate Holders of the Company as Notes, on behalf of itself and all others similarly situated, may petition a court of competent jurisdiction, at the Issuer’s expense, for the appointment of a successor Calculation Agent. (b) The applicable interest rate Calculation Agent shall be required to agree that, as soon as practicable after the Reference Time, but in no event later than 11:00 a.m. (New York Time) on the next succeeding Business Day immediately following each Benchmark Determination Date, the Calculation Agent shall calculate the Benchmark for the related Interest Accrual Period and will communicate such information to the Note Administrator, who shall include such calculation on the next Monthly Report following such Benchmark Determination Date. The Calculation Agent shall notify the Issuer, the Co-Issuer and the Collateral Manager before 5:00 p.m. (New York Time) on each Benchmark Determination Date if it has not determined and is not in the process of determining the Benchmark and the Interest Distribution Amounts for each Reset Period will be determined Class of Notes, together with the reasons therefor. The determination of the Note Interest Rates and the related Interest Distribution Amounts, respectively, by the Calculation Agent as of the applicable Reset Interest Determination Date. Promptly upon such determinationshall, the Calculation Agent will notify the Company of the interest rate for the Reset Period and the Company will promptly notifyabsent manifest error, or cause the Calculation Agent to promptly notify, the Trustee and each Paying Agent for the Notes of such interest rate. The Calculation Agent’s determination of any interest rate, and its calculation of the amount of interest for any Interest Payment Period beginning on or after the First Reset Date, will be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding in the absence of manifest erroron all parties. (c) The Trustee shall be entitled to conclusively rely on any determination made by the Calculation Agent. In no event shall the Trustee be the Calculation Agent, nor shall the Trustee have any liability for such actions taken at the Calculation Agent’s direction or otherwise in connection with respect to any such determination by the Calculation Agent.

Calculation Agent. (a) Unless The Issuer and the Company has validly called Co-Issuer hereby agree that for so long as any Notes remain Outstanding there shall at all times be an agent appointed to calculate LIBOR in respect of each Interest Accrual Period in accordance with the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date, the Company will appoint a calculation agent terms of Schedule B attached hereto (the “Calculation Agent”) for ). The Issuer and the Notes prior to Co-Issuer initially have appointed the Reset Interest Determination Date immediately preceding the First Reset Date; provided that, if the Company has called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date but the Company does not redeem all of the outstanding Notes on such Redemption Date, the Company will appoint a Trustee as Calculation Agent for the Notes as promptly as practicable after such proposed Redemption Datepurposes of determining LIBOR for each Interest Accrual Period. The Company Calculation Agent may terminate be removed by the Issuer at any time. The Calculation Agent may resign at any time by giving written notice thereof to the Issuer, the Co-Issuer, the Loan Obligation Manager, the Noteholders and the Rating Agency. If the Calculation Agent is unable or unwilling to act as such appointment or is removed by the Issuer in respect of any Interest Accrual Period, the Issuer and the Co-Issuer shall promptly appoint as a replacement Calculation Agent a leading bank which is engaged in transactions in Eurodollar deposits in the international Eurodollar market and which does not control or is not controlled by or under common control with the Issuer or its Affiliates. The Calculation Agent may appoint not resign its duties without a successor having been duly appointed. If no successor Calculation Agent at any time and from time to time (so long as there shall always be have been appointed within 30 days after giving of a notice of resignation, the resigning Calculation Agent in respect Agent, a Majority of the Securities Notes or any Holder of this series when so required). The Company a Note, on behalf of himself and all others similarly situated, may appoint itself or an affiliate petition a court of competent jurisdiction for the Company as appointment of a successor Calculation Agent. (b) The applicable interest rate Calculation Agent shall be required to agree that, as soon as practicable after 11:00 a.m. (London time) on each LIBOR Determination Date (as defined in Schedule B attached hereto), but in no event later than 11:00 a.m. (New York time) on the London Banking Day immediately following each LIBOR Determination Date, the Calculation Agent shall calculate LIBOR for the next Interest Accrual Period and will communicate such rates to the Issuer, the Co-Issuer, the Trustee, the Loan Obligation Manager, the Paying Agent and, if any Note is in the form of a Regulation S Global Security, to Euroclear and Clearstream, Luxembourg. The Calculation Agent shall also specify to the Issuer and the Co-Issuer the quotations upon which LIBOR is based, and in any event the Calculation Agent shall notify the Issuer and the Co-Issuer before 5:00 p.m. (New York time) on each LIBOR Determination Date if it has not determined and is not in the process of determining LIBOR and the Interest Distribution Amounts for each Reset Period will be determined Class of Notes, together with the reasons therefor. The determination of the Class A Rate and Class B Rate and the related Class A Interest Distribution Amount and Class B Interest Distribution Amount, respectively, by the Calculation Agent as of the applicable Reset Interest Determination Date. Promptly upon such determinationshall, the Calculation Agent will notify the Company of the interest rate for the Reset Period and the Company will promptly notifyabsent manifest error, or cause the Calculation Agent to promptly notify, the Trustee and each Paying Agent for the Notes of such interest rate. The Calculation Agent’s determination of any interest rate, and its calculation of the amount of interest for any Interest Payment Period beginning on or after the First Reset Date, will be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding in the absence of manifest erroron all parties. (c) The Trustee shall be entitled to conclusively rely on any determination made by the Calculation Agent. In no event shall the Trustee be the Calculation Agent, nor shall the Trustee have any liability for such actions taken at the Calculation Agent’s direction or otherwise in connection with respect to any such determination by the Calculation Agent.

Calculation Agent. (a) Unless The Issuer hereby agrees that for so long as any Debt remains Outstanding there shall at all times be an agent appointed to calculate the Company has validly called all Benchmark in respect of each Interest Accrual Period in accordance with the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date, the Company will appoint a calculation agent terms of Schedule B attached hereto (the “Calculation Agent”) ). The Issuer initially has appointed the Collateral Agent as Calculation Agent for purposes of determining the Notes prior Benchmark for each Interest Accrual Period. The Calculation Agent may be removed by the Issuer at any time. The Calculation Agent may resign at any time by giving written notice thereof to the Reset Issuer and the Debtholders. If the Calculation Agent is unable or unwilling to act as such or is removed by the Issuer in respect of any Interest Determination Date immediately preceding Accrual Period, the First Reset Date; provided thatIssuer shall promptly appoint as a replacement Calculation Agent a leading bank which does not control or is not controlled by or under common control with the Issuer or its Affiliates and which, if the Company has called all of Benchmark is LIBOR, is engaged in transactions in Eurodollar deposits in the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date but the Company does not redeem all of the outstanding Notes on such Redemption Date, the Company will appoint a international Eurodollar market. The Calculation Agent for the Notes as promptly as practicable after such proposed Redemption Datemay not resign its duties without a successor having been duly appointed. The Company may terminate any such appointment and may appoint a If no successor Calculation Agent at any time and from time to time shall have been appointed within thirty (so long as there shall always be 30) days after giving of a notice of resignation, the resigning Calculation Agent in respect or a Majority of the Securities Controlling Class, on behalf of this series when so required). The Company himself and all others similarly situated, may appoint itself or an affiliate petition a court of competent jurisdiction for the Company as appointment of a successor Calculation Agent. (b) The applicable interest rate Calculation Agent shall be required to agree that, as soon as practicable after the Reference Time, but in no event later than 11:00 a.m. (New York time) on the next Business Day (or the next London Banking Day if the Benchmark is LIBOR) immediately following each Benchmark Determination Date, the Calculation Agent shall calculate the Benchmark for the next Interest Accrual Period and will communicate such information to the Collateral Agent, who shall include such calculation on the next Payment Date Report following such Benchmark Determination Date. The Calculation Agent shall notify the Issuer before 5:00 p.m. (New York time) on each Reset Period will be Benchmark Determination Date if it has not determined and is not in the process of determining the Benchmark, the Class A Loan Interest Distribution Amount for the Class A Loan, together with the reasons therefor. The determination of the Class A Loan Rate or any Class A Loan Interest Distribution Amount, respectively, by the Calculation Agent as of the applicable Reset Interest Determination Date. Promptly upon such determinationshall, the Calculation Agent will notify the Company of the interest rate for the Reset Period and the Company will promptly notifyabsent manifest error, or cause the Calculation Agent to promptly notify, the Trustee and each Paying Agent for the Notes of such interest rate. The Calculation Agent’s determination of any interest rate, and its calculation of the amount of interest for any Interest Payment Period beginning on or after the First Reset Date, will be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding in the absence of manifest erroron all parties. (c) None of the Calculation Agent, Note Administrator, Collateral Agent, Loan Agent or Trustee shall have any responsibility or liability for (i) the selection or determination of (or any failure by the Class A Lender to select or determine) an alternative or replacement reference rate (including any Benchmark Replacement, ISDA Fallback Rate, Benchmark Replacement Adjustment or any other reference rate component or modifier thereto) as a successor or replacement benchmark to LIBOR or determining whether (a) any such rate is a Benchmark Replacement or ISDA Fallback Rate, (b) the conditions to the designation of such rate or the adoption of a supplemental indenture have been satisfied, or (c) a Benchmark Transition Event and its related Benchmark Replacement Date have occurred, and shall be entitled to rely upon any selection or determination of such rate (and any modifier) by the Class A Lender or (ii) any failure or delay in performing their duties under this Indenture and Credit Agreement as a result of the unavailability of LIBOR or other reference rate as described herein or the failure of the Class A Lender to select or determine any alternative or replacement rate as set forth herein. The Calculation Agent, Note Administrator, Collateral Agent, Loan Agent and Trustee shall be entitled to conclusively rely on any determination selection, determination, decision or election that may be made by the Calculation Agent. In no event shall the Trustee be the Calculation Agent, nor shall the Trustee have any liability for such actions taken at the Calculation Agent’s direction or otherwise in connection Class A Lender with respect to any such determination alternative or replacement reference rate (including any modifier thereto), including any Benchmark Replacement and Benchmark Replacement Conforming Changes selected by the Calculation AgentClass A Lender.

