Common use of Disbursement Clause in Contracts

Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 Noon (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative AgentAgent (a “Defaulting Lender”), such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments Commitment or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior Upon the completion of Tenant’s Work, Tenant shall submit to 4:00 p.m. Landlord a written notice indicating that Tenant has completed Tenant’s Work, which notice shall be accompanied by all of the following (Atlantacollectively, Georgia time“Tenant’s Completion Notice”): (i) on copies of paid invoices and final, unconditional lien waivers from Tenant’s architect, engineer, general contractor and all subcontractors, showing that full payment has been received for the design and construction of Tenant’s Work; (ii) certification from Tenant’s architect and engineer that all of Tenant’s Work has been completed in accordance with the Working Drawings approved by Landlord and in compliance with all applicable Laws; (iii) a copy of the building permit or job card for Tenant’s Work, showing that Tenant’s Work has been finally approved by the appropriate inspectors; and (iv) any other evidence reasonably required by Landlord indicating that all legal requirements for Tenant’s occupancy of the Premises have been satisfied, that Tenant’s Work has been completed according to the approved Working Drawings and that the cost of all labor and materials has been paid in full. Tenant has an absolute obligation to provide the documents and materials listed above; such documents and materials are not merely conditions to Landlord’s obligation to fund the Construction Allowance. Landlord shall deduct from the Construction Allowance, prior to disbursement to Tenant, a construction management fee payable to Landlord in the amount of two percent (2%) of the first One Hundred Thousand Dollars ($100,000.00) of the hard costs of Tenant’s Work, and one percent (1%) of any additional hard costs of Tenant’s Work. Landlord shall pay the Construction Allowance to Tenant within 30 days after the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction Landlord’s receipt of Tenant’s Completion Notice (including all of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bankmaterials and documentation specified above). Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender Landlord shall not have so made such ratable portion available be required to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s pay any portion of the applicable Advance for purposes Construction Allowance at any time during an Event of this Agreement and if both such Lender and Default by Tenant under the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountLease. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance Tenant shall not relieve be entitled to any other Lender of its obligation, if any, hereunder to fund its respective credit for any unused portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its LoansConstruction Allowance.

Disbursement. Prior to 4:00 p.m. The Escrow Agent shall hold (Atlanta, Georgia timea) on the Initial Shares until the date that is twelve (12) months after the date of an Advance hereunderconsummation of a Business Combination by the Company, of which the Administrative Escrow Agent shall be notified in writing, (the “Initial Shares Escrow Period”), on which date the Escrow Agent shall, subject upon written instructions from the Company or counsel to the satisfaction of Company (provided that the conditions set forth Company has identified such counsel in Article 4writing prior to such event), disburse the amounts made available Initial Shares to the Administrative Agent Sponsor or its permitted transferees and (b) the Sponsor Units until the date of consummation of a Business Combination by the Lenders Company, of which the Escrow Agent shall be notified in like funds by writing, (i) transferring the amounts so made available by wire transfer “Sponsor Units Escrow Period”), on which date the Escrow Agent shall, upon written instructions from the Company or counsel to the Borrowers’ Disbursement Account Company (provided that the Company has identified such counsel in writing prior to such event), disburse the Sponsor Units to the Sponsor or (ii) its permitted transferees; provided, however, that if the Escrow Agent is notified in writing by the case of an Advance the proceeds of which are to reimburse an Issuing Bank Company pursuant to Section 2.156.7 hereof, transferring such amounts to such Issuing Bank. Unless that the Administrative Company is being liquidated at any time during either the Initial Shares Escrow Period or the Sponsor Units Escrow Period, then the Escrow Agent shall have received notice from promptly destroy the certificates representing the Escrow Securities; provided further, that if, after the Company consummates a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such AdvanceBusiness Combination, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers Company (or the appropriate Issuing Banksurviving entity) subsequently consummates a liquidation, as applicablemerger, on such date stock exchange, asset or stock acquisition, exchangeable share transaction, joint venture or other similar transaction which results in all of the Company’s stockholders having the right to exchange their shares of Common Stock for cash, securities or other property, then the Escrow Agent will, upon receipt of a corresponding amount. If and to the extent such Lender shall certificate not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first less than two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay business days prior to the Administrative Agent consummation of such corresponding amounttransaction, such amount so repaid shall constitute such Lender’s portion executed by the Chief Executive Officer or Chief Financial Officer of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amountCompany, the Administrative Agent shall promptly relend in form reasonably acceptable to the Borrowers Escrow Agent (a “Confirmation Notice”), certifying that such corresponding amount. If such Lender does not repay such corresponding amount immediately upon transaction is then being consummated, release the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount Escrow Securities to the Administrative AgentSponsor upon consummation of the transaction so that it can similarly participate. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion Escrow Agent will act as soon as reasonably possible following receipt of the Advance on the date of such borrowingConfirmation Notice, but no Lender later than two (2) business days after receipt of the Confirmation Notice. If the Escrow Agent performs in accordance with the provisions of the preceding sentence, the Escrow Agent shall be responsible not have any liability for any such failure of any other Lenderdelay in releasing the Escrow Securities. In The Escrow Agent shall have no further duties under this Section 3 after the event that a Lender for any reason fails disbursement or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) destruction of the principal and interest due Escrow Securities in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under accordance with this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its LoansSection 3.

Disbursement. Prior to 4:00 1:00 p.m. (Atlanta, Georgia Eastern time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 12:30 p.m. (Atlanta, Georgia Eastern time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrowers and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andDocument, with respect to any and such non-funding Lender, 's Aggregate Commitment Ratios shall be excluded from the amount calculation of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding required percentages for purposes the definition of determining “Majority Lenders” hereunder, and (ii) shall not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, The Loan shall be disbursed by USFB subject to the satisfaction Borrower handing over to USFB such documents, as may be applicable and required by USFB. The Borrower agrees that the disbursement may be done in suitable tranches as decided by USFB after taking into consideration of various factors, such as the need, progress of the conditions set forth in Article 4Higher Education course pursued by the Student etc. The Borrower also agrees that, disburse if the amounts payment of fees/deposits is to be made available to the Administrative Agent Higher Educational Institute/College, USFB need to do so only based on specific request of the Borrower, supported by the Lenders in like funds fee schedule issued by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance such institute, and if the proceeds of which are the Loan is disbursed in tranches, the subsequent tranches need be released only on submission of results/letter from institution and permissible utilization of the tranche already disbursed. All the disbursements or part thereof to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available be made by USFB to the Administrative Agent such Lender’s ratable portion Borrower under or in accordance with the terms of such Advance, the Administrative Agent may assume that such Lender has Loan Documents shall be made either by way of cheque in favour of the Higher Education Institution/College as specified in Annexure B or will make such portion available by way of cheque in favour of the Borrower and duly crossed and marked “A/c Payee Only” or through direct credit to the Administrative Agent bank account of the Higher Education Institution/College as specified in Annexure B or through direct credit to the Borrower’s bank account. Collection charges, if any, in respect of all such cheques shall be borne by the Borrower. The Borrower shall not insist for disbursement of Loan in cash. The Borrower agrees that the disbursement of the Loan made by USFB in the above manner shall be deemed as disbursement received by the Borrower. The date on which the date Loan is disbursed to the Borrower in the above manner shall be referred to as “Effective Date”. The Borrower further agrees that the decision of such Advance USFB in regard to the manner of disbursement of Loan or any matter related to disbursement of the Loan will be final and binding on him/her. USFB may by notice to the Administrative Agent Borrower suspend or cancel further disbursements of the Loan, if the Loan shall not have been fully drawn within the Availability Period. If any monies are remaining due and payable by the Borrower to USFB under the Loan, USFB may, in its sole discretion and in reliance upon such assumptiondiscretion, make available to reduce the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion availability of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion amounts of the Advance on Loan and/or adjust such monies against the date of Loan and all such borrowing, but no Lender adjustments shall be responsible for any such failure of any other Lender. In treated as disbursements to/repayment by the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its LoansBorrower.

Disbursement. Prior At the Closing, upon receipt by the Escrow Agent of all of the moneys, documents, and things from the respective parties with respect to 4:00 p.m. (Atlanta, Georgia timesuch Closing as described in the Securities Purchase Agreement and as further described in Sections 2.1(a) on the date of an Advance hereunderand 2.1(b) below, the Administrative Escrow Agent shall, subject shall deliver to each party via facsimile the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent documents and things (or if requested by the Lenders parties, only the signature pages thereto) to have been delivered by the other party in like funds accordance with the Securities Purchase Agreement and this Agreement. The Escrow Agent shall transfer, by (i) transferring the amounts so made available next business day following the Closing, by wire transfer to the Borrowers’ Disbursement Account or Company the full Escrow then held, less any charges and fees agreed to be paid by the Company. The Escrow Agent shall, upon receipt thereof, deliver (iivia overnight delivery service) to the Company originals of all other documents and things listed in Section 2.1(b) below. The Escrow Agent shall, upon receipt thereof, deliver (via overnight delivery service) originals of all of the documents and things listed in Section 2.1(a) below to the Buyer at the address provided in writing by the Buyer to the Escrow Agent. The Closing may take place via facsimile. This shall be accomplished in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bankfollowing manner. Unless the Administrative Agent Each party shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available deliver via facsimile to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Escrow Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance telecopier number provided on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses signature page to fund its portion of an Advance in violation of this Agreement, then, until the first page and the fully executed signature page to each of the documents and things to be executed by such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full party at the Closing. If stock certificates (whether by repayment Common Stock or prepaymentPreferred Stock) or Warrants are to be delivered, each such certificate or document shall be delivered via overnight courier to the Escrow Agent. Upon receipt of the principal requisite documents and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required things via facsimile or advisable under this Agreement or any other Loan Document and, with respect to any such Lenderotherwise from each party, the amount Escrow Agent shall in turn send to each party the documents and things received from the other party. Thereafter, upon receipt by the Escrow Agent of the Revolving Loan Commitments or LoansPurchase Price and the original Preferred Stock and Warrants being sold at such Closing, the Escrow Agent shall wire transfer the Escrow (less any charges and fees agreed to be paid by the Company to third parties) to the Company. Each party closing the transactions contemplated herein via facsimile shall deliver via overnight courier service to the Escrow Agent complete originals of all documents and things (as applicable, held by called for in Sections 2.1(a) and 2.1(b) below) within one (1) business day after such Lender shall not delivery via facsimile. Each party hereby agrees that a facsimile of each document and thing to be counted as outstanding for purposes of determining “Majority Lenders” delivered hereunder, and (ii) once delivered to the Escrow Agent, shall be entitled binding upon such party in the same manner as would an original to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loansfull extent allowed by applicable law.

Disbursement. Prior to 3:30 p.m. (Atlanta, Georgia time) with respect to Base Rate Advances and Eurodollar Advances and prior to 4:00 p.m. (Atlanta, Georgia time) with respect to Swing Loans on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Principal Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 5:00 p.m. (Atlanta, Georgia time) on one (1) Business Day prior to the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrowers and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that any Lender is a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementNon-Funding Lender, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such nonNon-funding Funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Non-Funding Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, Commitment and Revolving Credit Exposure held by such Non-Funding Lender shall not be counted as outstanding for purposes of determining “Majority Required Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its LoansRevolving Credit Exposure (directly or indirectly through the exercise of setoff rights or otherwise).