Calculation Agent. (a) Unless The Issuer hereby agrees that for so long as any Floating Rate Notes remain outstanding there will at all times be an agent appointed (which agent does not control or is not controlled by or under common control with the Company has validly called all Issuer or its Affiliates or the Collateral Manager or its Affiliates) to calculate the Benchmark in respect of each Interest Accrual Period (or, in the case of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Datefirst Interest Accrual Period, the Company will appoint a calculation agent relevant portion thereof) in accordance with the definition of Benchmark (the “Calculation Agent”) for the Notes prior to the Reset Interest Determination Date immediately preceding the First Reset Date; provided that, if the Company has called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date but the Company does not redeem all of the outstanding Notes on such Redemption Date, the Company will appoint a Calculation Agent for the Notes as promptly as practicable after such proposed Redemption Date. The Company may terminate any such appointment and may appoint a successor Calculation Agent at any time and from time to time (so long as there shall always be a Calculation Agent in respect of the Securities of this series when so required). The Company Issuer hereby appoints the Collateral Administrator as the Calculation Agent. The Calculation Agent may appoint itself be removed by the Issuer or an affiliate the Collateral Manager, on behalf of the Company Issuer, at any time. If the Calculation Agent is unable or unwilling to act as such or is removed by the Issuer or the Collateral Manager, on behalf of the Issuer, the Issuer or the Collateral Manager, on behalf of the Issuer, will promptly appoint a replacement Calculation AgentAgent which does not control or is not controlled by or under common control with the Issuer or its Affiliates or the Collateral Manager or its Affiliates. The Calculation Agent may not resign its duties or be removed without a successor having been duly appointed. (b) The applicable interest rate for each Reset Period Calculation Agent will be determined by required to agree (and the Trustee as Calculation Agent does hereby agree) that, as of the applicable Reset soon as possible after 11:00 a.m. London time on each Interest Determination Date. Promptly upon such determination, but in no event later than 11:00 a.m. New York time on the London Banking Day immediately following each Interest Determination Date, the Calculation Agent will notify calculate the Company Interest Rate applicable to each Class of Floating Rate Notes during the related Interest Accrual Period (or, in the case of the interest rate for first Interest Accrual Period, the Reset Period relevant portion thereof) and the Company will promptly notifyNote Interest Amount (in each case, or cause rounded to the nearest cent, with half a cent being rounded upward) payable on the related Payment Date in respect of such Class of Floating Rate Notes and the related period. At such time, the Calculation Agent will communicate such rates and amounts to promptly notifythe Co-Issuers, the Trustee and Trustee, each Paying Agent, the Collateral Manager, Euroclear and Clearstream. The Calculation Agent for will also specify to the Notes Co-Issuers the quotations upon which the foregoing rates and amounts are based, and in any event the Calculation Agent shall notify the Co-Issuers before 5:00 p.m. (New York time) on every Interest Determination Date if it has not determined and is not in the process of determining any such interest rateInterest Rate or Note Interest Amount together with its reasons therefor. The Calculation Agent’s determination of any interest rate, the foregoing rates and its calculation of the amount of interest amounts for any Interest Payment Accrual Period beginning on or after the First Reset Date, will be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding (in the absence of manifest error) be final and binding upon all parties. (c) The Trustee shall None of the Trustee, the Paying Agent or the Calculation Agent have any obligation (i) to monitor, determine or verify the unavailability or cessation of LIBOR (or other applicable Benchmark), or whether or when there has occurred, or to give notice to any other transaction party of the occurrence of, any Benchmark Transition Event or Benchmark Replacement Date, (ii) to select, determine or designate any Benchmark Replacement, Benchmark, Benchmark Replacement (including Daily Simple SOFR or Term SOFR), Unadjusted Benchmark Replacement or Fallback Rate, or other successor or replacement benchmark index, or whether any conditions to the designation of such a rate have been satisfied, or (iii) to select, determine or designate any Benchmark Replacement Adjustment, Reference Rate Modifier, or other modifier to any replacement or successor index, or (iv) to determine whether or what Benchmark Replacement Conforming Changes are necessary or advisable, if any, in connection with any of the foregoing. (d) None of the Trustee, the Paying Agent or the Calculation Agent will be entitled liable for any inability, failure or delay on its part to conclusively rely perform any of its duties set forth in this Indenture as a result of the unavailability of LIBOR (or other applicable Benchmark) and absence of a designated replacement Benchmark, including as a result of any inability, delay, error or inaccuracy on the part of any determination made other transaction party, including without limitation the Collateral Manager, in providing any direction, instruction, notice or information required or contemplated by the Calculation Agent. In no event shall terms of this Indenture and reasonably required for the Trustee be performance of such duties. (e) Neither the Calculation Agent, Agent nor the Collateral Manager shall the Trustee have any liability for such actions taken at any interest rate published by any publication that is the Calculation Agent’s direction source for determining the interest rates of the Secured Notes, including but not limited to the Reuters Screen (or otherwise in connection with respect to any such determination successor source), rates compiled by the Calculation AgentICE Benchmark Administration Ltd. or any successor thereto, or rates published by the Federal Reserve Board or on the Federal Reserve Bank of New York’s Website.

Calculation Agent. (aA) Unless The Calculation Agent shall be such person as the Company has validly called all Borrower may appoint meeting the requirements of Section 2.12(B) with the consent of the outstanding Notes for redemption on Bank. Any Calculation Agent which is not also the Bank shall designate its principal office and signify its acceptance of the duties and obligations imposed upon it hereunder by a Redemption Date occurring prior written instrument of acceptance delivered to the First Reset DateBorrower, the Company Trustee and the Bank in which the Calculation Agent will appoint agree to perform all calculations and provide all notices required of the Calculation Agent under this Indenture. (B) The Calculation Agent shall be a calculation agent (corporation duly organized under the “laws of the United States of America or any state or territory thereof and shall be authorized by law to perform all the duties imposed upon it by this Indenture and may be the Trustee, the Bank, the Credit Provider or any other Person, but may not be the Borrower or an Affiliate of the Borrower. The Calculation Agent”) for Agent may at any time resign and be discharged of the Notes prior duties and obligations created by this Indenture by giving at least 60 days’ notice to the Reset Interest Determination Date immediately preceding Borrower, the First Reset Date; provided thatBank, the Trustee, the Tender Agent, the Remarketing Agent, the Credit Provider, if any. Upon receipt of such notice, during any Interest Rate Period in which the Company has called all services of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date but the Company does not redeem all of the outstanding Notes on such Redemption Date, the Company will appoint a Calculation Agent for are required under this Indenture, the Notes as promptly as practicable after such proposed Redemption Date. The Company may terminate any such appointment and may Borrower will diligently seek to appoint a successor Calculation Agent to assume the duties of the Calculation Agent on the effective date of the prior Calculation Agent’s resignation. In the event that the Borrower shall fail to appoint a successor Calculation Agent in a timely manner when required under this Indenture, the Trustee shall either (i) appoint a Calculation Agent to act as such, or (ii) petition any court of competent jurisdiction for the appointment of a successor Calculation Agent, and such court may thereupon, after such notice, if any, as it may deem proper, appoint such successor Calculation Agent; provided however, that during the pendency of any such petition the Trustee shall itself act as Calculation Agent, service in any such case shall commence on the effective date of the resignation of the prior Calculation Agent and to remain in effect until a successor Calculation Agent assumes such position in accordance with the provisions hereof. The Calculation Agent may be removed at any time with the consent of the Bank by written notice from the Borrower to the Trustee, the Tender Agent and from time to time (so long as there the Credit Provider, if any, and the Remarketing Agent, provided that such removal shall always not be effective until a successor Calculation Agent assumes such position in respect of accordance with the Securities of this series when so required). The Company may appoint itself or an affiliate of the Company as Calculation Agentprovisions hereof. (bC) The applicable interest rate for each Reset Period will be determined by Trustee shall, within three Business Days of the resignation or removal of the Calculation Agent as or the appointment of the applicable Reset Interest Determination Date. Promptly upon such determination, the Calculation Agent will notify the Company of the interest rate for the Reset Period and the Company will promptly notify, or cause the Calculation Agent to promptly notify, the Trustee and each Paying Agent for the Notes of such interest rate. The Calculation Agent’s determination of any interest rate, and its calculation of the amount of interest for any Interest Payment Period beginning on or after the First Reset Date, will be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding in the absence of manifest error. (c) The Trustee shall be entitled to conclusively rely on any determination made by the Calculation Agent. In no event shall the Trustee be the a successor Calculation Agent, nor shall give notice thereof by Electronic Means, confirmed by first class mail, to the Trustee have any liability for such actions taken at registered owners of the Calculation Agent’s direction or otherwise in connection with respect to any such determination by the Calculation AgentBonds.