Disbursement. Prior to 4:00 p.m. The Escrow Agent shall hold the Escrow Shares until the completion of its Initial Business Combination, as defined and more fully described in the Prospectus and the Company’s Amended and Restated Certificate of Incorporation (Atlantathe “Initial Business Combination”), Georgia timewhereby one-quarter of the Escrow Shares of each Existing Stockholder will be released from escrow six (6) on months after the date completion of an Advance hereunderthe Initial Business Combination and one quarter of such Escrow Shares will be released every six (6) months thereafter, so that the final one-quarter of the Escrow Shares of each Existing Stockholder will be released upon the second anniversary of the completion of the Initial Business Combination (the “Escrow Period”). On each such date, the Administrative Escrow Agent shall, subject to the satisfaction upon written instructions from each Existing Stockholder, disburse each of the conditions set forth in Article 4Existing Stockholder’s Escrow Shares to such Existing Stockholder; provided, disburse however, that if the amounts made available to the Administrative Escrow Agent is notified by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank Company pursuant to Section 2.154.2 hereof that the Company is being liquidated at any time during the Escrow Period, transferring then the Escrow Agent shall promptly release the Escrow Shares to the Existing Stockholders so that they can similarly participate in the distribution of the funds held in trust; provided, further, that if, after the Company consummates an Initial Business Combination and the Company or the surviving entity of such amounts Initial Business Combination subsequently consummates a liquidation, merger, stock exchange or other similar transaction which results in all of the stockholders of the Company or such entity having the right to exchange their shares of Common Stock for cash, securities or other property, then the Escrow Agent will, upon receipt of a certificate, executed by the Chief Executive Officer or President of the Company, in form reasonably acceptable to the Escrow Agent, that such Issuing Banktransaction is then being consummated, release the Escrow Shares to the Existing Stockholders upon consummation of the transaction so that they can similarly participate. Unless the Administrative The Escrow Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on no further duties hereunder after the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made disbursement or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion destruction of the applicable Advance for purposes of Escrow Shares in accordance with this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative AgentSection 2.2. The failure of any Lender to fund its portion of any Advance Company shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion give the Escrow Agent written notification of the Advance on liquidation and dissolution of the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In Company in the event that a Lender for any reason the Company fails or refuses to fund its portion of consummate an Advance Initial Business Combination within the time period(s) specified in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its LoansProspectus.

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia Boston time) on the date of an Advance hereunderAdvance, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4ss.3.4(b), disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to deposit into the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankBorrower's account maintained with BKB. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 11:00 a.m. (Atlanta, Georgia Boston time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the rate on overnight Federal Funds Rate funds transactions with members of the Federal Reserve System arranged by Federal funds brokers, as published for such Business Daysday by the Federal Reserve Lender of New York, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) shall not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans, which amounts may be applied by the Agent for the benefit of the Agent and the other Lenders in accordance with the provisions of ss.10.5(b) and thereafter in a manner determined by the Agent in its sole discretion. Furthermore, upon such failure of a Lender to fund its portion of an Advance, the Agent shall have the right, but not the obligation, at its election, to purchase the portion of the Loan held by such non-funding Lender for a purchase price equal to the then outstanding principal balance of such Lender's Loan or portion thereof.

Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia Georgia, time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ applicable Controlled Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia Georgia, time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole and absolute discretion and in reliance upon such assumption, make available to the Borrowers applicable Borrower or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative AgentAgent by 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers applicable Borrower or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers any Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers applicable Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrowers and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 44 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 Noon (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate on overnight Federal funds transactions with members of the Federal Reserve System arranged by Federal funds brokers, as published for such Business Daysday by the Federal Reserve Bank of New York, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement Agreement, and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andDocument, and with respect to any such Lender, the amount of the Revolving Loan Commitments Commitment or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “"Majority Lenders” " hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior Upon the completion of Tenant’s Work on each Floor, Tenant shall submit to 4:00 p.m. Landlord a written notice indicating that Tenant has completed Tenant’s Work, which notice shall be accompanied by all of the following (Atlantacollectively, Georgia time“Tenant’s Completion Notice”): (i) on copies of paid invoices and final, unconditional lien waivers from Tenant’s architect, engineer, general contractor and all subcontractors, showing that full payment has been received for the design and construction of such Tenant’s Work; (ii) certification from Tenant’s architect and engineer that all of such Tenant’s Work has been completed in accordance with the Working Drawings approved by Landlord and in compliance with all applicable Laws; (iii) a copy of the building permit or job card for such Tenant’s Work, showing that such Tenant’s Work has been finally approved by the appropriate inspectors; and (iv) any other evidence reasonably required by Landlord indicating that all legal requirements for Tenant’s occupancy of the Premises have been satisfied, that such Tenant’s Work in such Suite has been completed according to the applicable approved Working Drawings and that the cost of all labor and materials has been paid in full. Tenant has an absolute obligation to provide the documents and materials listed above; such documents and materials are not merely conditions to Landlord’s obligation to pay the Construction Allowance. Landlord shall deduct from the Construction Allowance, prior to disbursement to Tenant, a construction management fee payable to Landlord in the amount of two percent (2%) of the first One Hundred Thousand Dollars ($100,000.00) of the hard costs of Tenant’s Work performed anywhere in the Suites, and one percent (1%) of any additional hard costs of Tenant’s Work performed thereafter anywhere in the Suites. Landlord shall pay the Construction Allowance to Tenant within 30 days after the date of an Advance hereunderLandlord’s receipt of Tenant’s Completion Notice (including all of the materials and documentation specified above). For the avoidance of doubt, the Administrative Agent shall, subject Construction Allowance shall be paid with respect to each Floor only upon the satisfaction full and final completion of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such LenderTenant’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Work on such date a corresponding amountFloor. If and to the extent such Lender Landlord shall not have so made such ratable portion available be required to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s pay any portion of the applicable Advance for purposes Construction Allowance at any time during an Event of this Agreement and if both such Lender and Default by Tenant under the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountLease. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance Tenant shall not relieve be entitled to any other Lender of its obligation, if any, hereunder to fund its respective credit for any unused portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its LoansConstruction Allowance.

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 noon (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole and absolute discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrowers and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments Commitment or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior At the Closing, upon receipt by the Escrow Agent of all of the moneys, documents, and things from the respective parties with respect to 4:00 p.m. (Atlanta, Georgia timesuch Closing as described in the Securities Purchase Agreement and as further described in Sections 2.1(a) on the date of an Advance hereunderand 2.1(b) below, the Administrative Escrow Agent shall, subject shall deliver to each party via facsimile the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent documents and things (or if requested by the Lenders parties, only the signature pages thereto) to have been delivered by the other party in like funds accordance with the Securities Purchase Agreement and this Agreement. The Escrow Agent shall transfer, by (i) transferring the amounts so made available next business day following the Closing, by wire transfer to the Borrowers’ Disbursement Account or Company the full Escrow then held, less any charges and fees agreed to be paid by the Company. The Escrow Agent shall, upon receipt thereof, deliver (iivia overnight delivery service) to the Company originals of all other documents and things listed in Section 2.1(b) below. The Escrow Agent shall, upon receipt thereof, deliver (via overnight delivery service) originals of all of the documents and things listed in Section 2.1(a) below to the Buyer at the address provided in writing by the Buyer to the Escrow Agent. The Closing may take place via facsimile. This shall be accomplished in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bankfollowing manner. Unless the Administrative Agent Each party shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available deliver via facsimile to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Escrow Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance telecopier number provided on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses signature page to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) the first page and the fully executed signature page to each of the principal documents and interest due things to be executed by such party at the Closing. If stock certificates, Notes or Warrants are to be delivered, each such certificate or document shall be delivered via overnight courier to the Escrow Agent. Upon receipt of the requisite documents and things via facsimile or otherwise from each party, the Escrow Agent shall in respect turn send to each party the documents and things received from the other party. Thereafter, upon receipt by the Escrow Agent of the Purchase Price and the original Notes and Warrants being sold at such AdvanceClosing, such non-funding Lender the Escrow Agent shall wire transfer the Escrow (less any charges and fees agreed to be paid by the Company to third parties) to the Company. Nothing herein to the contrary notwithstanding, the Escrow Agent shall not (i) have release the right Escrow to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect the Company prior to any such Lendertaking physical possession of the Notes and Warrants being sold at the Closing; likewise, the amount Escrow Agent shall not release the original Notes or Warrants being sold at the Closing prior to receipt in the Escrow Account of the Revolving Loan Commitments or Loans, Purchase Price for such Securities. Each party closing the transactions contemplated herein via facsimile shall deliver via overnight courier service to the Escrow Agent complete originals of all documents and things (as applicable, held by called for in Sections 2.1(a) and 2.1(b) below) within one (1) business day after such Lender shall not delivery via facsimile. Each party hereby agrees that a facsimile of each document and thing to be counted as outstanding for purposes of determining “Majority Lenders” delivered hereunder, and (ii) once delivered to the Escrow Agent, shall be entitled binding upon such party in the same manner as would an original to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loansfull extent allowed by applicable law.

Disbursement. Prior The Allowance shall be paid by Landlord to 4:00 p.m. Tenant or its contractor in multiple draws (Atlanta, Georgia timebut not more frequently than once a month) based on work completed and expenses incurred prior to the date of an Advance hereunder, the Administrative Agent shall, subject a draw request. Each disbursement shall be equal to the satisfaction total costs incurred to date for which the supporting documentation described below has been submitted multiplied by a percentage equal to the Allowance divided by the total anticipated cost of the Tenant Improvements, less a five percent (5%) retainage. Each disbursement will be processed and paid to Tenant or its Contractor, subcontractors or suppliers within thirty (30) days after all of the following conditions set forth have been satisfied: (a) completion of Tenant Improvements to be paid for by the draw proceeds substantially in Article 4accordance with the plans approved by Landlord, disburse (b) Landlord’s receipt of invoices for the amounts made available costs and expenses for which payment is sought, including such appropriate back-up documentation as Landlord may reasonably request, (c) Landlord’s receipt of conditional lien releases from all contractors, subcontractors and suppliers with respect to the Administrative Agent work to be paid for from the draw request, and (d) Landlord’s receipt of final lien releases from all contractors, subcontractors and suppliers with respect to the work covered by the Lenders in like funds by prior draw request. The final draw request including the retainage shall not be disbursed until all of the following conditions have been satisfied: (i) transferring completion of Tenant Improvements in the amounts so made available entire Initial Premises substantially in accordance with the plans approved by wire transfer to the Borrowers’ Disbursement Account or Landlord, (ii) in the case Landlord’s receipt of an Advance the proceeds of invoices for all costs and expenses for which are to reimburse an Issuing Bank pursuant to Section 2.15reimbursement is sought, transferring including such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent appropriate backup documentation as Landlord may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agentreasonably request, (xiii) for the first two (2) Business DaysLandlord’s receipt of final lien releases from all contractors, at the Federal Funds Rate for such Business Dayssubcontractors and suppliers, and (yiv) thereafter, at Landlord’s receipt of as-built plans for the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amountimprovements, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderO&M manual, and (ii) be entitled a copy of Tenant’s certificate of occupancy or other evidence that the City of Seattle has signed off on all construction and has authorized Tenant to receive any payments of principal, interest or fees from occupy the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.Premises

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia Houston time) on the date of an Advance a Loan hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 44 hereof, disburse the amounts made available to the Administrative Agent by the Lenders Banks in like funds by (i) transferring the amounts so made available by wire transfer deposit pursuant to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankCo-Borrower's instructions. Unless the Administrative Agent shall have received notice from a Lender Bank prior to 1:00 12:00 p.m. (Atlanta, Georgia Houston time) on the date of any Advance Loan that such Lender Bank will not make available to the Administrative Agent such Lender’s Bank's ratable portion of such AdvanceLoan, the Administrative Agent may assume that such Lender Bank has made or will make such portion available to the Administrative Agent on the date of such Advance Loan and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Co- Borrower on such date a corresponding amount. If and to the extent such Lender Bank shall not have so made such ratable portion available to the Administrative Agent, such Lender Bank agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, such Co-Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the rate on overnight Federal Funds Rate funds transactions with members of the Federal Reserve System arranged by Federal funds brokers, as published for such Business Daysday by the Federal Reserve Bank of New York, and (y) thereafter, at the Base Rate. If such Lender Bank shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s Bank's portion of the applicable Advance Loan for purposes of this Agreement and if both such Lender Bank and the Borrowers Co- Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers each Borrower such corresponding amount. If such Lender Bank does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative any Co- Borrower and the Co-Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender Bank to fund its portion of any Advance Loan shall not relieve any other Lender Bank of its obligation, if any, hereunder to fund its respective portion of the Advance Loan on the date of such borrowing, but no Lender Bank shall be responsible for any such failure of any other LenderBank. In the event that a Lender Bank for any reason fails or refuses to fund its portion of an Advance a Loan in violation of this Agreement, then, until such time as such Lender Bank has funded its portion of such AdvanceLoan, or all other Lenders Banks have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such AdvanceLoan, such non-funding Lender Bank shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) shall not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other LendersBanks) in respect of its Loans.