Calculation Agent. (a) Unless The Issuer hereby agrees that for so long as any Debt remains Outstanding there shall at all times be an agent appointed to calculate the Company has validly called all Benchmark in respect of each Interest Accrual Period in accordance with the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date, the Company will appoint a calculation agent terms of Schedule B attached hereto (the “Calculation Agent”) ). The Issuer initially has appointed the Collateral Agent as Calculation Agent for purposes of determining the Notes prior Benchmark for each Interest Accrual Period. The Calculation Agent may be removed by the Issuer at any time. The Calculation Agent may resign at any time by giving written notice thereof to the Reset Issuer and the Debtholders. If the Calculation Agent is unable or unwilling to act as such or is removed by the Issuer in respect of any Interest Determination Date immediately preceding Accrual Period, the First Reset Date; provided thatIssuer shall promptly appoint as a replacement Calculation Agent a leading bank which does not control or is not controlled by or under common control with the Issuer or its Affiliates and which, if the Company has called all of Benchmark is LIBOR, is engaged in transactions in Eurodollar deposits in the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date but the Company does not redeem all of the outstanding Notes on such Redemption Date, the Company will appoint a international Eurodollar market. The Calculation Agent for the Notes as promptly as practicable after such proposed Redemption Datemay not resign its duties without a successor having been duly appointed. The Company may terminate any such appointment and may appoint a If no successor Calculation Agent at any time and from time to time shall have been appointed within thirty (so long as there shall always be 30) days after giving of a notice of resignation, the resigning Calculation Agent in respect or a Majority of the Securities Controlling Class, on behalf of this series when so required). The Company himself and all others similarly situated, may appoint itself or an affiliate petition a court of competent jurisdiction for the Company as appointment of a successor Calculation Agent. (b) The applicable interest rate Calculation Agent shall be required to agree that, as soon as practicable after the Reference Time, but in no event later than 11:00 a.m. (New York time) on the next Business Day (or the next London Banking Day if the Benchmark is LIBOR) immediately following each Benchmark Determination Date, the Calculation Agent shall calculate the Benchmark for the next Interest Accrual Period and will communicate such information to the Collateral Agent, who shall include such calculation on the next Payment Date Report following such Benchmark Determination Date. The Calculation Agent shall notify the Issuer before 5:00 p.m. (New York time) on each Reset Period will be Benchmark Determination Date if it has not determined and is not in the process of determining the Benchmark, the Class A Loan Rate and the Class A Loan Interest Distribution Amount for the Class A Loan, together with the reasons therefor. The determination of the Benchmark, the Class A Loan Rate or any Class A Loan Interest Distribution Amount, respectively, by the Calculation Agent as of the applicable Reset Interest Determination Date. Promptly upon such determinationshall, the Calculation Agent will notify the Company of the interest rate for the Reset Period and the Company will promptly notifyabsent manifest error, or cause the Calculation Agent to promptly notify, the Trustee and each Paying Agent for the Notes of such interest rate. The Calculation Agent’s determination of any interest rate, and its calculation of the amount of interest for any Interest Payment Period beginning on or after the First Reset Date, will be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding in the absence of manifest erroron all parties. (c) None of the Calculation Agent, Note Administrator, Collateral Agent, Loan Agent or Trustee shall have any responsibility or liability for (i) the selection or determination of (or any failure by the Class A Lender to select or determine) an alternative or replacement reference rate (including any Benchmark Replacement, ISDA Fallback Rate, Benchmark Replacement Adjustment or any other reference rate component or modifier thereto) as a successor or replacement benchmark to LIBOR or determining whether (a) any such rate is a Benchmark Replacement or ISDA Fallback Rate, (b) the conditions to the designation of such rate or the adoption of a supplemental indenture have been satisfied, or (c) a Benchmark Transition Event and its related Benchmark Replacement Date have occurred, and shall be entitled to rely upon any selection or determination of such rate (and any modifier) by the Class A Lender or (ii) any failure or delay in performing their duties under this Indenture and Credit Agreement as a result of the unavailability of LIBOR or other reference rate as described herein or the failure of the Class A Lender to select or determine any alternative or replacement rate as set forth herein. The Calculation Agent, Note Administrator, Collateral Agent, Loan Agent and Trustee shall be entitled to conclusively rely on any determination selection, determination, decision or election that may be made by the Calculation Agent. In no event shall the Trustee be the Calculation Agent, nor shall the Trustee have any liability for such actions taken at the Calculation Agent’s direction or otherwise in connection Class A Lender with respect to any such determination alternative or replacement reference rate (including any modifier thereto), including any Benchmark Replacement and Benchmark Replacement Conforming Changes selected by the Calculation AgentClass A Lender.

Calculation Agent. (a) Unless The Company shall appoint a Calculation Agent on or prior to Interest Rate Calculation Date applicable to the Initial Interest Rate Reset Date; provided, however, that the Company shall not be required to appoint a Calculation Agent if the Company has validly called elected to redeem all of the outstanding Notes for redemption on a Redemption Date occurring prior to as of the First Reset Date, the Company will appoint a calculation agent (the “Calculation Agent”) for the Notes prior to the Reset Initial Interest Determination Date immediately preceding the First Rate Reset Date; provided provided, further, that, if the Company has called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date so elected but the Company does not redeem all of the outstanding Notes on such Redemption the Initial Interest Rate Reset Date, the Company will shall appoint a Calculation Agent for not later than the Notes as promptly as practicable after such proposed Redemption Business Day immediately following the Initial Interest Rate Reset Date. The Company or its Affiliates may terminate any such appointment and may appoint a successor assume the duties of the Calculation Agent. The Calculation Agent at any time and from time to time (so long as there shall always be a Calculation Agent in respect of will determine the Securities of this series when so required). The Company may appoint itself or an affiliate of the Company as Calculation Agent. (b) The applicable interest rate for each Interest Rate Reset Period will be determined by the Calculation Agent as of the applicable Reset Interest Determination Rate Calculation Date. Promptly upon such determination, the Calculation Agent Agent, if other than the Company or an Affiliate of the Company, will notify the Company of the applicable interest rate for the relevant Interest Rate Reset Period and and, provided the Trustee is not the Calculation Agent, the Company will then promptly notify, or cause the Calculation Agent to promptly notify, notify the Trustee and each Paying Agent for the Notes of such interest rate. The Calculation Agent’s determination of any interest rate, rate and its calculation of the amount of interest for any Interest Payment Rate Reset Period beginning on or after the First Initial Interest Rate Reset DateDate will be conclusive and binding absent manifest error, may be made in the Calculation Agent’s sole discretion and, notwithstanding anything to the contrary in the documentation relating to the Notes, will become effective without consent from any other Person or entity. Such determination of any interest rate and calculation of the amount of interest will be on file at the Company’s principal offices, offices and will be made available to any Holder upon request. If the 5-Year Treasury Rate cannot be determined pursuant to the method described above, the Company or beneficial owner one of its affiliates, after consulting such sources as it deems comparable to any of the foregoing calculations, or any such source as it deems reasonable from which to estimate the 5-Year Treasury Rate, will determine the 5-Year Treasury Rate in its sole discretion, provided that if the Company or one of its affiliates determines there is an industry-accepted successor 5-Year Treasury Rate, then the Company or one of its affiliates will use such successor rate. If the Company or one of its affiliates has determined a substitute or successor base rate in accordance with the foregoing, the Company or one of its affiliates in its sole discretion may determine the business day convention, the definition of Business Day and the Interest Rate Calculation Date to be used and any other relevant methodology for calculating such substitute or successor base rate, including any adjustment factor needed to make such substitute or successor base rate comparable to the 5-Year Treasury Rate, in a manner that is consistent with industry-accepted practices for such substitute or successor base rate. SECTION 305. TRANSFER AND EXCHANGE OF DEFINITIVE NOTES FOR DEFINITIVE NOTES. When Notes upon request and will be final and binding in the absence form of manifest error. (c) The Trustee shall be entitled a Definitive Note are presented to conclusively rely on any determination made by the Calculation Agent. In no event shall the Trustee be the Calculation Agent, nor shall the Trustee have any liability for such actions taken at the Calculation Agent’s direction or otherwise in connection Security Registrar with respect to any such determination by the Calculation Agent.a request:

Calculation Agent. (a) Unless the Company has validly called all of the outstanding As long as any Notes for redemption on a Redemption Date occurring prior to the First Reset Dateare outstanding, the Company will appoint shall maintain a calculation agent for calculating the Settlement Rate in respect of the Notes (the “Calculation Agent”) for ). The Calculation Agent shall determine the Settlement Rate applicable to the Notes in accordance with Section 207 hereof and the Dollars to be paid per Ps.1,000,000 principal amount of Notes. The Calculation Agent shall notify, in writing the Company, the Trustee and any Paying Agent of each Settlement Rate and the Dollar amounts to be paid per Ps.1,000,000 principal amount of Notes as soon a reasonably practicable after determination thereof (and in no case later than one Business Day prior to the Reset applicable Interest Determination Date immediately preceding Payment Date, Redemption Date, Stated Maturity or other Maturity). In addition, the First Reset Date; provided thatCalculation Agent shall provide or publish, if the Company has called all of the outstanding Notes for redemption on a Redemption Date occurring promptly after determination thereof (and in no case later than one Business Day prior to the First Reset Date but the Company does not redeem all of the outstanding Notes on such applicable Interest Payment Date, Redemption Date, Stated Maturity or other Maturity), the Company will appoint a Calculation Agent Settlement Rate and the Dollar amounts to be paid per Ps.1,000,000 principal amount of Notes in the same manner as for giving notice to Holders of the Notes as promptly as practicable after such proposed Redemption Date. The Company may terminate any such appointment and may appoint a successor Calculation Agent at any time and from time pursuant to time (Section 106 of the Base Indenture and, for so long as there shall always be any Notes are listed on the EuroMTF and its rules so require, in a newspaper with general circulation in Luxembourg in accordance with the rules and regulations of the EuroMTF. The determinations of the Calculation Agent shall, in respect the absence of manifest error, be conclusive for all purposes and binding on the Company and on the Holders of the Securities of this series when so required). The Company may appoint itself or an affiliate of the Company as Calculation AgentNotes. (b) The applicable interest rate for each Reset Period will be determined by Company hereby appoints JPMorgan Chase Bank, N.A. as the initial Calculation Agent as of with respect to the applicable Reset Interest Determination Date. Promptly upon such determination, the Calculation Agent will notify the Company of the interest rate for the Reset Period and the Company will promptly notify, or cause the Calculation Agent to promptly notify, the Trustee and each Paying Agent for the Notes of such interest rate. The Calculation Agent’s determination of any interest rateNotes, and JPMorgan Chase Bank, N.A. hereby accepts such appointment in such capacity and its calculation of obligations as set forth in this Seventh Supplemental Indenture upon the amount of interest for any Interest Payment Period beginning on or after the First Reset Date, will be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request terms and will be final and binding conditions set forth in the absence of manifest errorthis Seventh Supplemental Indenture. (c) The Trustee shall be entitled Company hereby agrees to conclusively rely on any determination made by pay the Calculation Agent. In no event shall Agent its fees and expenses as agreed upon separately in writing. (d) The Calculation Agent accepts its obligations set forth herein upon the Trustee be terms and conditions hereof, including the following terms and conditions (to all of which the Company agrees); (i) in acting under this Seventh Supplemental Indenture and in connection with the Notes, the Calculation Agent, nor acting as agent for the Company, does not assume any obligation toward, or any relationship of agency or trust for or with, any of the Holders of the Notes; (ii) unless herein otherwise specifically provided, any order, certificate, notice, request or communication form the Company made or given under any provision of this Seventh Supplemental Indenture shall be sufficient if signed by any person whom the Trustee have Calculation Agent reasonably believes to be a duly authorized officer or attorney-in-fact of the Company; (iii) the Calculation Agent shall be obligated to perform only such duties as are set forth specifically herein, in the Notes or in this Seventh Supplemental Indenture and any duties necessarily incidental thereto; (iv) the Calculation Agent shall be protected and shall incur no liability for such actions or in respect of any action taken at or omitted to be taken or anything suffered by it in reliance upon any provision contained in this Note, this Seventh Supplemental Indenture or any information supplied to it by an officer of the Company; (v) the Calculation Agent’s direction Agent shall incur no liability hereunder except for loss sustained by reason of its or its employees’ or agents’ gross negligence, willful misconduct or bad faith; (vi) the Calculation Agent shall not be required to expend or risk its own funds or otherwise incur any financial liability in connection the performance of any of its duties hereunder, or in the exercise of any of its rights or powers; (vii) the Calculation Agent may consult with counsel of its won choice and the advice of such counsel or any Opinion of Counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and reliance thereon; (viii) the Calculation Agent makes no representations as to the validity or sufficiency of this Seventh Supplemental Indenture; and (ix) the Calculation Agent shall in no event be liable for special, indirect or consequential loss or damage of any kind whatsoever (including, without limitation, lost profits), even if the Calculation Agent has been advised of the likelihood of such determination by loss or damage and regardless of the form of action. (e) The Company shall have the right to remove the Calculation Agent from such capacity at its discretion. The Company shall appoint a bank, trust company, investment banking firm or other financial institution to act as the successor Calculation Agent to JPMorgan Chase Bank, N.A. or any of its successors in that capacity in the event that: (i) any acting Calculation Agent is unable or unwilling to act; (ii) any acting Calculation Agent fails to comply with its obligations under this Seventh Supplemental Indenture; or (iii) the Company proposes to remove the Calculation Agent.

Calculation Agent. (a) Unless The Borrower hereby agrees that for so long as any Debt remains Outstanding there will at all times be an agent appointed (which does not control or is not controlled or under common control with the Company has validly called all Borrower or its Affiliates or the Portfolio Manager or its Affiliates) to calculate LIBOR in respect of each Interest Accrual Period (or, in the case of the outstanding Notes for redemption first Interest Accrual Period commencing on a Redemption Date occurring prior to the First Reset Closing Date, each portion thereof) in accordance with the Company will appoint a calculation agent terms of Exhibit C of the Indenture (the “Calculation Agent”) for ). The Borrower hereby appoints the Notes prior to Collateral Administrator as Calculation Agent. The Calculation Agent may be removed by the Reset Interest Determination Date immediately preceding Borrower or the First Reset Date; provided thatPortfolio Manager, if the Company has called all on behalf of the outstanding Notes for redemption Borrower at any time. If the Calculation Agent is unable or unwilling to act as such or is removed by the Borrower or the Portfolio Manager, on a Redemption Date occurring prior to the First Reset Date but the Company does not redeem all behalf of the outstanding Notes on such Redemption DateBorrower, the Company will appoint a Calculation Agent for the Notes as promptly as practicable after such proposed Redemption Date. The Company may terminate any such appointment and may appoint a successor Calculation Agent at any time and from time to time (so long as there shall always be a Calculation Agent in respect of any Interest Accrual Period, the Securities Borrower or the Portfolio Manager, on behalf of this series when so required)the Borrower, will promptly appoint a replacement Calculation Agent which does not control or is not controlled by or under common control with the Borrower or its Affiliates or the Portfolio Manager or its Affiliates. The Company Calculation Agent may appoint itself not resign its duties or an affiliate of be removed without a successor having been duly appointed. The Calculation Agent shall be required to agree (and the Company Collateral Administrator as Calculation Agent. (bAgent agrees under the Collateral Administration Agreement) The applicable interest rate for that, as soon as possible after 11:00 a.m. London time on each Reset Period will be determined by the Calculation Agent as of the applicable Reset Interest Determination Date. Promptly upon such determination, but in no event later than 11:00 a.m. New York time on the London Banking Day immediately following each Interest Determination Date, the Calculation Agent will notify calculate the Company Interest Rate applicable to each Class of Floating Rate Debt during the related Interest Accrual Period (or portion thereof) and the Debt Interest Amount (in each case, rounded to the nearest cent, with half a cent being rounded upward) payable on the related Distribution Date in respect of such Class of Floating Rate Debt in respect of the interest rate for the Reset Period and the Company will promptly notifyrelated Interest Accrual Period. At such time, or cause the Calculation Agent will communicate such rates and amounts to promptly notifythe Borrowers, the Trustee and Collateral Trustee, the Loan Agent, each Paying Agent, the Portfolio Manager, Euroclear and Clearstream. The Calculation Agent for will also specify to the Notes Borrowers the quotations upon which the foregoing rates and amounts are based, and in any event the Calculation Agent shall notify the Borrowers before 5:00 p.m. (New York time) on every Interest Determination Date if it has not determined and is not in the process of determining any such interest rateInterest Rate or Debt Interest Amount together with its reasons therefor. The Calculation Agent’s determination of any interest rate, the foregoing rates and its calculation of the amount of interest amounts for any Interest Payment Accrual Period beginning on (or after the First Reset Date, portion thereof) will be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding (in the absence of manifest error. (c) be final and binding upon all parties. The Trustee shall be entitled to conclusively rely on any determination made by the Calculation Agent. In no event shall the Trustee be the Calculation Agent, nor the Loan Agent and the Collateral Trustee shall have no responsibility or liability for the Trustee have selection of an alternative base rate (including an Alternative Rate) or determination thereof, or any liability for such actions taken at any failure or delay in performing its duties hereunder or under the Calculation Agent’s direction or otherwise in connection with respect to any such determination by Indenture as a result of the Calculation Agentunavailability of a reference rate as described herein.

Calculation Agent. (a) Unless The Company shall appoint a Calculation Agent on or prior to Interest Rate Calculation Date applicable to the Initial Interest Rate Reset Date; provided, however, that the Company shall not be required to appoint a Calculation Agent if the Company has validly called elected to redeem all of the outstanding Outstanding Notes for redemption on a Redemption Date occurring or prior to the First Reset Date, the Company will appoint a calculation agent (the “Calculation Agent”) for the Notes prior to the Reset Initial Interest Determination Date immediately preceding the First Rate Reset Date; provided provided, further, that, if the Company has called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date so elected but the Company does not redeem all of the outstanding Outstanding Notes on such Redemption or prior to the Initial Interest Rate Reset Date, the Company will shall appoint a Calculation Agent for not later than the Notes as promptly as practicable after such proposed Redemption Business Day immediately following the Initial Interest Rate Reset Date. The Company may terminate any such appointment and may appoint a successor Calculation Agent at any time and from time to time (so long as there shall always be a Calculation Agent in respect of will determine the Securities of this series when so required). The Company may appoint itself or an affiliate of the Company as Calculation Agent. (b) The applicable interest rate for each Interest Rate Reset Period will be determined by the Calculation Agent as of the applicable Reset Interest Determination Rate Calculation Date. Promptly upon such determination, the Calculation Agent Agent, if other than the Company or an Affiliate of the Company, will notify the Company of the applicable interest rate for the relevant Interest Rate Reset Period and and, provided the Trustee is not the Calculation Agent, the Company will then promptly notify, or cause the Calculation Agent to promptly notify, notify the Trustee and each Paying Agent for the Notes of such interest rate. The Calculation Agent’s determination of any interest rate, rate and its calculation of the amount of interest for any Interest Payment Rate Reset Period beginning on or after the First applicable Initial Interest Rate Reset DateDate will be conclusive and binding absent manifest error, may be made in the Calculation Agent’s sole discretion and, notwithstanding anything to the contrary herein or any other documentation relating to the Notes, will become effective without consent from any other Person or entity. Such determination of any interest rate and calculation of the amount of interest will be on file at the Company’s principal offices, offices and will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding in the absence of manifest errorrequest. (c) The Trustee shall be entitled to conclusively rely on any determination made by the Calculation Agent. In no event shall the Trustee be the Calculation Agent, nor shall the Trustee have any liability for such actions taken at the Calculation Agent’s direction or otherwise in connection with respect to any such determination by the Calculation Agent.

Calculation Agent. (a) Unless The Company shall appoint a Calculation Agent on or prior to the Interest Rate Calculation Date applicable to the Initial Interest Rate Reset Date; provided, however, that the Company shall not be required to appoint a Calculation Agent if the Company has validly called elected to redeem all of the outstanding Notes for redemption on a Redemption Date occurring prior to as of the First Reset Date, the Company will appoint a calculation agent (the “Calculation Agent”) for the Notes prior to the Reset Initial Interest Determination Date immediately preceding the First Rate Reset Date; provided provided, further, that, if the Company has called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date so elected but the Company does not redeem all of the outstanding Notes on such Redemption the Initial Interest Rate Reset Date, the Company will shall appoint a Calculation Agent for not later than the Notes as promptly as practicable after such proposed Redemption Business Day immediately following the Initial Interest Rate Reset Date. The Company or its Affiliates may terminate any such appointment and may appoint a successor assume the duties of the Calculation Agent. The Calculation Agent at any time and from time to time (so long as there shall always be a Calculation Agent in respect of will determine the Securities of this series when so required). The Company may appoint itself or an affiliate of the Company as Calculation Agent. (b) The applicable interest rate for each Interest Rate Reset Period will be determined by the Calculation Agent as of the applicable Reset Interest Determination Rate Calculation Date. Promptly upon such determination, the Calculation Agent Agent, if other than the Company or an Affiliate of the Company, will notify the Company of the applicable interest rate for the relevant Interest Rate Reset Period and and, provided the Trustee is not the Calculation Agent, the Company will then promptly notify, or cause the Calculation Agent to promptly notify, notify the Trustee and each Paying Agent for the Notes of such interest rate. The Calculation Agent’s determination of any interest rate, rate and its calculation of the amount of interest for any Interest Payment Rate Reset Period beginning on or after the First Initial Interest Rate Reset DateDate will be conclusive and binding absent manifest error, may be made in the Calculation Agent’s sole discretion and, notwithstanding anything to the contrary in the documentation relating to the Notes, will become effective without consent from any other Person or entity. Such determination of any interest rate and calculation of the amount of interest will be on file at the Company’s principal offices, offices and will be made available to any Holder upon request. If the 5-Year Treasury Rate cannot be determined pursuant to the method described above, the Company or beneficial owner one of its affiliates, after consulting such sources as it deems comparable to any of the foregoing calculations, or any such source as it deems reasonable from which to estimate the 5-Year Treasury Rate, will determine the 5-Year Treasury Rate in its sole discretion, provided that if the Company or one of its affiliates determines there is an industry-accepted successor 5-Year Treasury Rate, then the Company or one of its affiliates will use such successor rate. If the Company or one of its affiliates has determined a substitute or successor base rate in accordance with the foregoing, the Company or one of its affiliates in its sole discretion may determine the business day convention, the definition of Business Day and the Interest Rate Calculation Date to be used and any other relevant methodology for calculating such substitute or successor base rate, including any adjustment factor needed to make such substitute or successor base rate comparable to the 5-Year Treasury Rate, in a manner that is consistent with industry-accepted practices for such substitute or successor base rate. SECTION 305. TRANSFER AND EXCHANGE OF DEFINITIVE NOTES FOR DEFINITIVE NOTES. When Notes upon request and will be final and binding in the absence form of manifest error. (c) The Trustee shall be entitled a Definitive Note are presented to conclusively rely on any determination made by the Calculation Agent. In no event shall the Trustee be the Calculation Agent, nor shall the Trustee have any liability for such actions taken at the Calculation Agent’s direction or otherwise in connection Security Registrar with respect to any such determination by the Calculation Agent.a request:

Calculation Agent. (a) Unless the Company has validly called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date, the Company will appoint a calculation agent (the “Calculation Agent”) for the Notes prior to the Reset Interest Determination Date immediately preceding the First Reset Date; provided that, if the Company has called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date but the Company does not redeem all of the outstanding Notes on such Redemption Date, the Company will appoint a Calculation Agent for the Notes as promptly as practicable after such proposed Redemption Date. The Company may terminate any such appointment and may appoint a successor Calculation Agent at any time and from time to time (so long as there shall always be a Calculation Agent in respect of the Securities of this series when so required). The Company may appoint itself or an affiliate of the Company as Calculation Agent. (b) The applicable interest rate for each Reset Period will be determined by the Calculation Agent as of the applicable Reset Interest Determination Date. Promptly upon such determination, the Calculation Agent will notify the Company of the interest rate for the Reset Period and the Company will promptly notify, or cause the Calculation Agent to promptly notify, the Trustee and each Paying Agent for the Notes of such interest rate. The Calculation Agent’s determination of any interest rate, rate and its calculation of the amount of interest for any Interest Payment Period beginning on or after the First Reset Date, will be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding in the absence of manifest error. . All percentages resulting from any calculation are to be rounded to the nearest one hundred- thousandth of a percentage point, with five one-millionths of a percentage point rounded upward. Dollar amounts used in the calculation are to be rounded to the nearest cent (cwith one-half cent being rounded upward). So long as Compounded SOFR is required to be determined with respect to the Notes, there will at all times be a Calculation Agent. In the event that any then-acting Calculation Agent shall be unable or unwilling to act, or that such Calculation Agent shall fail duly to establish the Compounded SOFR for any Interest Period, or that the Company proposes to remove such Calculation Agent, the Company shall appoint the Company or another person which is a bank, trust company, investment banking firm or other financial institution to act as the Calculation Agent. Neither the Trustee nor the Calculation Agent shall have any (i) The Trustee responsibility or liability for (A) the determination of whether a Benchmark Transition Event or Benchmark Replacement Date has occurred or (B) the determination or calculation of a Benchmark Replacement, Unadjusted Benchmark Replacement, Benchmark Replacement Adjustment, or Benchmark Replacement Conforming Changes and, in each such case under clauses (A) and (B) above, shall be entitled to conclusively rely upon the selection, determination, and/or calculation thereof as provided by the Company or its designee, as applicable, and (ii) liability or responsibility for any failure or delay in performing its duties hereunder as a result of the unavailability of a Benchmark rate as described in the definition thereof, including, without limitation, as a result of the Company or its designee’s failure to select a Benchmark Replacement, Unadjusted Benchmark Replacement or Benchmark Replacement Adjustment or the failure of the Company or its designee to calculate a Benchmark or Benchmark Replacement Adjustment. Each of the Trustee and the Calculation Agent shall be entitled to rely conclusively on all notices from the Company or its designee regarding any Benchmark, Benchmark Replacement, Unadjusted Benchmark Replacement or Benchmark Replacement Adjustment, including, without limitation, in regard to a Benchmark Transition Event, Benchmark Replacement Date and Benchmark Replacement Conforming Changes. Neither the Trustee nor the Calculation Agent shall be responsible or liable for the failure or delay of the Company or its designee in the performance of the Company’s or such designee’s duties or obligations with respect to a Benchmark Transition Event, nor shall they be under any obligation to monitor or oversee the Company’s or its designee’s performance with respect thereto. The Trustee and the Calculation Agent shall be entitled to rely conclusively on any determination made made, and any instruction, notice, officers’ certificate or other instruction or information provided by the Calculation Agent. In no event shall the Trustee be the Calculation Agent, nor shall the Trustee have any liability for such actions taken at the Calculation Agent’s direction Company or otherwise in connection its designee with respect to a Benchmark Transition Event without independent verification, investigation or inquiry of any such determination by kind. If the Calculation AgentAgent at any time or times determines in its reasonable judgment that guidance is needed to perform its duties, or if it is required to decide between alternative courses of action, the Calculation Agent may (but is not obligated to) reasonably request guidance in the form of written instructions (or, in its sole discretion, oral instruction followed by written confirmation) from the Company or its designee on which the Calculation Agent shall be entitled to rely without liability. The Calculation Agent shall be entitled to refrain from action pending receipt of such instruction. The Company will give the Trustee and the Calculation Agent written notice of the person appointed as its designee.

Calculation Agent. (a) Unless The Company shall appoint a Calculation Agent on or prior to Interest Rate Calculation Date applicable to the Initial Interest Rate Reset Date; provided, however, that the Company shall not be required to appoint a Calculation Agent if the Company has validly called elected to redeem all of the outstanding Notes for redemption on a Redemption Date occurring prior to as of the First Reset Date, the Company will appoint a calculation agent (the “Calculation Agent”) for the Notes prior to the Reset Initial Interest Determination Date immediately preceding the First Rate Reset Date; provided provided, further, that, if the Company has called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date so elected but the Company does not redeem all of the outstanding Notes on such Redemption the Initial Interest Rate Reset Date, the Company will shall appoint a Calculation Agent for not later than the Notes as promptly as practicable after such proposed Redemption Business Day immediately following the Initial Interest Rate Reset Date. The Company or its Affiliates may terminate any such appointment and may appoint a successor assume the duties of the Calculation Agent. The Calculation Agent at any time and from time to time (so long as there shall always be a Calculation Agent in respect of will determine the Securities of this series when so required). The Company may appoint itself or an affiliate of the Company as Calculation Agent. (b) The applicable interest rate for each Interest Rate Reset Period will be determined by the Calculation Agent as of the applicable Reset Interest Determination Rate Calculation Date. Promptly upon such determination, the Calculation Agent Agent, if other than the Company or an Affiliate of the Company, will notify the Company of the applicable interest rate for the relevant Interest Rate Reset Period and and, provided the Trustee is not the Calculation Agent, the Company will then promptly notify, or cause the Calculation Agent to promptly notify, notify the Trustee and each Paying Agent for the Notes of such interest rate. The Calculation Agent’s determination of any interest rate, rate and its calculation of the amount of interest for any Interest Payment Rate Reset Period beginning on or after the First Initial Interest Rate Reset DateDate will be conclusive and binding absent manifest error, may be made in the Calculation Agent’s sole discretion and, notwithstanding anything to the contrary in the documentation relating to the Notes, will become effective without consent from any other Person or entity. Such determination of any interest rate and calculation of the amount of interest will be on file at the Company’s principal offices, offices and will be made available to any Holder upon request. If the 5-Year Treasury Rate cannot be determined pursuant to the method described above, the Company or beneficial owner one of its affiliates, after consulting such sources as it deems comparable to any of the Notes upon request foregoing calculations, or any such source as it deems reasonable from which to estimate the 5-Year Treasury Rate, will determine the 5-Year Treasury Rate in its sole discretion, provided that if the Company or one of its affiliates determines there is an industry-accepted successor 5-Year Treasury Rate, then the Company or one of its affiliates will use such successor rate. If the Company or one of its affiliates has determined a substitute or successor base rate in accordance with the foregoing, the Company or one of its affiliates in its sole discretion may determine the business day convention, the definition of Business Day and will the Interest Rate Calculation Date to be final used and binding any other relevant methodology for calculating such substitute or successor base rate, including any adjustment factor needed to make such substitute or successor base rate comparable to the 5-Year Treasury Rate, in the absence of manifest error. (c) The Trustee shall be entitled to conclusively rely on any determination made by the Calculation Agent. In no event shall the Trustee be the Calculation Agent, nor shall the Trustee have any liability a manner that is consistent with industry-accepted practices for such actions taken at the Calculation Agent’s direction substitute or otherwise in connection with respect to any such determination by the Calculation Agentsuccessor base rate.

Calculation Agent. (a) Unless the Company has validly called all of the outstanding Outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date, the Company will appoint a calculation agent (the “Calculation Agent”) for the Notes prior to the Reset Interest Determination Date immediately preceding the First Reset Date; provided that, if the Company has called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date but the Company does not redeem all of the outstanding Outstanding Notes on such Redemption Date, the Company will appoint a Calculation Agent for the Notes as promptly as practicable after such proposed Redemption Date. The Company may terminate any such appointment and may appoint a successor Calculation Agent at any time and from time to time (so long as there shall always be a Calculation Agent in respect of the Securities of this series Notes when so required). The Company may appoint itself or an affiliate of the Company as Calculation Agent. (b) The applicable interest rate for each Reset Period will be determined by the Calculation Agent as of the applicable Reset Interest Determination Date. Promptly upon such determination, the Calculation Agent will notify the Company of the interest rate for the Reset Period and the Company will promptly notify, or cause the Calculation Agent to promptly notify, the Trustee and each Paying Agent for the Notes of such interest rate. The Calculation Agent’s determination of any interest rate, and its calculation of the amount of interest for any Interest Payment Period beginning on or after the First Reset Date, will be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding in the absence of manifest error. (c) The Trustee shall be entitled to conclusively rely on any determination made by the Calculation Agent. In no event The Trustee shall the Trustee not be obligated at any time to act as the Calculation Agent, nor . The Trustee shall the Trustee not have any liability for such actions taken at the Calculation Agent’s direction or otherwise in connection with respect to any such determination by the Calculation Agent.