Disbursement. Prior Tenant shall deliver to 4:00 p.m. Landlord: (Atlantai) a request for payment of Tenant’s general contractor (“Contractor”), Georgia timewhich Contractor shall be retained by Tenant and shall be subject to Landlord’s reasonable prior written approval, and which request shall be approved by Tenant, in a form to be provided by Landlord; (ii) on invoices from all subcontractors, laborers, materialmen and suppliers used by Tenant in connection with the date Suite 300 Refurbished Improvements (such subcontractors, laborers, materialmen and suppliers, and the Contractor may be known collectively as “Tenant’s Agents”), for labor rendered and materials delivered to the Premises for the Suite 300 Refurbished Improvements: (iii) executed unconditional mechanics’ lien releases from all of an Advance hereunderTenant’s Agents which shall comply with the appropriate provisions, as reasonably determined by Landlord, of California Civil Code Section 3262(d) and either Section 3262(d)(3) or Section 3262(d)(4) (provided, however, if Tenant is unable to obtain all such releases, Landlord shall be entitled to delay the Administrative Agent shallpayment of the Suite 300 Refurbishment Allowance for a period of ninety (90) days following Tenant’s completion of the Suite 300 Refurbished Improvements, subject to the satisfaction Building being free of mechanic’s liens resulting from Tenant’s performance of the conditions Suite 300 Refurbished Improvements); and (iv) all other information reasonably requested by Landlord. Tenant’s request for payment shall be deemed Tenant’s acceptance and approval of the work furnished and/or the materials supplied as set forth in Article 4Tenant’s payment request. Promptly thereafter, disburse assuming Landlord receives all of the amounts made available to the Administrative Agent by the Lenders applicable information described in like funds by items (i) transferring through (iv), above, Landlord shall deliver a check made payable to Tenant in payment of the amounts so made available requested by wire transfer Tenant (but in no event to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, exceed the amount of the Revolving Loan Commitments Suite 300 Refurbishment Allowance), provided that Landlord does not dispute any request for payment based on non-compliance of any work with the Suite 300 Refurbishment Drawings, or Loans, as applicable, held by due to any substandard work. Landlord’s payment of such Lender amounts shall not be counted deemed Landlord’s approval or acceptance of the work furnished or materials supplied as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) set forth in respect of its LoansTenant’s payment request.

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in this Section 2.2 and in Article 44 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like immediately available funds by (i) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account instructions of the Borrower, or (ii) in the case absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent or an Advance Affiliate of the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankAdministrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:00 p.m. (Atlanta, Georgia New York time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, and so long as notice has been given as provided in Section 2.2(e) hereof, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for at a rate equal to the first two (2) Business Days, at the daily average Federal Funds Effective Rate for such Business Days, and (y) thereafter, at the Base Rateperiod. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, together with all interest accrued thereon at the interest rate that would have applied to such Advance had such Lender funded its portion thereof. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that that, at any time when the Borrower is not in Default and has otherwise satisfied all of the conditions to funding set forth in this Agreement, a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of to such Advanceadvance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, and the calculation of Majority Lenders with respect solely to any such Lender, the amount of the Revolving Loan votes shall be adjusted as if such non-funding Lender has no Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderand no Loans outstanding, and (ii) be entitled to receive any no payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) Borrower in respect of such Loans which such Lender failed to make. Nothing in this subsection shall be deemed to prejudice any rights that the Borrower may have against any Lender as a result of any failure by such Lender to fund its Loansportion of any Advance.

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia Georgia, time) on the date of an Advance a Borrowing hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4III, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account Parent’s general deposit account maintained with the Administrative Agent or such other account of any Borrower as the Borrower Representative may designate in any Notice of Borrowing or (ii) in the case of an Advance a Borrowing the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.152.16, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 11:00 a.m. (Atlanta, Georgia Georgia, time) on the date of any Advance Borrowing that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such AdvanceBorrowing, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance Borrowing and the Administrative Agent may, in its sole and absolute discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent that such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid by such Lender to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Borrowing for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower Representative and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance Borrowing shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance Borrowing on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior In order to 4:00 p.m. receive disbursement of the Improvement Allowance, Tenant shall deliver to Landlord: (Atlantai) a request for disbursement in form approved by Landlord; (ii) copies of the invoices for which reimbursement is being sought; (iii) a statement from Tenant’s Contractor showing the schedule, Georgia timeby trade, of the percentage of completion of the Work, detailing the portion of the Work completed and the portion not completed, in such detail as is reasonably acceptable to Landlord; (iv) on mechanics’ and materialmen’s lien releases for the date of an Advance hereunderPremises and the Building from Tenant’s Contractor, the Administrative Agent shallall subcontractors and all materials suppliers for all work, subject labor, services and materials for which reimbursement is being sought, which lien releases shall be in form satisfactory to Landlord; and (v) all other information reasonably requested by Landlord with respect to the satisfaction Work and the costs for which reimbursement is being sought. Provided that: (1) the foregoing information is delivered to Landlord; (2) the Work for which reimbursement is being sought has been completed in accordance with the Final Plans approved by Landlord; (3) the Work for which reimbursement is being sought has been physically incorporated into the Premises, free of any security interest, lien or encumbrance; and (4) Landlord does not dispute any request for payment based on Tenant’s non-compliance with any term of this Workletter or the conditions Lease, then Landlord shall deliver a check to Tenant made jointly payable to Tenant and Tenant’s Contractor for the Work in an amount equal to the amount set forth in Article 4, disburse Tenant’s subject request. No such payment by Landlord shall be deemed Landlord’s approval or acceptance of the amounts made available to Work furnished or materials supplied as are described in any request for disbursement of the Administrative Agent Improvement Allowance submitted by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankTenant. Unless the Administrative Agent Landlord shall have received notice from a Lender prior no obligation to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion more than one disbursement of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of Improvement Allowance in any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loanscalendar month.

Disbursement. Prior to 4:00 2:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4this Agreement, disburse the amounts made available to the Administrative Agent by the Lenders in like immediately available funds by (i) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account instructions of Borrower, or (ii) in the case absence of such instructions, crediting the amounts so made available to the account of Borrower maintained with Administrative Agent or an Advance the proceeds Affiliate of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankAdministrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the and so long as notice has been given as provided in Section 2.2(b), Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, without any obligation hereunder to do so, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, then such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) Agent for the first two (2) Business Daysdays that such amount is not repaid, at the Federal Funds Rate, and, thereafter, at the Federal Funds Rate for such Business Days, and plus four percent (y4%) thereafter, at the Base Rateper annum. If such Lender shall repay to the Administrative Agent such corresponding amount, then such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the then Administrative Agent shall may notify the Administrative Borrower, and Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent, together with all interest accrued thereon and on the same terms and conditions that would have applied to such Advance had such Lender funded its portion thereof. Any payments received by Administrative Agent following such demand shall be applied in repayment of amounts owed to Administrative Agent hereunder prior to any other application. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that that, at any time when no Default or Event of Default exists, a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) be automatically deemed to have transferred to the Lender serving as Administrative Agent all of such non-funding Lender’s right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) not be entitled to receive any payments of principal, interest interest, or fees from the Borrowers or the Administrative Agent (or the other Lenders) Borrower in respect of its Loanssuch Advances which such Lender failed to make.

Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions Except as otherwise set forth in Article 4this Work Letter, disburse the amounts Tenant Improvement Allowance shall be disbursed by Landlord (each of which disbursements shall be made available pursuant to Landlord’s disbursement process, including, without limitation, Landlord’s receipt of invoices for all costs and fees described herein) for costs related to the Administrative Agent by design, permitting, supervision and construction of the Lenders Tenant Improvements, including any changes to the existing Building condition required in like funds by connection therewith. Landlord shall provide Tenant with a copy of each applicable draw request. Tenant shall approve such draw request (which approval shall not be unreasonably withheld, and shall not be withheld if the draw request is within the approved budget, or is otherwise within the previously approved Total Project Cost), and provide Landlord with any required Over Allowance Payments within thirty (30) days after Tenant’s receipt of such draw request. Tenant’s failure to respond to a request for approval within such 30-day period shall be deemed to constitute Tenant’s approval of such request (but such deemed approval shall not be deemed to be Tenant’s agreement that the work to which such payment relates has been performed satisfactorily in accordance with the Landlord’s Approved Plans, or to waive Tenant’s ability to require any deficiencies in such work to be corrected at a later date). In addition, Landlord shall submit to Tenant monthly during the performance of the Tenant Improvements a report setting forth in detail: (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion computation of the applicable Advance for purposes of this Agreement Total Project Costs incurred during the prior month (including all requested and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, approved Change Orders); and (ii) the cumulative Total Project Costs incurred through the end of such month. Such report shall be entitled submitted by the fifteenth (15th) day of each month and shall be accompanied by invoice back-ups and conditional or unconditional lien releases as received by Landlord. All Total Project Costs and Tenant’s share (if any) thereof shall be subject to receive audit, verification, and correction, if necessary, by Tenant and/or its authorized representatives (who shall have access to the relevant portions of the Landlord’s books and records for such purpose) without either party being prejudiced by any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loanspayment thereunder.