Calculation Agent. (a) Unless The Issuer hereby agrees that for so long as any Notes remain Outstanding there shall at all times be an agent appointed to calculate the Company has validly called all Benchmark in respect of each Interest Accrual Period in accordance with the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date, the Company will appoint a calculation agent terms of Schedule B attached hereto (the “Calculation Agent”) for ). The Issuer initially has appointed the Notes prior to the Reset Interest Determination Date immediately preceding the First Reset Date; provided that, if the Company has called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date but the Company does not redeem all of the outstanding Notes on such Redemption Date, the Company will appoint a Note Administrator as Calculation Agent for purposes of determining the Notes as promptly as practicable after such proposed Redemption DateBenchmark for each Interest Accrual Period. The Company Calculation Agent may terminate be removed by the Issuer at any such time upon 30 days’ written notice delivered to the Calculation Agent. The Calculation Agent may resign at any time by giving written notice thereof to the Issuer, the Collateral Manager, the Noteholders and the Rating Agencies. If the Calculation Agent is unable or unwilling to act as such, or if the Calculation Agent fails to determine the rate using the Benchmark or the Interest Distribution Amount for any Class of Notes for any Interest Accrual Period, the Issuer shall promptly appoint as a replacement Calculation Agent a leading bank that does not control or is not controlled by or under common control with the Issuer or its affiliates. If the Calculation Agent is removed without cause, the expenses incurred in connection with transferring the Calculation Agent’s responsibilities hereunder shall be reimbursed by the Issuer. The Calculation Agent may not resign its duties without a successor having been duly appointed. If no successor Calculation Agent shall have been appointed within 30 days after giving of a notice of resignation, the resigning Calculation Agent or the Majority Class H Noteholder with regard to the determination that a Benchmark Transition Event has occurred, may petition a court of competent jurisdiction for the appointment and may appoint of a successor Calculation Agent Agent, and if such petition is commenced by the Calculation Agent, then such petition will be at any time and from time to time (so long as there shall always be a Calculation Agent in respect the expense of the Securities of this series when so required). The Company may appoint itself or an affiliate of the Company as Calculation AgentIssuer. (b) The applicable interest rate Calculation Agent shall calculate, on each Benchmark Determination Date, the Benchmark for the related Interest Accrual Period and will communicate such information to the Note Administrator, who shall include such calculation on the next Monthly Report following such Benchmark Determination Date. The Calculation Agent shall notify the Issuer and the Collateral Manager before 5:00 p.m. (New York time) on each Benchmark Determination Date if it has not determined and is not in the process of determining the Benchmark and the Interest Distribution Amounts for each Reset Period will be determined Class of Notes, together with the reasons therefor. The determination of the Note Interest Rates and the related Interest Distribution Amounts, respectively, by the Calculation Agent as of the applicable Reset Interest Determination Date. Promptly upon such determinationshall, the Calculation Agent will notify the Company of the interest rate for the Reset Period and the Company will promptly notifyabsent manifest error, or cause the Calculation Agent to promptly notify, the Trustee and each Paying Agent for the Notes of such interest rate. The Calculation Agent’s determination of any interest rate, and its calculation of the amount of interest for any Interest Payment Period beginning on or after the First Reset Date, will be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding in on all parties to this Indenture and the absence of manifest errorNoteholders. (c) The Trustee shall be entitled to conclusively rely on any determination made by the Calculation Agent. In no event shall the Trustee be the Calculation Agent, nor shall the Trustee have any liability for such actions taken at the Calculation Agent’s direction or otherwise in connection with respect to any such determination by the Calculation Agent.

Calculation Agent. (a) Unless The Paying Agent is hereby appointed by the Company has validly called all Authority (acting at the request of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date, the Company will appoint a calculation agent (the Borrower) as “Calculation Agent”) ” for purposes of this Indenture and accepts the Notes prior to the Reset Interest Determination Date immediately preceding the First Reset Date; provided that, if the Company has called all duties and obligations of the outstanding Notes for redemption on a Redemption Date occurring prior to Calculation Agent hereunder. In acting hereunder and in connection with the First Reset Date but Bonds, the Company does not redeem all Calculation Agent shall act solely as an agent of the outstanding Notes on such Redemption DateAuthority, the Company and will appoint a Calculation Agent not thereby assume any obligations towards or relationship of agency or trust for the Notes as promptly as practicable after such proposed Redemption Date. The Company may terminate or with any such appointment and may appoint a successor Calculation Agent at any time and from time to time (so long as there shall always be a Calculation Agent in respect of the Securities of this series when so required). The Company may appoint itself or an affiliate of the Company as Calculation AgentBondholder. (b) The applicable interest rate for each Reset Period will be determined Calculation Agent may resign at any time by giving thirty (30) days’ notice to the Borrower and, if the Calculation Agent as of is not the applicable Reset Interest Determination DatePaying Agent, to the Paying Agent. Promptly upon No such determination, the resignation shall become effective until a successor Calculation Agent will notify the Company of the interest rate for the Reset Period has been appointed and the Company will promptly notify, or cause the Calculation Agent to promptly notify, the Trustee has accepted its duties and each Paying Agent for the Notes of such interest rate. The Calculation Agent’s determination of any interest rate, and its calculation of the amount of interest for any Interest Payment Period beginning on or after the First Reset Date, will be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding in the absence of manifest errorobligations hereunder. (c) The Borrower may remove the Calculation Agent at any time upon thirty (30) days’ written notice to the Calculation Agent and, if the Calculation Agent is not the Paying Agent, to the Paying Agent. No such removal shall become effective until a successor Calculation Agent has been appointed and has accepted its duties and obligations hereunder. (d) If the Calculation Agent shall resign, be removed or become incapable of acting, or if a vacancy shall occur in the corporate trust office of the Calculation Agent for any cause, the Borrower shall promptly appoint a successor Calculation Agent, which may be the Paying Agent, and, if not the Paying Agent, shall be acceptable to the Paying Agent. Any successor Calculation Agent shall signify its acceptance of such appointment and its assumption of the duties and obligations imposed upon it by this Indenture by execution and delivery of an agreement satisfactory to the Authority and, if the Calculation Agent is not the Paying Agent, to the Paying Agent. If no successor Calculation Agent shall have been so appointed and accepted appointment within forty-five (45) days of such resignation, removal, incapability or the occurrence of a vacancy in the office of Trustee in the manner herein provided, the Calculation Agent or any Holder may, at the expense of the Borrower, petition any court of competent jurisdiction for the appointment of a successor Calculation Agent until a successor shall have been appointed as above provided. (e) The Calculation Agent shall not be entitled to conclusively rely on any determination made compensation from the Authority, the Remarketing Agent or the Trustee but, rather, the compensation and expenses of the Calculation Agent shall be paid by the Borrower, as provided in the agreement of the Calculation Agent accepting its appointment (or the Loan Agreement if the Paying Agent is the Calculation Agent. In no event shall the Trustee be the Calculation Agent, nor shall the Trustee have any liability for such actions taken at the Calculation Agent’s direction or otherwise in connection with respect to any such determination by the Calculation Agent).

Calculation Agent. (a) Unless The Issuer hereby agrees that for so long as any Secured Debt remains Outstanding there will at all times be an agent appointed by the Company has validly called all Issuer (which does not control or is not controlled or under common control with the Issuer or its Affiliates or the Collateral Manager or its Affiliates) to calculate the Reference Rate for each Interest Accrual Period on the Interest Determination Date or, if the Reference Rate is not the Term SOFR Rate, the time determined by the Collateral Manager (on behalf of the outstanding Notes for redemption on a Redemption Date occurring prior to Issuer) and adopted in accordance with the First Reset Date, the Company will appoint a calculation agent Benchmark Replacement Conforming Changes (the “Calculation Agent”) for the Notes prior to the Reset Interest Determination Date immediately preceding the First Reset Date; provided that, if the Company has called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date but the Company does not redeem all of the outstanding Notes on such Redemption Date, the Company will appoint a Calculation Agent for the Notes as promptly as practicable after such proposed Redemption Date. The Company may terminate any such appointment and may appoint a successor Calculation Agent at any time and from time to time (so long as there shall always be a Calculation Agent in respect of the Securities of this series when so required). The Company may appoint itself or an affiliate of Issuer hereby appoints the Company Collateral Administrator as Calculation Agent. The Calculation Agent may be removed by the Issuer or the Collateral Manager, on behalf of the Issuer, at any time. If the Calculation Agent is unable or unwilling to act as such or is removed by the Issuer or the Collateral Manager, on behalf of the Issuer, the Issuer or the Collateral Manager, on behalf of the Issuer, will promptly appoint a replacement Calculation Agent which does not control or is not controlled by or under common control with the Issuer or its Affiliates or the Collateral Manager or its Affiliates and provide notice thereof to the Trustee and the Collateral Administrator. The Calculation Agent may not resign its duties or be removed without a successor having been duly appointed. (b) The applicable interest rate for each Reset Period will be determined by the Calculation Agent shall be required to agree (and the Collateral Administrator as of the applicable Reset Calculation Agent does hereby agree) that, as soon as possible after 5:00 a.m. Chicago time on each Interest Determination Date. Promptly upon such determination, but in no event later than 5:00 p.m. New York time on the U.S. Government Securities Business Day immediately following each Interest Determination Date, the Calculation Agent will notify calculate the Company Interest Rate applicable to each Class of Secured Debt during the interest rate for the Reset related Interest Accrual Period and the Company will promptly notifyDebt Interest Amount (in each case, or cause rounded to the nearest cent, with half a cent being rounded upward) payable on the related Payment Date in respect of such Class of Secured Debt in respect of the related Interest Accrual Period. At such time, the Calculation Agent will communicate such rates and amounts to promptly notifythe Issuer, the Trustee and Trustee, the Loan Agent, each Paying Agent, DTC, the Collateral Manager, Euroclear and Clearstream. The Calculation Agent for will also notify the Notes Issuer before 5:00 p.m. New York time on every Interest Determination Date if it has not determined and is not in the process of determining any such interest rateInterest Rate or Debt Interest Amount together with its reasons therefor. The Calculation Agent’s determination of any interest rate, the foregoing rates and its calculation of the amount of interest amounts for any Interest Payment Accrual Period beginning on or after the First Reset Date, will be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding (in the absence of manifest error) be final and binding upon all parties. None of the Calculation Agent, the Loan Agent or the Trustee shall have any responsibility or liability for the selection of an alternative base rate (including a Reference Rate, an Alternative Rate, a Fallback Rate and/or a Benchmark Replacement Rate) or determination thereof, or any liability for any failure or delay in performing its duties hereunder as a result of the unavailability of a “base rate” in accordance herewith. (c) Neither the Calculation Agent nor the Collateral Manager shall have any liability for any interest rate published by any publication that is the source for determining the interest rates of the Secured Debt, including but not limited to rates published by the Federal Reserve Board and/or the Federal Reserve Bank of New York or on the Federal Reserve Bank of New York’s Website. 152 (d) The Trustee Trustee, the Paying Agent, the Collateral Administrator and the Calculation Agent shall have no obligation, responsibility or liability for (i) monitoring, determining or verifying the unavailability or cessation of the Term SOFR Rate (or other Reference Rate), or whether or when there has occurred, or to give notice to any other transaction party of the occurrence of, a Benchmark Transition Event or Benchmark Replacement Date, (ii) the designation, determination, selection, identification or adoption of an Alternative Rate (including any Benchmark Replacement Rate, Designated Base Rate, Fallback Rate, SOFR, Term SOFR Rate, Benchmark Replacement Rate Adjustment or any other reference rate component or modifier thereto and any Benchmark Replacement Conforming Changes) as a successor or replacement benchmark to the Term SOFR Rate or determining whether any such rate is a Benchmark Replacement Rate or Fallback Rate or whether the conditions to the designation of such rate or the adoption of a Reference Rate Amendment have been satisfied (subject to, and except as otherwise provided in, this Indenture) and shall be entitled to conclusively rely on upon any designation, determination made or selection of such rate by the Calculation Agent. In no event shall the Trustee be the Calculation AgentCollateral Manager or (iii) determining whether or what Benchmark Replacement Conforming Changes or Reference Rate Amendment, nor shall the Trustee have any liability for such actions taken at the Calculation Agent’s direction if any, are necessary or otherwise advisable in connection with any of the foregoing or, with respect to each Floating Rate Obligation, neither the Trustee nor the Collateral Administrator shall have any responsibility or liability to (w) monitor the status of the Term SOFR Rate or other applicable reference rate, (x) determine whether a substitute index or reference rate should or could be selected, (y) determine the selection of any such determination by substitute reference rate and (z) exercise any right related to the Calculation Agentforegoing on behalf of the Issuer, the Holders or any other Person.

Calculation Agent. (a) Unless the Company has validly called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date, the Company will appoint a calculation agent (the The Bond Trustee is hereby appointed as “Calculation Agent”) ” for purposes of this Trust Agreement. The acceptance by the Notes prior Calculation Agent of its duties under this Trust Agreement shall be evidenced by an agreement in form and substance satisfactory to the Reset Interest Determination Date immediately preceding the First Reset Date; provided that, if the Company has called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date but the Company does not redeem all of the outstanding Notes on such Redemption DateSystem, the Company will appoint a Calculation Agent for BoardBorrower and the Notes as promptly as practicable after such proposed Redemption Date. The Company may terminate any such appointment and may appoint a successor Calculation Agent at any time and from time to time (so long as there shall always be a Calculation Agent in respect of the Securities of this series when so required). The Company may appoint itself or an affiliate of the Company as Calculation AgentBond Trustee. (b) The applicable interest rate for each Reset Period will be determined Calculation Agent may resign at any time by giving 30 days’ notice to the SystemBorrower and, if the Calculation Agent as of is not the applicable Reset Interest Determination DateBond Trustee, to the Bond Trustee. Promptly upon No such determination, the resignation shall become effective until a successor Calculation Agent will notify the Company of the interest rate for the Reset Period has been appointed and the Company will promptly notify, or cause the Calculation Agent to promptly notify, the Trustee has accepted its duties and each Paying Agent for the Notes of such interest rate. The Calculation Agent’s determination of any interest rate, and its calculation of the amount of interest for any Interest Payment Period beginning on or after the First Reset Date, will be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding in the absence of manifest errorobligations hereunder. (c) The Trustee SystemBorrower may remove the Calculation Agent at any time upon 30 days’ notice to the Calculation Agent and, if the Calculation Agent is not the Bond Trustee, to the Bond Trustee. No such removal shall become effective until a successor Calculation Agent has been appointed and has accepted its duties and obligations hereunder. (d) If the Calculation Agent shall resign, be removed or become incapable of acting, or if a vacancy shall occur in the office of Calculation Agent for any cause, the SystemBorrower shall promptly appoint a successor Calculation Agent, which may be the Bond Trustee, shall be entitled Independent from the SystemBorrower and, if not the Bond Trustee, shall be acceptable to conclusively rely on any determination made the Bond Trustee. Any successor Calculation Agent shall signify its acceptance of such appointment and its assumption of the duties and obligations imposed upon it by this Trust Agreement by execution and delivery of an agreement satisfactory to the SystemBorrower and, if the Calculation Agent. In no event shall Agent is not the Bond Trustee, to the Bond Trustee. (e) If the Bond Trustee be is the Calculation Agent, nor its compensation and expenses shall be paid in accordance with the provisions of Section 11.5. If a person other than the Bond Trustee have any liability for such actions taken at is serving as the Calculation Agent’s direction or otherwise in connection with respect to any , compensation and expenses of such determination person shall be paid by the SystemBorrower, as provided in the agreement of such person accepting its appointment as Calculation Agent; provided, however, that such person shall not have a lien on the Trust Estate for payment of its compensation or expenses.

Calculation Agent. (a) Unless The Issuer hereby agrees that for so long as any Class of Secured Debt remains Outstanding there will at all times be an agent appointed (which does not control or is not controlled or under common control with the Company has validly called all Co-Issuers, the Collateral Manager or their respective Affiliates, and is not a fund or account managed by the Collateral Manager or Affiliates of the outstanding Notes for redemption on a Redemption Date occurring prior Collateral Manager) to calculate the First Reset Date, Reference Rate in respect of each Interest Accrual Period in accordance with the Company will appoint a calculation agent definition of Reference Rate (the “Calculation Agent”) for the Notes prior to the Reset Interest Determination Date immediately preceding the First Reset Date; provided that, if the Company has called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date but the Company does not redeem all of the outstanding Notes on such Redemption Date, the Company will appoint a Calculation Agent for the Notes as promptly as practicable after such proposed Redemption Date. The Company may terminate any such appointment and may appoint a successor Calculation Agent at any time and from time to time (so long as there shall always be a Calculation Agent in respect of the Securities of this series when so required). The Company may appoint itself or an affiliate of Issuer hereby appoints the Company Collateral Administrator as Calculation Agent. The Calculation Agent may be removed by the Issuer or the Collateral Manager, on behalf of the Issuer, at any time. If the Calculation Agent is unable or unwilling to act as such or is removed by the Issuer or the Collateral Manager, on behalf of the Issuer, the Issuer or the Collateral Manager, on behalf of the Issuer, shall promptly appoint a replacement Calculation Agent which does not control and is not controlled by or under common control with (x) the Co-Issuers or their respective Affiliates, (y) the Collateral Manager or its Affiliates or (z) funds or accounts managed by the Collateral Manager or Affiliates of the Collateral Manager. The Calculation Agent may not resign its duties or be removed without a successor having been duly appointed. (b) The applicable interest rate for each Reset Period will be determined by the Calculation Agent shall be required to agree (and the Collateral Administrator as of the applicable Reset Calculation Agent does hereby agree) that, on each Interest Determination Date. Promptly upon , as soon as possible but in no event later than 5:00 p.m. New York time on such determinationInterest Determination Date, the Calculation Agent will notify shall calculate the Company Interest Rate applicable to each Class of Secured Debt during the interest rate for the Reset related Interest Accrual Period and the Company will promptly notifyDebt Interest Amount (in each case, or cause rounded to the nearest cent, with half a cent being rounded upward) payable on the related Payment Date in respect of such Class of Secured Debt in respect of the related Interest Accrual Period. At such time, the Calculation Agent shall communicate such rates and amounts to promptly notifythe Co-Issuers, the Trustee and Collateral Trustee, the Loan Agent (who shall forward to each Class A-1L-R Lender), each Paying Agent, the Collateral Manager, Euroclear and Clearstream. The Calculation Agent for shall also specify to the Notes Co-Issuers the Reference Rates upon which the foregoing rates and amounts are based, and in any event the Calculation Agent shall notify the Co-Issuers before 5:00 p.m. (New York time) on every Interest Determination Date if it has not determined and is not in the process of determining any such interest rateInterest Rate or Debt Interest Amount together with its reasons therefor. The Calculation Agent’s determination of any interest rate, the foregoing rates and its calculation of the amount of interest amounts for any Interest Payment Accrual Period beginning on or after the First Reset Date, will be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding shall (in the absence of manifest error) be final and binding upon all parties. In the event a Fallback Rate is used as the Reference Rate, the Calculation Agent shall calculate the foregoing rates and amounts based upon the Fallback Rate determined by the Collateral Manager and the related Reference Rate Replacement Conforming Changes. (c) Upon a change of the Reference Rate to the Fallback Rate pursuant to the requirements set forth herein, the Calculation Agent and the Collateral Manager shall confer and consult in good faith to determine and adopt any technical, administrative or operational changes necessary or advisable to provide for the calculation of such Fallback Rate in a manner substantially consistent with market practice and that is administratively feasible (in the judgment of the Collateral Manager); provided that nothing herein shall be deemed to impose or expand any discretionary obligations on the Calculation Agent hereunder or under the Transaction Documents (including with respect to, but not limited to, the designation of a replacement reference rate or any modifier hereto); provided, further, that neither the Collateral Manager nor the Calculation Agent shall have any liability for changes employed pursuant to this paragraph. (d) The Calculation Agent and the Collateral Trustee shall have no (i) responsibility or liability for selecting the Reference Rate or Fallback Rate (including, without limitation, a Benchmark Replacement Rate Adjustment or any other modifier thereto) or for determining whether any such rate is permitted to be adopted hereunder as a successor or replacement benchmark to the Reference Rate (including whether the conditions to the selection or determination of such rate or the adoption of a Reference Rate Amendment have been satisfied) and shall be entitled to conclusively rely on upon any determination made designation or selection of such a rate (and any modifier) by the Calculation Agent. In no event shall Collateral Manager, (ii) liability for any failure of or delay by the Collateral Manager in selecting and designating any such rate, (iii) liability for any failure or delay in performing their duties under this Indenture or other Transaction Documents as a result of the unavailability of a Reference Rate described herein or inability to calculate the Fallback Rate selected by the Collateral Manager, or (iv) responsibility or liability for determining whether or what Reference Rate Replacement Conforming Changes, if any, are necessary or advisable in connection with the implementation of a Fallback Rate. (e) Neither the Collateral Trustee be nor the Calculation Agent, nor Agent shall the Trustee have any liability for such actions taken at any interest rate published by any publication that is the Calculation Agent’s direction or otherwise in connection with respect source for determining the interest rates of the Secured Debt, including but not limited to any such determination rates compiled by Bloomberg Financial Markets Commodities News or any successor thereto, rates compiled by the Calculation AgentICE Benchmark Administration Ltd. (or any successor thereto), rates published by the Term SOFR Administrator (or any successor source) or its redistribution partners, rates compiled by the Loan Syndication and Trading Association (or any successor thereto) or for any rates published on any publicly available source, including without limitation the Federal Reserve Bank of New York’s Website, or in any of the foregoing cases for any delay, error or inaccuracy in the publication of any such rates, or for any subsequent correction or adjustment thereto.