Disbursement. Prior Tenant shall deliver to 4:00 p.m. Landlord and such disbursement request shall include: (Atlantai) a request for payment of Tenant’s general contractor (“Contractor”), Georgia timewhich Contractor shall be retained by Tenant and shall be subject to Landlord’s reasonable prior written approval, and which request shall be approved by Tenant, in a form to be provided by Landlord; (ii) on Contractor’s certification of the date percentage of an Advance hereundercompletion of the Refurbished Improvements (to the extent reasonably practicable under the circumstances) and the Restoration Improvements and the unpaid Costs (as hereinafter defined), (iii) invoices from all subcontractors, laborers, materialmen and suppliers used by Tenant in connection with the Refurbished Improvements, the Administrative Agent shall, subject Restoration Improvements and the moving of Tenant’s personal property from the Third Floor to the satisfaction Remainder Premises (such subcontractors, laborers, materialmen and suppliers, and the Contractor may be known collectively as “Tenant’s Agents”), for labor rendered and materials delivered to the Premises for the Refurbished Improvements or to the Third Floor for the Restoration Improvements in the full amount of the conditions portion of the Refurbishment Allowance requested to be disbursed; (iv) evidence satisfactory to Landlord that the percentage completion of the Refurbished Improvements and the Restoration Improvements certified by Contractor as being complete have been completed, that the Costs certified by Contractor as being unpaid are the unpaid Costs, that Costs set forth in Article 4the Disbursement Request have been paid in full and the cost of moving Tenant’s personal property from the Third Floor to the Remainder Premises has been paid for in full (collectively, the “Costs”), (v) executed unconditional mechanics’ lien releases from all of Tenant’s Agents which shall comply with the appropriate provisions, as reasonably determined by Landlord, of California Civil Code Section 3262(d) and either Section 3262(d)(3) or Section 3262(d)(4); provided, however, that if Tenant is unable, despite using commercially reasonable efforts, to deliver one (and only one) such lien waiver for a potential lien claim of no more than xxxxxxx and the potential lien claim has been paid in full and the potential lienor with respect to such lien claim has no right to lien the Premises, the Building or the Project (and by submitting for or accepting disbursement for the same, Tenant shall be deemed to have represented and warranted the foregoing to Landlord and to have agreed to indemnify and defend Landlord from and against any loss, cost or expense incurred by Landlord in connection therewith) and Landlord shall have reasonably determined the same (without limitation on the generality of the foregoing, if Landlord’s title insurer is unwilling to insure over the potential lien claim. Landlord’s determination shall be deemed to be reasonable), assuming all other conditions to disbursement have been satisfied, Landlord shall disburse the amounts made available amount of the single, potential lien claim (i.e., not more than xxxxxxxx, and if a lien is filed against the Premises, the Building or the Project in connection with such potential lien claim, Tenant shall immediately bond over and cause such lien to be discharged of record, and (vi) all other information reasonably requested by Landlord (including such information as Landlord may reasonably require to determine whether the Administrative Agent by Costs which remain unpaid). Tenant’s request for payment shall be deemed Tenant’s acceptance and approval of the Lenders work furnished and/or the materials supplied as set forth in like funds by Tenant’s payment request. Promptly thereafter, assuming Landlord receives all of the applicable information described in items (i) transferring through (vi), above, Landlord shall deliver a check made payable to Tenant in payment of the amounts so made available requested by wire transfer Tenant (but in no event to exceed the amount of the Refurbishment Allowance), provided that Landlord does not dispute any request for payment based on noncompliance of any work with the Refurbishment Drawings, or due to any substandard work or other non-compliance with the Lease. Landlord’s payment of such amounts shall not be deemed Landlord’s approval or acceptance of the work furnished or materials supplied as set forth in Tenant’s payment request. Notwithstanding anything to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15contrary contained herein, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender Landlord shall not have so made such ratable portion available be required to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s disburse that portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend Refurbishment Allowance equal to the Borrowers such corresponding amount. If such Lender does amount of Costs which Landlord reasonably determines have not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance been paid in violation of this Agreement, then, full until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right is established to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its LoansLandlord’s reasonable satisfaction.

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia Eastern time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, shall disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 noon (Atlanta, Georgia Eastern time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business DaysRate, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. If both such Lender and the Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrower such corresponding amount. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments Commitment or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers Borrower or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior to 4:00 3:00 p.m. (AtlantaNew York, Georgia New York time) on the date of an Advance Loan hereunder, the applicable Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the such Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance Loan the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the applicable Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 noon (AtlantaNew York, Georgia New York time) on the date of any Advance Loan that such Lender will not make available to the such Administrative Agent such Lender’s ratable portion of such AdvanceLoan, the such Administrative Agent may assume that such Lender has made or will make such portion available to the such Administrative Agent on the date of such Advance Loan and the such Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the applicable Administrative Agent, such Lender agrees to repay to the such Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the such Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the applicable Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Loan for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the such Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the applicable Administrative Agent’s demand therefor, the such Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the such Administrative Agent. The failure of any Lender to fund its portion of any Advance Loan shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance Loan on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance Loan in violation of this Agreement, then, until such time as such Lender has funded its portion of such AdvanceLoan, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such AdvanceLoan, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments Commitment or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” or “Revolving Majority Lenders” as applicable hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the applicable Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior to 4:00 3:00 p.m. (AtlantaProvidence, Georgia Rhode Island time) on the date of an Advance hereundera Tranche A Advance, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4Tranche A Advance Requirements, disburse the amounts made available to the Administrative Agent by the Tranche A Lenders in like funds by (i) transferring the amounts so made available by wire transfer to deposit into the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankGeneral Cash Collateral Account. Unless the Administrative Agent shall have received notice from a Tranche A Lender prior to 1:00 p.m. 11:00 a.m. (AtlantaProvidence, Georgia Rhode Island time) on the date of any Tranche A Advance that such Tranche A Lender will not make available to the Administrative Agent such Tranche A Lender’s 's ratable portion of such Tranche A Advance, the Administrative Agent may assume that such Tranche A Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Tranche A Advance. The Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Tranche A Lender shall not have so made such ratable portion available to the Administrative Agent, such Tranche A Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the rate on overnight Federal Funds Rate funds transactions with members of the Federal Reserve System arranged by Federal funds brokers, as published for such Business Daysday by the Federal Reserve Lender of New York, and (y) thereafter, at the Base RateRate plus the Base Rate Margin. If such Tranche A Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Tranche A Lender’s 's portion of the applicable Tranche A Advance for purposes of this Agreement Agreement, and if both such Tranche A Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers Borrower such corresponding amount. If such Tranche A Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor's demand, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Tranche A Lender to fund its portion of any Tranche A Advance shall not relieve any other Tranche A Lender of its obligation, if any, hereunder to fund its respective portion of the Tranche A Advance on the date of such borrowing, but no Tranche A Lender shall be responsible for any such failure of any other Tranche A Lender. In the event that a Tranche A Lender for any reason fails or refuses to fund its portion of an a Tranche A Advance in violation of this Agreement, then, until such time as such Tranche A Lender has funded its portion of such Tranche A Advance, or all other Tranche A Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in with respect of such Tranche A Advance, such non-funding Tranche A Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Amendment or the Credit Agreement or any other Loan Document andLender Agreement, with respect and the Agent shall have the right to any vote such Tranche A Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder's vote, and (ii) not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in or the Borrower with respect of its Loans. These amounts may be applied by the Agent for the benefit of the Agent and the other Tranche A Lenders in a manner determined by the Agent in its sole discretion. Furthermore, upon such failure of a Tranche A Lender to fund its portion of a Tranche A Advance, the Agent shall have the right, but not the obligation at its election to purchase the portion of the Loan held by such non-funding Lender for a purchase price equal to the then outstanding principal balance of such Lender's Loan or portion thereof."

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia Boston time) on the date of an Advance hereunder, the Administrative Lead Agent shall, subject to the satisfaction of the conditions set forth in Article 4Section 2.7(e), disburse the amounts made available to the Administrative Lead Agent by the Lenders in like funds by (i) transferring the amounts so made available by deposit into the Loan Account or by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankBorrower's instructions. Unless the Administrative Lead Agent shall have received notice from a Lender prior to 1:00 p.m. 11:00 a.m. (Atlanta, Georgia Boston time) on the date of any LIBOR Advance or 1:00 p.m. (Boston time) on the date of any Prime Rate Advance that such Lender will not make available to the Administrative Lead Agent such Lender’s 's ratable portion of such Advance, the Administrative Lead Agent may assume that such Lender has made or will make such portion available to the Administrative Lead Agent on the date of such Advance and the Administrative Lead Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Lead Agent, such Lender agrees to repay to the Administrative Lead Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Lead Agent, (x) for the first two (2) Business Days, at the rate on overnight Federal Funds Rate funds transactions with members of the Federal Reserve System arranged by Federal funds brokers, as published for such Business Daysday by the Federal Reserve Bank of New York, and (y) thereafter, at the Base Prime Rate. If such Lender shall repay to the Administrative Lead Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement Agreement, and if both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Lead Agent shall promptly relend to the Borrowers Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Lead Agent’s 's demand therefor, the Administrative Lead Agent shall notify the Administrative Borrower, and Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Lead Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses and no Lender shall be required to fund its portion of an Advance any amounts in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect excess of its LoansCommitment.

Disbursement. Prior to 4:00 2:00 p.m. (Atlanta, Georgia Eastern time) on the date of an ------------ Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4this Agreement, disburse the amounts made available to the Administrative Agent by the Lenders Banks in like immediately available funds by (i) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account instructions of the Borrower, or (ii) in the case absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent or an Advance affiliate of the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankAdministrative Agent. Unless the Administrative Agent shall have received notice from a Lender Bank prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender Bank will not make available to the Administrative Agent such Lender’s Bank's ratable portion of such Advance, and so long as notice has been given as provided in Section 2.2(b) hereof, the Administrative Agent may assume that such Lender Bank has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, without any obligation hereunder to do so, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender Bank shall not have so made such ratable portion available to the Administrative Agent, such Lender Bank agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) Agent for the first two (2) Business Daysdays that such amount is not repaid, at the Overnight Federal Funds Rate for such Business DaysRate, and (y) and, thereafter, at the Base RateOvernight Federal Funds Rate plus four percent (4%) per annum. If such Lender Bank ---- shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s Bank's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender Bank does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall may notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, together with all interest accrued thereon and on the same terms and conditions that would have applied to such Advance had such Bank funded its portion thereof. Any payments received by the Administrative Agent following such demand shall be applied in repayment of amounts owed to the Administrative Agent hereunder prior to any other application. The failure of any Lender Bank to fund its portion of any Advance shall not relieve any other Lender Bank of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender Bank shall be responsible for any such failure of any other LenderBank. In the event that that, at any time when this Agreement is not in Default, a Lender Bank for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender Bank has funded its portion of such Advance, or all other Lenders Banks have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender Bank shall not (i) be automatically deemed to have transferred to the Bank serving as Administrative Agent all of such non-funding Bank's right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) Borrower in respect of its Loanssuch Advances which such Bank failed to make.

Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia Georgia, time) on the date of an Advance a Loan hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Controlled Disbursement Account or (ii) in the case of an Advance a Loan the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia Georgia, time) on the date of any Advance Loan that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such AdvanceLoan, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance Loan and the Administrative Agent may, in its sole and absolute discretion and in reliance upon such assumption, make available to the Borrowers applicable Borrower or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative AgentAgent by 1:00 p.m. (Atlanta, Georgia time) on the date of any Loan, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers applicable Borrower or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Loan for purposes of this Agreement and if both such Lender and the Borrowers any Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers applicable Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrowers and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance Loan shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance Loan on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior Tenant shall deliver to 4:00 p.m. Landlord: (Atlantai) a request for payment of Tenant’s general contractor (“Contractor”), Georgia timewhich Contractor shall be retained by Tenant and shall be subject to Landlord’s reasonable prior written approval, and which request shall be approved by Tenant, in a form to be provided by Landlord; (ii) on invoices from all subcontractors, laborers, materialmen and suppliers used by Tenant in connection with the date Suite 320 Refurbished Improvements (such subcontractors, laborers, materialmen and suppliers, and the Contractor may be known collectively as “Tenant’s Agents”), for labor rendered and materials delivered to the Premises for the Suite 320 Refurbished Improvements; (iii) executed unconditional mechanics’ lien releases from all of an Advance hereunderTenant’s Agents which shall comply with the appropriate provisions, as reasonably determined by Landlord, of California Civil Code Section 3262(d) and either Section 3262(d)(3) or Section 3262(d)(4) (provided, however, if Tenant is unable to obtain all such releases, Landlord shall be entitled to delay the Administrative Agent shallpayment of the Suite 320 Refurbishment Allowance for a period of ninety (90) days following Tenant’s completion of the Suite 320 Refurbished improvements, subject to the satisfaction Building being free of mechanic’s liens resulting from Tenant’s performance of the conditions Suite 320 Refurbished Improvements); and (iv) all other information reasonably requested by Landlord. Tenant’s request for payment shall be deemed Tenant’s acceptance and approval of the work furnished and/or the materials supplied as set forth in Article 4Tenant’s payment request. Promptly thereafter, disburse assuming Landlord receives all of the amounts made available to the Administrative Agent by the Lenders applicable information described in like funds by items (i) transferring through (iv), above, Landlord shall deliver a check made payable to Tenant in payment of the amounts so made available requested by wire transfer Tenant (but in no event to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, exceed the amount of the Revolving Loan Commitments Suite 320 Refurbishment Allowance), provided that Landlord does not dispute any request for payment based on non-compliance of any work with the Suite 320 Refurbishment Drawings, or Loans, as applicable, held by due to any substandard work. Landlord’s payment of such Lender amounts shall not be counted deemed Landlord’s approval or acceptance of the work furnished or materials supplied as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) set forth in respect of its LoansTenant’s payment request.

Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunderExcept as otherwise provided in this Work Letter, the Administrative Agent shallAllowance shall be disbursed by Landlord only for the following items (the “Allowance Items”): (a) the fees of Landlord’s or Tenant’s architect or engineers; (b) plan-check, subject permit and license fees relating to performance of the Tenant Improvement Work; (c) the cost of performing the Tenant Improvement Work, including after-hours charges, testing and inspection costs, freight elevator usage, hoisting and trash removal costs, and contractors’ fees and general conditions; (d) the cost of any change to the satisfaction base, shell or core of the Premises required by the Plans (defined in Section 2.1 below) (including if such change is due to the fact that such work is prepared on an unoccupied basis), including all direct architectural and/or engineering fees and expenses incurred in connection therewith; (e) the cost of any change to the Plans or Tenant Improvement Work required by Law; (f) the Landlord Supervision Fee (defined in Section 3.2.2 below); (g) sales and use taxes; and (h) all other costs expended by Landlord in connection with the performance of the Tenant Improvement Work. In addition, if any portion of the Allowance remains after the Allowance Items above have been fully paid for, Landlord, upon Tenant’s request, shall disburse such portion of the Allowance (the “Excess Allowance”) to Tenant, to be applied toward the reasonable costs of installing data and telecommunications cabling, and moving Tenant’s furniture, equipment and/or personal property into the Premises, within 30 days after receiving paid invoices from Tenant with respect to such costs; provided, however, that in no event shall the Excess Allowance exceed Three Hundred Eighty-Two Thousand Five Hundred Fifty-Six and 16/100 Dollars ($382,556.16) (i.e., $5.93 per rentable square foot of the Premises). Notwithstanding anything to the contrary in this Work Letter, the cost of the Tenant Improvement Work shall not include (and Landlord shall be solely responsible for and the Allowance shall not be used for) the following: (i) increased construction costs resulting from material changes to the Tenant Improvements shown on or described in the Approved Construction Drawings, unless otherwise approved or requested by Tenant or resulting from the unavailability of specified equipment or materials or from unforeseen field conditions (in which case Landlord shall use commercially reasonable efforts to minimize the nature and extent of such changes) (collectively, “Approved Change Orders”); (ii) attorneys’ fees incurred in connection with negotiation of construction contracts, and attorneys’ fees, experts’ fees and other costs in connection with disputes with third parties; (iii) interest and other costs of financing construction costs; (iv) costs incurred as a consequence of a delay in the completion of the Tenant Improvement Work caused by Landlord, or by any construction defects or default by the Contractor (as defined in Section 3.1 below) under the Construction Contract (as defined in Section 3.2.3 below); (v) costs recovered by Landlord upon account of warranties or insurance; (vi) restoration costs as a consequence of a Casualty (excluding commercially reasonable deductibles); (vii) penalties and late charges attributable to Landlord’s failure to pay construction costs; (viii) costs to bring the exterior of the Property into compliance with applicable Laws; (ix) wages, labor and overhead for overtime and premium time, unless approved by Tenant or included in the Construction Pricing Proposal (as defined in Section 2.4 below); (x) management costs incurred by Landlord in excess of the Landlord Supervision Fee; (xi) construction costs in excess of the Construction Pricing Proposal, except for increases set forth in Article 4, disburse the amounts made available Approved Change Orders; and (xii) costs incurred due to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case presence of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) Hazardous Materials on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such AdvanceProperty, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and except to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day resulting from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date Use of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that Hazardous Materials by a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its LoansTenant Party.

Disbursement. Prior to 4:00 p.m. After the Restatement Date, deposits in respect of the escrows described in clause (Atlanta, Georgia timeii) above shall be made on the date basis of an Advance hereunder, the Administrative Agent’s reasonable estimate from time to time of the charges for the current year (or other applicable period). All funds deposited pursuant to clause (ii) – (iii) shall be held by the Administrative Agent shall, subject to without interest. These sums may be commingled with the satisfaction general funds of the conditions set forth Administrative Agent and shall not be deemed to be held in Article 4, disburse trust for the amounts made available benefit of the Borrowers. The Borrowers hereby grant to the Administrative Agent by for the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case benefit of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless Lender and the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to security interest in all funds so deposited with the Administrative Agent for the purpose of securing the Obligations. While an Event of Default exists, the funds deposited may be applied in payment of the charges for which such Lender’s ratable portion funds have been deposited, or to the payment of such Advancethe Obligations or any other charges affecting the security of the Administrative Agent, as the Administrative Agent may assume that elect, but no such Lender has application shall be deemed to have been made by operation of law or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so otherwise until actually made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to by the Administrative Agent. The failure of any Lender to fund its portion of any Advance Borrowers shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or furnish the Administrative Agent (or with bills for the other Lenders) charges for which such escrows are required promptly upon the Borrowers’ receipt thereof. If at any time the amount in respect of its Loansescrow with the Administrative Agent, together with amounts to be deposited by the Borrowers before such charges are payable, is insufficient to pay such charges, the Borrowers shall deposit any deficiency with the Administrative Agent immediately upon demand. The Administrative Agent shall promptly pay such charges, when the amount in escrow with the Administrative Agent is sufficient to pay such charges and the Administrative Agent has received a bxxx for such charges, if applicable.

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia Boston time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4Section 2.5(f), disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by deposit into the Borrower's account maintained with BankBoston or by wire transfer pursuant to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankBorrower's instructions. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 11:00 a.m. (Atlanta, Georgia Boston time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the rate on overnight Federal Funds Rate funds transactions with members of the Federal Reserve System arranged by Federal funds brokers, as published for such Business Daysday by the Federal Reserve Lender of New York, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) shall not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans, which amounts may be applied by the Agent for the benefit of the Agent and the other Lenders in accordance with the provisions of Section 12.5 and thereafter in a manner determined by the Agent in its sole discretion.

Disbursement. Prior to 4:00 2:00 p.m. (Atlanta, Georgia Eastern time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4this Agreement, disburse the amounts made available to the Administrative Agent by the Lenders Banks in like immediately available funds by (i) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account instructions of the Borrower, or (ii) in the case absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent or an Advance affiliate of the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankAdministrative Agent. Unless the Administrative Agent shall have received notice from a Lender Bank prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender Bank will not make available to the Administrative Agent such Lender’s Bank's ratable portion of such Advance, and so long as notice has been given as provided in Section 2.2(b) hereof, the Administrative Agent may assume that such Lender Bank has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, without any obligation hereunder to do so, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender Bank shall not have so made such ratable portion available to the Administrative Agent, such Lender Bank agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) Agent for the first two (2) Business Daysdays that such amount is not repaid, at the Overnight Federal Funds Rate for such Business DaysRate, and (y) and, thereafter, at the Base RateOvernight Federal Funds Rate plus four percent (4%) per annum. If such Lender Bank shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s Bank's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender Bank does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall may notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, together with all interest accrued thereon and on the same terms and conditions that would have applied to such Advance had such Bank funded its portion thereof. Any payments received by the Administrative Agent following such demand shall be applied in repayment of amounts owed to the Administrative Agent hereunder prior to any other application. The failure of any Lender Bank to fund its portion of any Advance shall not relieve any other Lender Bank of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender Bank shall be responsible for any such failure of any other LenderBank. In the event that that, at any time when this Agreement is not in Default, a Lender Bank for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender Bank has funded its portion of such Advance, or all other Lenders Banks have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non- funding Bank shall (i) be automatically deemed to have transferred to the Bank serving as Administrative Agent all of such non-funding Lender shall not (i) have the Bank's right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) Borrower in respect of its Loanssuch Advances which such Bank failed to make.

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Concentration Account or (iiB) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 noon (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate on overnight Federal funds transactions with members of the Federal Reserve System arranged by Federal funds brokers, as published for such Business Daysday by the Federal Reserve Bank of New York, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement Agreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent's demand therefor, the Administrative Agent shall notify the Borrower, and if the Borrower shall immediately pay such corresponding amount to the Administrative Agent. If both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “"Majority Lenders” " or "Required Lenders" hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers Borrower or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior to 4:00 p.m. After the Closing Date, deposits in respect of the escrows described in clauses (Atlanta, Georgia timeiii) – (iv) above shall be made on the date basis of an Advance hereunder, the Administrative Agent’s reasonable estimate from time to time of the charges for the current year (or other applicable period). All funds deposited pursuant to clause (iii) – (iv) shall be held by the Administrative Agent. These sums may be commingled with the general funds of the Administrative Agent shall, subject and shall not be deemed to be held in trust for the satisfaction benefit of the conditions set forth in Article 4, disburse the amounts made available Borrowers. The Borrowers hereby grant to the Administrative Agent by for the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case benefit of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless Lender and the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to security interest in all funds so deposited with the Administrative Agent for the purpose of securing the Obligations. While an Event of Default exists, the funds deposited may be applied in payment of the charges for which such Lender’s ratable portion funds have been deposited, or to the payment of such Advancethe Obligations or any other charges affecting the security of the Administrative Agent, as the Administrative Agent may assume that elect, but no such Lender has application shall be deemed to have been made by operation of law or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so otherwise until actually made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to by the Administrative Agent. The failure of any Lender to fund its portion of any Advance Borrowers shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or furnish the Administrative Agent (or with bills for the other Lenders) charges for which such escrows are required promptly upon the Borrowers’ receipt thereof. If at any time the amount in respect escrow with the Administrative Agent, together with amounts to be deposited by the Borrowers before such charges are payable, is insufficient to pay such charges, the Borrowers shall deposit any deficiency with the Administrative Agent immediately upon demand. The Administrative Agent shall promptly pay such charges, when the amount in escrow with the Administrative Agent is sufficient to pay such charges and the Administrative Agent has received a xxxx for such charges, if applicable. Maturity Date and Repayment of its Loans.

Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunderExcept as otherwise provided in this Work Letter, the Administrative Agent shallAllowance shall be disbursed by Landlord only for the following items (the “Allowance Items”): (a) the fees of Landlord’s or Tenant’s architect or engineers; (b) plan-check, subject permit and license fees relating to performance of the Tenant Improvement Work; (c) the cost of performing the Tenant Improvement Work, including after-hours charges, testing and inspection costs, freight elevator usage, hoisting and trash removal costs, and contractors’ fees and general conditions; (d) the cost of any change to the satisfaction base, shell or core of the Premises required by the Plans (defined in Section 2.1 below) (including if such change is due to the fact that such work is prepared on an unoccupied basis), including all direct architectural and/or engineering fees and expenses incurred in connection therewith; (e) the cost of any change to the Plans or Tenant Improvement Work required by Law; (f) the Landlord Supervision Fee (defined in Section 3.2.2 below); (g) sales and use taxes; and (h) all other costs expended by Landlord in connection with the performance of the Tenant Improvement Work. In addition, if any portion of the Allowance remains after the Allowance Items above have been fully paid for, Landlord, upon Tenant’s request, shall disburse such portion of the Allowance (the “Excess Allowance”) to Tenant, to be applied toward the reasonable costs of installing data and telecommunications cabling, and moving Tenant’s furniture, equipment and/or personal property into the Premises, within 30 days after receiving paid invoices from Tenant with respect to such costs; provided, however, that in no event shall the Excess Allowance exceed [***] (i.e., $[***] per rentable square foot of the Premises). Notwithstanding anything to the contrary in this Work Letter, the cost of the Tenant Improvement Work shall not include (and Landlord shall be solely responsible for and the Allowance shall not be used for) the following: (i) increased construction costs resulting from material changes to the Tenant Improvements shown on or described in the Approved Construction Drawings, unless otherwise approved or requested by Tenant or resulting from the unavailability of specified equipment or materials or from unforeseen field conditions (in which case Landlord shall use commercially reasonable efforts to minimize the nature and extent of such changes) (collectively, “Approved Change Orders”); (ii) attorneys’ fees incurred in connection with negotiation of construction contracts, and attorneys’ fees, experts’ fees and other costs in connection with disputes with third parties; (iii) interest and other costs of financing construction costs; (iv) costs incurred as a consequence of a delay in the completion of the Tenant Improvement Work caused by Landlord, or by any construction defects or default by the Contractor (as defined in Section 3.1 below) under the Construction Contract (as defined in Section 3.2.3 below); (v) costs recovered by Landlord upon account of warranties or insurance; (vi) restoration costs as a consequence of a Casualty (excluding commercially reasonable deductibles); (vii) penalties and late charges attributable to Landlord’s failure to pay construction costs; (viii) costs to bring the exterior of the Property into compliance with applicable Laws; (ix) wages, labor and overhead for overtime and premium time, unless approved by Tenant or included in the Construction Pricing Proposal (as defined in Section 2.4 below); (x) management costs incurred by Landlord in excess of the Landlord Supervision Fee; (xi) construction costs in excess of the Construction Pricing Proposal, except for increases set forth in Article 4, disburse the amounts made available Approved Change Orders; and (xii) costs incurred due to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case presence of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) Hazardous Materials on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such AdvanceProperty, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and except to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day resulting from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date Use of such borrowing, but no Lender shall be responsible for any such failure of any other LenderHazardous Materials by a Tenant Party. In *** Certain portions denoted with an asterisk have been omitted and filed separately with the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender Securities and Exchange Commission. Confidential treatment has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, been requested with respect to any such Lenderthe omitted portions. Confidential Treatment Requested by Ubiquiti Networks, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.Inc.

Disbursement. Prior to 4:00 p.m. After the Restatement Date, deposits in respect of the escrows described in clauses (Atlanta, Georgia timeii) – (iii) above shall be made on the date basis of an Advance hereunder, the Administrative Agent’s reasonable estimate from time to time of the charges for the current year (or other applicable period). All funds deposited pursuant to clause (ii) – (iii) shall be held by the Administrative Agent. These sums may be commingled with the general funds of the Administrative Agent shall, subject and shall not be deemed to be held in trust for the satisfaction benefit of the conditions set forth in Article 4, disburse the amounts made available Borrowers. The Borrowers hereby grant to the Administrative Agent by for the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case benefit of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless Lender and the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to security interest in all funds so deposited with the Administrative Agent for the purpose of securing the Obligations. While an Event of Default exists, the funds deposited may be applied in payment of the charges for which such Lender’s ratable portion funds have been deposited, or to the payment of such Advancethe Obligations or any other charges affecting the security of the Administrative Agent, as the Administrative Agent may assume that elect, but no such Lender has application shall be deemed to have been made by operation of law or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so otherwise until actually made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to by the Administrative Agent. The failure of any Lender to fund its portion of any Advance Borrowers shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or furnish the Administrative Agent (or with bills for the other Lenders) charges for which such escrows are required promptly upon the Borrowers’ receipt thereof. If at any time the amount in respect of its Loansescrow with the Administrative Agent, together with amounts to be deposited by the Borrowers before such charges are payable, is insufficient to pay such charges, the Borrowers shall deposit any deficiency with the Administrative Agent immediately upon demand. The Administrative Agent shall promptly pay such charges, when the amount in escrow with the Administrative Agent is sufficient to pay such charges and the Administrative Agent has received a xxxx for such charges, if applicable.

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by deposit into the Borrower's account maintained with Citibank or by wire transfer pursuant to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankBorrower's instructions. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 12:30 p.m. (Atlanta, Georgia New York time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the rate on overnight Federal Funds Rate funds transactions with members of the Federal Reserve System arranged by Federal funds brokers, as published for such Business Daysday by the Federal Reserve Bank of New York, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) shall not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior to 4:00 p.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of an Advance a Loan hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to a deposit account maintained by the Borrowers’ Disbursement Account Borrower with the Administrative Agent or, at the Borrower’s option by effecting a wire transfer of such amounts to another deposit account designated by the Borrower to the Administrative Agent in a written Request for Loan or (ii) in the case of an Advance a Loan the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.152.2, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of any Advance Loan that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such AdvanceLoan, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance Loan and the Administrative Agent may, in its sole and absolute discretion and in reliance upon such assumption, make available to the Borrowers applicable Borrower or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative AgentAgent by 1:00 p.m. (Charlotte, North Carolina time) on the date of any Loan, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers applicable Borrower or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Loan for purposes of this Agreement and if both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers applicable Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance Loan shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance Loan on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia Georgia, time) on the date of an Advance a Loan hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to a deposit account maintained by the Borrowers’ Disbursement Account Borrower with the Administrative Agent or, at the Borrower’s option by effecting a wire transfer of such amounts to another deposit account designated by the Borrower to the Administrative Agent in a written Request for Loan or (ii) in the case of an Advance a Loan the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.152.14, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia Georgia, time) on the date of any Advance Loan that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such AdvanceLoan, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance Loan and the Administrative Agent may, in its sole and absolute discretion and in reliance upon such assumption, make available to the Borrowers applicable Borrower or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative AgentAgent by 1:00 p.m. (Atlanta, Georgia time) on the date of any Loan, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers applicable Borrower or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Loan for purposes of this Agreement and if both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers applicable Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance Loan shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance Loan on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior The Initial Amount of the Award shall be disbursed to 4:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, Company in accordance with Section 3.03 subject to the satisfaction terms and conditions in this Agreement. At any time after the disbursement of the conditions Initial Amount until the thirtieth (30th) month after the Effective Date, the Company may request additional Award amounts be disbursed based on completion, or substantial completion, of the milestones as set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank2.03 above. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent mayThe OOGEDT, in its sole discretion and in reliance upon such assumptiondiscretion, make available shall decide if any additional Award amounts (each, an "Additional Amount") shall be disbursed to the Borrowers Company and on what terms.After the OOGEDT's review of Company's performance under this Agreement, the OOGEDT may decide to disburse Additional Amounts, may terminate this Agreement, or may decide to allow the appropriate Issuing BankAgreement to continue under the terms and conditions herein without any disbursement of any Additional Amounts. The OOGEDT shall notify the Company in writing of its decision as soon as practicable .If the Company is approved by the OOGEDT for any Additional Amounts, as applicable, on such date a corresponding amount. If and to the extent such Lender Company shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) submit new milestones for the first two (2) Business DaysOOGEDT's approval. Upon the OOGEDT's approval of such new milestones, at Exhibit C hereto shall be amended as necessary to reflect the Federal Funds Rate for new milestones and such Business Days, and (y) thereafter, at the Base Rate. If such Lender new milestones shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes become a part of this Agreement and be incorporated into Section 2.03 hereto. No Additional Amount may be disbursed until the OOGEDT has approved the new milestones and, if both such Lender and the Borrowers shall pay and repay such corresponding amountapplicable under Section 3.04(F), the Administrative Agent shall promptly relend Company has entered into an amendment to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon Unit in the Administrative Agent’s demand therefor, form attached hereto as Exhibit D (the Administrative Agent shall notify "Unit Amendment") and furnished the Administrative Borrower OOGEDT with the related information and the Borrowers shall immediately pay such corresponding amount officer's certificate required pursuant to the Administrative AgentSection 3.04(F). The failure of any Lender Company shall have until the thirtieth (30th) month after the Effective Date to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder request Additional Amounts. The parties hereto agree to fund its respective portion of execute additional documents as needed to effectuate the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation terms of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its LoansSection 3. 02.

Disbursement. Prior to 4:00 2:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4this Agreement, disburse the amounts made available to the Administrative Agent by the Lenders in like immediately available funds by (i) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account instructions of Borrower, or (ii) in the case absence of such instructions, crediting the amounts so made available to the account of Borrower maintained with Administrative Agent or an Advance the proceeds Affiliate of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankAdministrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the and so long as notice has been given as provided in SECTION 2.2(b), Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, without any obligation hereunder to do so, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, then such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) Agent for the first two (2) Business Daysdays that such amount is not repaid, at the Federal Funds Rate, and, thereafter, at the Federal Funds Rate for such Business Days, and plus four percent (y4%) thereafter, at the Base Rateper annum. If such Lender shall repay to the Administrative Agent such corresponding amount, then such amount so repaid shall constitute such REVOLVING CREDIT AGREEMENT Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the then Administrative Agent shall may notify the Administrative Borrower, and Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent, together with all interest accrued thereon and on the same terms and conditions that would have applied to such Advance had such Lender funded its portion thereof. Any payments received by Administrative Agent following such demand shall be applied in repayment of amounts owed to Administrative Agent hereunder prior to any other application. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that that, at any time when no Default or Event of Default exists, a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) be automatically deemed to have transferred to the Lender serving as Administrative Agent all of such non-funding Lender's right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) not be entitled to receive any payments of principal, interest interest, or fees from the Borrowers or the Administrative Agent (or the other Lenders) Borrower in respect of its Loanssuch Advances which such Lender failed to make.

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia Georgia, time) on the date of an Advance a Borrowing hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4III, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account Borrower’s general deposit account maintained with the Administrative Agent or such other account of the Borrower as it may designate in any Notice of Borrowing or (ii) in the case of an Advance a Borrowing the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.152.14, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 11:00 a.m. (Atlanta, Georgia Georgia, time) on the date of any Advance Borrowing that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such AdvanceBorrowing, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance Borrowing and the Administrative Agent may, in its sole and absolute discretion and in reliance upon such assumption, make available to the Borrowers Borrower or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers Borrower or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Borrowing for purposes of this Agreement and if both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend remit to the Borrowers Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance Borrowing shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance Borrowing on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 noon (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately promptly pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document Document; provided, however, that the foregoing shall not apply to any of the matters governed by clauses (C) and (E) of Section 11.12(a), and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior to 4:00 3:00 p.m. (AtlantaNew York, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 noon (AtlantaNew York, Georgia New York time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments Commitment or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia Eastern time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower’s instructions or (iiB) in the case of an Advance the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.152.14, transferring such amounts to such the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 noon (Atlanta, Georgia Eastern time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business DaysRate, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. If both such Lender and the Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrower such corresponding amount. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments Commitment or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers Borrower or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in this Section 2.2 and in Article 44 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like immediately available funds by (i) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account instructions of the Borrower, or (ii) in the case absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent or an Advance affiliate of the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankAdministrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:00 p.m. (Atlanta, Georgia New York time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, and so long as notice has been given as provided in Section 2.2(e) hereof, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for at a rate equal to the first two (2) Business Days, at the daily average Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rateperiod. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, together with all interest accrued thereon at the interest rate that would have applied to such Advance had such Lender funded its portion thereof. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that that, at any time when the Borrower is not in Default and has otherwise satisfied all of the conditions to funding set forth in this Agreement, a Lender for any reason fails or refuses refused to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of to such Advanceadvance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, and the calculation of Majority Lenders with respect solely to any such Lender, the amount of the votes shall be adjusted as if such non-funding Lender has no Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderCommitment and no Loans outstanding, and (ii) be entitled to receive any no payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) Borrower in respect of such Loans which such Lender failed to make. Nothing in this subsection shall be deemed to prejudice any rights that the Borrower may have against any Lender as a result of any failure by such Lender to fund its Loansportion of any Advance.