Calculation Agent. (a) Unless the Company has validly called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date, the Company will appoint a calculation agent (the “Calculation Agent”) for the Notes prior to the Reset Interest Determination Date immediately preceding the First Reset Date; provided that, if the Company has called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date but the Company does not redeem all of the outstanding Notes on such Redemption Date, the Company will appoint a Calculation Agent for the Notes as promptly as practicable after such proposed Redemption Date. The Company may terminate any such appointment and may appoint a successor Calculation Agent at any time and from time to time (so long as there shall always be a Calculation Agent in respect of the Securities of this series when so required). The Company may appoint itself or an affiliate of the Company as Calculation Agent. (b) The applicable interest rate for each Reset Period will be determined by the Calculation Agent as of the applicable Reset Interest Determination Date. Promptly upon such determination, the Calculation Agent will notify the Company of the interest rate for the Reset Period and the Company will promptly notify, or cause the Calculation Agent to promptly notify, the Trustee and each Paying Agent for the Notes of such interest rate. The Calculation Agent’s determination of any interest rate, rate and its calculation of the amount of interest for any Interest Payment Period beginning on or after the First Reset Date, will be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding in the absence of manifest error. . All percentages resulting from any calculation are to be rounded to the nearest one hundred- thousandth of a percentage point, with five one-millionths of a percentage point rounded upward. Dollar amounts used in the calculation are to be rounded to the nearest cent (cwith one-half cent being rounded upward). So long as Compounded SOFR is required to be determined with respect to the Notes, there will at all times be a Calculation Agent. In the event that any then-acting Calculation Agent shall be unable or unwilling to act, or that such Calculation Agent shall fail duly to establish the Compounded SOFR for any Interest Period, or that the Company proposes to remove such Calculation Agent, the Company shall appoint the Company or another person which is a bank, trust company, investment banking firm or other financial institution to act as the Calculation Agent. Neither the Trustee nor the Calculation Agent shall have any (i) The Trustee responsibility or liability for (A) the determination of whether a Benchmark Transition Event or Benchmark Replacement Date has occurred or (B) the determination or calculation of a Benchmark Replacement, Unadjusted Benchmark Replacement, Benchmark Replacement Adjustment, or Benchmark Replacement Conforming Changes and, in each such case under clauses (A) and (B) above, shall be entitled to conclusively rely on any determination made upon the selection, determination, and/or calculation thereof as provided by the Calculation AgentCompany or its designee, as applicable, and (ii) liability or responsibility for any failure or delay in performing its duties hereunder as a result of the unavailability of a Benchmark rate as described in the definition thereof, including, without limitation, as a result of the Company or its designee’s failure to select a Benchmark Replacement, Unadjusted Benchmark Replacement or Benchmark Replacement Adjustment or the failure of the Company or its designee to calculate a Benchmark or Benchmark Replacement Adjustment. In no event shall Each of the Trustee be and the Calculation AgentAgent shall be entitled to rely conclusively on all notices from the Company or its designee regarding any Benchmark, nor shall the Trustee have any liability for such actions taken at the Calculation Agent’s direction Benchmark Replacement, Unadjusted Benchmark Replacement or otherwise Benchmark Replacement Adjustment, including, without limitation, in connection with respect regard to any such determination by the Calculation Agent.a Benchmark Transition Event, Benchmark Replacement Date and Benchmark Replacement Conforming

Calculation Agent. (a) Unless The Issuer hereby appoints the Company has validly called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date, the Company will appoint a calculation agent (the “Calculation Agent”) for the Notes prior to the Reset Interest Determination Date immediately preceding the First Reset Date; provided that, if the Company has called all of the outstanding Notes for redemption on a Redemption Date occurring prior to the First Reset Date but the Company does not redeem all of the outstanding Notes on such Redemption Date, the Company will appoint a Indenture Trustee as Calculation Agent for with respect to each series of Notes, and the Notes as promptly as practicable after Indenture Trustee hereby accepts such proposed Redemption Date. The Company may terminate any such appointment and may appoint a successor Calculation Agent at any time and from time to time (so long as there shall always be a Calculation Agent in respect of the Securities of this series when so required). The Company may appoint itself or an affiliate of the Company as Calculation Agentappointment. (b) The relevant Calculation Agent shall, in relation to any relevant Notes, perform all functions and obligations imposed on such Calculation Agent by or pursuant to this Indenture, and each applicable Note Certificate or Supplemental Indenture. (c) Each Calculation Agent, excluding the Indenture Trustee, shall forward to the Issuer at least monthly a report providing details with respect to the performance of its functions and obligations with respect to any Notes which shall include dates and amounts of forthcoming payments with respect to the Notes. (d) The relevant Calculation Agent shall, upon the request of any relevant Holder of the relevant Notes, provide the interest rate then in effect and, if determined, the interest rate that will become effective as a result of a determination made for each the next succeeding Interest Reset Period will be determined Date with respect to the particular series of Notes. (e) All determinations of interest by the Calculation Agent as of the applicable Reset Interest Determination Date. Promptly upon such determinationshall, the Calculation Agent will notify the Company of the interest rate for the Reset Period and the Company will promptly notify, or cause the Calculation Agent to promptly notify, the Trustee and each Paying Agent for the Notes of such interest rate. The Calculation Agent’s determination of any interest rate, and its calculation of the amount of interest for any Interest Payment Period beginning on or after the First Reset Date, will be on file at the Company’s principal offices, will be made available to any Holder or beneficial owner of the Notes upon request and will be final and binding in the absence of manifest errorerrors, be conclusive for all purposes and binding on the Holders of the applicable Notes. (cf) The Issuer shall pay the compensation of each Calculation Agent at such rates as shall be agreed upon in writing by the Issuer and the relevant Calculation Agent from time to time and shall reimburse each Calculation Agent for reasonable expenses properly incurred by such Calculation Agent in connection with the performance of its duties upon receipt of such invoices as the Issuer shall reasonably require. (g) Subject as provided below, each Calculation Agent may at any time resign as Calculation Agent by giving not less than 60 days' written notice to the Issuer and the Indenture Trustee (unless the Indenture Trustee is such Calculation Agent) of such intention on it part, specifying the date on which its resignation shall become effective. Except as provided below, the Issuer may remove a Calculation Agent by giving not less than 20 days' written notice specifying such removal and the date when it shall become effective. Any such resignation or removal shall take effect upon: (i) the appointment by the Issuer as hereinafter provided of a successor Calculation Agent; and (ii) the acceptance of such appointment by such successor Calculation Agent, PROVIDED that with respect to any Calculation Agent who fails duly to establish the interest rate or amount for any Interest Reset Period, any such removal will take effect immediately upon such appointment of, and acceptance thereof by, a successor Calculation Agent approved by the Indenture Trustee (unless the Indenture Trustee is such Calculation Agent), in which event notice of such appointment shall be given to each Holder of the Notes as soon as practicable thereafter. The Issuer agrees with each Calculation Agent that if, by the day falling 10 days before the expiration of any notice given pursuant to this Section 4.6(g), the Issuer has not appointed a replacement Calculation Agent, then the Calculation Agent shall be entitled, on behalf of the Issuer, to appoint in its place a reputable financial institution of good standing reasonably acceptable to the Issuer and the Indenture Trustee (unless the Indenture Trustee is such Calculation Agent); PROVIDED, however, that notwithstanding the foregoing, the resignation or removal of the relevant Calculation Agent shall not be effective unless, upon the expiration of the notice given pursuant to this Section 4.6(g), the successor Calculation Agent shall have accepted its appointment. Upon its resignation or removal becoming effective, the retiring Calculation Agent shall be entitled to conclusively rely on the payment of its compensation and reimbursement of all expenses incurred by such retiring Calculation Agent pursuant to Section 4.6(f) hereof up to the effective date of such resignation or removal. (h) If at any determination made by the time a Calculation Agent. In no event Agent shall the Trustee resign or be the Calculation Agentremoved, nor or shall the Trustee have any liability for such actions taken at the Calculation Agent’s direction or otherwise in connection become incapable of acting with respect to any applicable series of Notes, or shall be adjudged as bankrupt or insolvent, or a receiver or liquidator of such determination Calculation Agent or of its property shall be appointed, or any public officer shall take charge or control of such Calculation Agent or its property or affairs for the purpose of rehabilitation, conservation or liquidation, then a successor Calculation Agent shall be appointed by the Issuer by an instrument in writing filed with the successor Calculation Agent. Upon any such appointment of, and the acceptance of such appointment by, a successor Calculation Agent and (except in cases of removal for failure to establish the amount of interest) the giving of notice to each Holder of the Notes, the retiring Calculation Agent shall cease to be Calculation Agent hereunder. (i) Any successor Calculation Agent appointed hereunder shall execute and deliver to its predecessor, the Issuer and the Indenture Trustee (unless the Indenture Trustee is such Calculation Agent) a reasonably acceptable instrument, accepting such appointment hereunder, and thereupon such successor Calculation Agent, without any further act, deed or conveyance, shall become vested with all the authority, rights, powers, trusts, immunities, duties and obligations of such predecessor with like effect as if originally named as a Calculation Agent hereunder, and such predecessor, upon payment of any amounts due pursuant to Section 4.6(f) and unpaid, shall thereupon become obliged to transfer and deliver, and such successor Calculation Agent shall be entitled to receive, copies of any relevant records maintained by such predecessor Calculation Agent. (j) Any corporation into which a Calculation Agent may be merged or converted or with which it may be consolidated or any corporation resulting from any merger, conversion or consolidation to which such Calculation Agent shall be a party, or a corporation succeeding to all or substantially all of the paying agency business of such Calculation Agent shall be a successor Calculation Agent under this Indenture without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding. At least 30 days' prior notice of any such merger, conversion or consolidation shall be given to the Issuer and the Indenture Trustee (unless the Indenture Trustee is such Calculation Agent).