Disbursement. Prior to 4:00 2:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4this Agreement, disburse the amounts made available to the Administrative Agent by the Lenders in like immediately available funds by (i) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account instructions of Borrower, or (ii) in the case absence of such instructions, crediting the amounts so made available to the account of Borrower maintained with Administrative Agent or an Advance the proceeds Affiliate of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankAdministrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the and so long as notice has been given as provided in Section 2.2(b), Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, without any obligation hereunder to do so, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, then such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) Agent for the first two (2) Business Daysdays that such amount is not repaid, at the Federal Funds Rate, and, thereafter, at the Federal Funds Rate for such Business Days, and plus four percent (y4%) thereafter, at the Base Rateper annum. If such Lender shall repay to the Administrative Agent such corresponding amount, then such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the then Administrative Agent shall may notify the Administrative Borrower, and Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent, together with all interest accrued thereon and on the same terms and conditions that would have applied to such Advance had such Lender funded its portion thereof. Any payments received by Administrative Agent following such demand shall be applied in repayment of amounts owed to Administrative Agent hereunder prior to any other application. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, Amended and Restated Revolving Credit Agreement hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that that, at any time when no Default or Event of Default exists, a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) be automatically deemed to have transferred to the Lender serving as Administrative Agent all of such non-funding Lender’s right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) not be entitled to receive any payments of principal, interest interest, or fees from the Borrowers or the Administrative Agent (or the other Lenders) Borrower in respect of its Loanssuch Advances which such Lender failed to make.

Disbursement. Prior to 4:00 p.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of an Advance a Loan hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to a deposit account maintained by the Borrowers’ Disbursement Account or (ii) in Borrower with the case Administrative Agent or, at the Borrower’s option by effecting a wire transfer of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bankanother deposit account designated by the Borrower to the Administrative Agent in a written Request for Loan. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of any Advance Loan that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such AdvanceLoan, the Administrative Agent may Table of Contents assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance Loan and the Administrative Agent may, in its sole and absolute discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative AgentAgent by 1:00 p.m. (Charlotte, North Carolina time) on the date of any Loan, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Loan for purposes of this Agreement and if both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance Loan shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance Loan on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior to 4:00 1:00 p.m. (AtlantaHouston, Georgia Texas time) on the ------------ date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43, disburse the amounts made available to the Administrative Agent by the Lenders Banks (or as otherwise provided below) in like funds by (i) transferring the amounts so made available (or as otherwise provided below) by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower's instructions, or (ii) in the case absence of an Advance such instructions, crediting the proceeds amounts so made available (or as otherwise provided below) to the account of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bankthe Borrower maintained with the Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender Bank prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance borrowing that such Lender Bank will not make available to the Administrative Agent such Lender’s Bank's ratable portion of such Advanceborrowing, the Administrative Agent may assume that such Lender Bank has made or will make such portion available to the Administrative Agent on the date of such Advance borrowing and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender Bank shall not have so made such ratable portion available to the Administrative Agent, such Lender Bank agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such three (3) Business Days, Days and (y) thereafter, thereafter at the Base Rate. If such Lender Bank shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion Bank's Loan as part of the applicable Advance such borrowing for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender Bank does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender Bank to fund its portion make the Loan to be made by it as part of any Advance borrowing shall not relieve any other Lender Bank of its obligation, if any, hereunder to fund make its respective portion of the Advance Loan on the date of such borrowing, but no Lender Bank shall be responsible for any such failure of any other LenderBank. In the event that that, at any time when the Borrower is not in Default and the conditions to borrowing set forth in Sections 3.1 and 3.2 hereof, as applicable, have been satisfied, a Lender Bank for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender Bank has funded its portion of such AdvanceAdvance (which late funding shall not absolve such Bank from any liability it may have to the Borrower), or all other Lenders Banks have received payment in full from the Borrower (whether by repayment or prepayment) or otherwise of the principal and interest due in respect of such Advance, such non-funding Lender Bank shall not (i) have the right (A) to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andDocument, with respect to any such Lender, and the amount of the Revolving Loan Commitments or Loans, as applicable, held by Loans of such Lender Bank shall not be counted as outstanding for purposes of determining “"Majority Lenders” Banks" hereunder, and (iiB) be entitled to receive any payments of principal, interest or fees from the Borrowers or Borrower, the Administrative Agent (or the other Lenders) Banks in respect of its Loans.

Disbursement. Prior to 4:00 2:00 p.m. (Atlanta, Georgia Eastern time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4this Agreement, disburse the amounts made available to the Administrative Agent by the Lenders Banks in like immediately available funds by (i) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account instructions of the Borrower, or (ii) in the case absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent or an Advance affiliate of the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankAdministrative Agent. Unless the Administrative Agent shall have received notice from a Lender Bank prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender Bank will not make available to the Administrative Agent such Lender’s Bank's ratable portion of such Advance, and so long as notice has been given as provided in Section 2.2(b) hereof, the Administrative Agent may assume that such Lender Bank has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, without any obligation hereunder to do so, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender Bank shall not have so made such ratable portion available to the Administrative Agent, such Lender Bank agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) Agent for the first two (2) Business Daysdays that such amount is not repaid, at the Overnight Federal Funds Rate for such Business DaysRate, and (y) and, thereafter, at the Base RateOvernight Federal Funds Rate plus four percent (4%) per annum. If such Lender Bank shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s Bank's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender Bank does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall may notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, together with all interest accrued thereon and on the same terms and conditions that would have applied to such Advance had such Bank funded its portion thereof. Any payments received by the Administrative Agent following such demand shall be applied in repayment of amounts owed to the Administrative Agent hereunder prior to any other application. The failure of any Lender Bank to fund its portion of any Advance shall not relieve any other Lender Bank of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender Bank shall be responsible for any such failure of any other LenderBank. In the event that that, at any time when this Agreement is not in Default, a Lender Bank for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender Bank has funded its portion of such Advance, or all other Lenders Banks have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender Bank shall not (i) be automatically deemed to have transferred to the Bank serving as Administrative Agent all of such non-funding Bank's right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) Borrower in respect of its Loanssuch Advances which such Bank failed to make.

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia Eastern time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4III, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower’s written instructions or (ii) in the case of an Advance the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.152.14, transferring such amounts to such the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 noon (Atlanta, Georgia Eastern time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business DaysRate, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. If both such Lender and the Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrower such corresponding amount. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments Commitment or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers Borrower or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior to 4:00 3:00 p.m. (AtlantaNew York, Georgia New York time) on the date of an Advance Loan hereunder, the applicable Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the such Administrative Agent by the Lenders in like funds in Dollars, Euros or Sterling, as applicable, by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance Loan the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the applicable Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 noon (AtlantaNew York, Georgia New York time) on the date of any Advance Loan that such Lender will not make available to the such Administrative Agent such Lender’s ratable portion of such AdvanceLoan, the such Administrative Agent may assume that such Lender has made or will make such portion available to the such Administrative Agent on the date of such Advance Loan and the such Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the applicable Administrative Agent, such Lender agrees to repay to the such Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the such Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base RateRate (in an amount equal to the U.S. Dollar Equivalent thereof in the case of Revolving Loans denominated in Euros or Sterling). If such Lender shall repay to the applicable Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Loan for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the such Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the applicable Administrative Agent’s demand therefor, the such Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the such Administrative Agent. The failure of any Lender to fund its portion of any Advance Loan shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance Loan on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance Loan in violation of this Agreement, then, until such time as such Lender has funded its portion of such AdvanceLoan, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such AdvanceLoan, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments Commitment or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” or “Revolving Majority Lenders” as applicable hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the applicable Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior to 4:00 1:00 p.m. (AtlantaDallas, Georgia Texas time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders (or as otherwise provided below) in like funds by (i) transferring the amounts so made available (or as otherwise provided below) by wire transfer pursuant to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankBorrower's instructions. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance borrowing that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advanceborrowing, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance borrowing and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such three (3) Business Days, Days and (y) thereafter, thereafter at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion 's Loan as part of the applicable Advance such borrowing for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. In the event that any Lender fails to notify the Administrative Agent prior to the date of any borrowing that such Lender will not make available to the Administrative Agent such Lender's pro rata portion of any borrowing, such Lender (and not the Borrower) shall be responsible to reimburse the Administrative Agent for any losses or out-of-pocket expenses of the type described in Section 2.10 hereof incurred by the Administrative Agent in conjunction with the Borrower's repayment of amounts disbursed hereunder pursuant to the immediately preceding sentence. The failure of any Lender to fund its portion make the Loan to be made by it as part of any Advance borrowing shall not relieve any other Lender of its obligation, if any, hereunder to fund make its respective portion of the Advance Loan on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that that, at any time when the Borrower is not in Default and the conditions to borrowing have been satisfied and the Required Lenders have funded their respective portions of a requested Advance, a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreementsuch Advance, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full from the Borrower (whether by repayment or prepaymentprepayment or otherwise) of principal and interest in an aggregate amount equal to or greater than the amount of principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right (A) to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, (and the amount of the Revolving Loan Commitments or Loans, as applicable, held by Loans of such Lender shall not be counted as outstanding for purposes of determining “Majority "Required Lenders” " hereunder, and ) or (iiB) be entitled to receive any payments of principal, interest or fees from the Borrowers or Borrower, the Administrative Agent (or the other Lenders) Lenders in respect of its Loans.

Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia Georgia, time) on the date of an Advance a Loan hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to a deposit account maintained by the Borrowers’ Disbursement Account Borrower with the Administrative Agent or, at the Borrower’s option by effecting a wire transfer of such amounts to another deposit account designated by the Borrower to the Administrative Agent in a written Request for Loan or (ii) in the case of an Advance a Loan the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia Georgia, time) on the date of any Advance Loan that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such AdvanceLoan, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance Loan and the Administrative Agent may, in its sole and absolute discretion and in reliance upon such assumption, make available to the Borrowers applicable Borrower or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative AgentAgent by 1:00 p.m. (Atlanta, Georgia time) on the date of any Loan, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers applicable Borrower or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Loan for purposes of this Agreement and if both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers applicable Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance Loan shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance Loan on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior Subject to 4:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 44 and this Section 2.2, the Lenders shall disburse the amounts made available Loans to the Administrative Agent Borrower (each, a “Disbursement”) prior to January 30, 2015 upon receipt from the Borrower on a Business Day (other than the last day of a month) of a written request (“Disbursement Request”) for a Disbursement in the minimum amount of Two Million Five Hundred Thousand Dollars ($2,500,000) and stating that no Default or Event of Default has occurred. The disbursement date set forth in a Disbursement Request shall be the later of (i) the sixteenth Trading Day after the date of delivery of such Disbursement Request and (ii) the second Trading Day of the month following the month in which such Disbursement request is delivered (the “Disbursement Date”). The initial request for a Disbursement for Litigation Payments may include amounts previously paid by Borrower as Litigation Payments in connection with the Litigation Satisfaction. The Lenders shall fulfill each Disbursement in accordance with their respective allocations set forth on Schedule 1 hereto (as such allocations may be amended or modified by assignments of Loans pursuant to Section 6.5). In addition to the foregoing, in the event that the Litigation Satisfaction has not occurred on or prior to December 15, 2014, the Borrower shall be permitted to request a Disbursement no later than January 30, 2015 in the principal amount of up to the full undrawn amount of the Loan (any such Disbursement pursuant to this sentence, a “Subject Disbursement”); provided, however, that any Subject Disbursement shall be immediately deposited into a special deposit account (the “Subject Disbursement Account”) in the name of the Borrower in a domestic bank with respect to which there shall be a deposit account control agreement (“Special Account DACA”) between such Bank and the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts effect prior to such Issuing Bank. Unless the Administrative Agent Subject Disbursement and on which Lenders shall have received notice from a Lender prior to 1:00 p.m. first Lien (Atlantafor the avoidance of doubt, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance Midcap and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to lenders under the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender First Lien Facility shall not have a Lien on the Subject Disbursement Account). The Special Account DACA shall provide that no amount deposited in the Special Disbursement Account may be withdrawn without the prior written consent of Required Lenders which consent shall be given upon a request of Borrower for use of funds in the Special Disbursement Account for Litigation Payments in compliance with the requirements of Section 2.1 so made such ratable portion available to long as no Event of Default has occurred and is continuing. Any undrawn amount of the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to Loan may not be drawn by the Borrowers or after January 30, 2015. Upon the appropriate Issuing Bank, as applicable, until occurrence and during the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion continuance of an Advance in violation Event of this AgreementDefault, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect enforce their Lien against amounts remaining in the Subject Disbursement Account for application to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its LoansObligations.

Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia Georgia, time) on the date of an Advance a Loan hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to a deposit account maintained by the Borrowers’ Disbursement Account Borrower with the Administrative Agent or, at the Borrower’s option by effecting a wire transfer of such amounts to another deposit account designated by the Borrower to the Administrative Agent in a written Request for Loan or (ii) in the case of an Advance a Loan the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.152.2, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia Georgia, time) on the date of any Advance Loan that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such AdvanceLoan, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance Loan and the Administrative Agent may, in its sole and absolute discretion and in reliance upon such assumption, make available to the Borrowers applicable Borrower or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative AgentAgent by 1:00 p.m. (Atlanta, Georgia time) on the date of any Loan, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers applicable Borrower or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Loan for purposes of this Agreement and if both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers applicable Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance Loan shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance Loan on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Borrower’s Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 Noon (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers Borrower or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers Borrower or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.39

Disbursement. Prior Landlord shall have the right to 4:00 p.m. disburse the Tenant Improvement Allowance for such Tenant Improvement Costs in accordance with the provisions of this Work Letter Agreement and in such order as Landlord shall determine; provided, however, notwithstanding anything in this Work Letter Agreement to the contrary, Landlord shall not be authorized to incur, or pay any portion of the Tenant Improvement Allowance, overtime wages or like changes to contractor (Atlantaor any subcontractors) in connection with the construction of the Tenant Improvements, Georgia timeunless such overtime has been authorized by Tenant in writing prior to being incurred, which authorization may be given or withheld in Tenant's sole and absolute discretion. Tenant shall have the right to apply any portion of the Tenant Improvement Allowance to Tenant's actual, out-of-pocket expenses (including fees and reimbursable expenses, where applicable) on of Tenant's Agents (defined below), including without limitation, the following types of fees, costs and expenses: (A) Tenant's third-party construction manager, (B) purchasing and installing cabling, conduits and/or data or telecommunications wiring, (C) the design, construction and installation of Tenant's signage, (D) Tenant's security system and related equipment and the installation thereof, (E) relocation and moving costs in connection with Tenant's relocation and move-in to the Premises, (F) movable and built-in furniture, (G) trade fixtures and other fixtures, (H) modifications or improvements to the landscaping of the Premises, (I) interior and landscape design services, (J) Tenant's enforcement of the Design and Construction Warranties against Architect, the Engineers and/or the Contractor (and any of Contractor's subcontractors or suppliers), and (K) other interior decorations intended to be used or installed by Tenant at the Premises. As used herein, "Tenant's Agents" shall mean collectively, the all contractors, subcontractors, laborers, materialmen, suppliers and other third-parties directly retained by Tenant in connection with the design and construction of the Tenant Improvements, Tenant's relocation to the Premises and (after the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction Substantial Completion) Tenant's use and occupancy of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other LenderPremises. In the event that a Lender that, (1) Tenant desires Landlord to disburse the Tenant Improvement Allowance for any reason fails or refuses Tenant Improvement Costs payable directly by Tenant and (2) in Landlord's commercially reasonable judgment, the Tenant Improvement Allowance is sufficient to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full cover the (whether by repayment or prepaymenta) amount of the principal Tenant Improvement Costs to be incurred by Landlord and interest due in respect of (b) the amounts desired to be so disbursed by Tenant, Landlord shall make such Advance, such non-funding Lender disbursements to Tenant pursuant to this Section 2(c)(iii). Landlord shall not be required to make more than one such disbursement to Tenant per calendar month and then only if on or before the twenty-fifty (25th) day of the preceding calendar month, Tenant delivers to Landlord (i) have a request for payment substantially in the right form of AIA Document G702, (ii) invoices from all of Tenant's Agents covered by Tenant's request for disbursement, (iii) executed mechanic's lien releases from all of such Tenant's Agents that are entitled to vote regarding any issue lien rights; and (iv) all other information reasonably requested by Landlord. Tenant's request for payment shall be deemed Tenant's acceptance and approval of the work furnished and/or the materials supplied as set forth in Tenant's payment request vis-a-vis the Landlord. Provided that such request for disbursement (and the work covered hereby) is, in Landlord's commercially reasonable judgment, not defective or deficient, on which voting is required or advisable under this Agreement before the last day of the calendar month following Landlord's receipt of such request, Landlord shall deliver a check to Tenant made payable to either Tenant's Agent or any other Loan Document andTenant (at the election of Landlord), with respect to any such Lender, in the amount requested to be disbursed by Tenant. Landlord's payment of the Revolving Loan Commitments or Loans, as applicable, held by such Lender amounts shall not be counted as outstanding for purposes deemed Landlord's approval or acceptance of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent work furnished (or the other Lendersmaterials supplied, if any) as set forth in respect of its LoansTenant's payment request.

Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia time) The Escrow Agent shall hold the Escrow Shares of each Existing Stockholder for the period commencing on the date of an Advance hereunderthe Prospectus and ending three (3) years after the date of the Prospectus (the “Escrow Period”). On such date, the Administrative Escrow Agent shall, subject to the satisfaction upon written instructions from each Existing Stockholder, disburse each of the conditions set forth in Article 4Existing Stockholder’s Escrow Shares to such Existing Stockholder; provided, disburse however, that if the amounts made available to the Administrative Escrow Agent is notified by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank Company pursuant to Section 2.154.2 hereof that the Company is being liquidated at any time during the Escrow Period, transferring then the Escrow Agent shall promptly release the Escrow Shares to the Existing Stockholders so that they can similarly participate in the distribution of the funds held in trust as described in the Company’s Amended and Restated Certificate of Incorporation and that certain Investment Management Trust Agreement, dated as of the date hereof (the “Trust Agreement”), by and between the Company and Continental Stock Transfer & Trust Company, as trustee; provided, further, that if, after the Company consummates an Initial Business Combination (as defined and more fully described in the Prospectus and the Company’s Amended and Restated Certificate of Incorporation (the “Initial Business Combination”)) and the Company or the surviving entity of such amounts Initial Business Combination subsequently consummates a transaction which results in all of the stockholders of the Company or such entity having the right to exchange their shares of Common Stock for cash, securities or other property, then the Escrow Agent will, upon receipt of a certificate, executed by the Chief Executive Officer or President of the Company, in form reasonably acceptable to the Escrow Agent, that such Issuing Banktransaction is then being consummated, release the Escrow Shares to the Existing Stockholders upon consummation of the transaction so that they can similarly participate. Unless the Administrative The Escrow Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on no further duties hereunder after the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion disbursement of the applicable Advance for purposes of Escrow Shares in accordance with this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative AgentSection 2.2. The failure of any Lender to fund its portion of any Advance Company shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion give the Escrow Agent written notification of the Advance on liquidation and dissolution of the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In Company in the event that a Lender for any reason the Company fails or refuses to fund its portion of consummate an Advance Initial Business Combination within the time period(s) specified in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its LoansProspectus.

Disbursement. Prior to 4:00 p.m. 11:00 a.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of an Advance a Loan hereunder, the Administrative Agent shall, subject to the satisfaction (or waiver in accordance with Section 10.12) of the conditions set forth in Article 4Section 4.2, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to a deposit account maintained by the Borrowers’ Disbursement Account or (ii) in Borrower with the case Administrative Agent or, at the Borrower’s option by effecting a wire transfer of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bankanother deposit account designated by the Borrower to the Administrative Agent in a written Request for Loan. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 10:00 a.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of any Advance Loan that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such AdvanceLoan, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance Loan and the Administrative Agent may, in its sole and absolute discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative AgentAgent by 10:00 a.m. (Charlotte, North Carolina time) on the date of any Loan, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Loan for purposes of this Agreement and if NAI-1527873932v11527873932v3 both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance Loan shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance Loan on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior Subject to 4:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 44 and this Section 2.2, the Lenders shall disburse the amounts made available Loans to the Administrative Agent Borrower (each, a “Disbursement”) prior to January 30, 2015 upon receipt from the Borrower on a Business Day (other than the last day of a month) of a written request (“Disbursement Request”) for a Disbursement in the minimum amount of Two Million Five Hundred Thousand Dollars ($2,500,000) and stating that no Default or Event of Default has occurred. The disbursement date set forth in a Disbursement Request shall be the later of (i) the sixteenth Trading Day after the date of delivery of such Disbursement Request and (ii) the second Trading Day of the month following the month in which such Disbursement request is delivered (the “Disbursement Date”). The initial request for a Disbursement for Litigation Payments may include amounts previously paid by Borrower as Litigation Payments in connection with the Litigation Satisfaction. The Lenders shall fulfill each Disbursement in accordance with their respective allocations set forth on Schedule 1 hereto (as such allocations may be amended or modified by assignments of Loans pursuant to Section 6.5). In addition to the foregoing, in the event that the Litigation Satisfaction has not occurred on or prior to December 15, 2014, the Borrower shall be permitted to request a Disbursement no later than January 30, 2015 in the principal amount of up to the full undrawn amount of the Loan (any such Disbursement pursuant to this sentence, a “Subject Disbursement”); provided, however, that any Subject Disbursement shall be immediately deposited into a special deposit account (the “Subject Disbursement Account”) in the name of the Borrower in a domestic bank with respect to which there shall be a deposit account control agreement (“Special Account DACA”) between such Bank and the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts effect prior to such Issuing Bank. Unless the Administrative Agent Subject Disbursement and on which Lenders shall have received notice from a Lender prior to 1:00 p.m. first Lien (Atlantafor the avoidance of doubt, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance Midcap and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to lenders under the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender First Lien Facility shall not have so made such ratable portion available a Lien on the Subject Disbursement Account). The Special Account DACA shall provide that no amount deposited in the Special Disbursement Account may be withdrawn without the prior written consent of Required Lenders which consent shall be given upon a request of Borrower for use of funds in the Special Disbursement Account for Litigation Portions of this page were omitted , as indicated by [***], and have been filed separately with the Secretary of the Commission pursuant to the Administrative AgentRegistrant’s application requesting confidential treatment under Rule 24b-2 of the Securities Exchange Act of 1934, such Lender agrees to repay to as amended. Payments in compliance with the Administrative Agent forthwith on demand such corresponding requirements of Section 2.1 so long as no Event of Default has occurred and is continuing. Any undrawn amount together with interest thereon, for each day from of the date such amount is made available to Loan may not be drawn by the Borrowers or after January 30, 2015. Upon the appropriate Issuing Bank, as applicable, until occurrence and during the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion continuance of an Advance in violation Event of this AgreementDefault, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect enforce their Lien against amounts remaining in the Subject Disbursement Account for application to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its LoansObligations.

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by deposit into the Borrower's account maintained with Citibank or by wire transfer pursuant to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankBorrower's instructions. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 12:30 p.m. (Atlanta, Georgia New York time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the rate on overnight Federal Funds Rate funds transactions with members of the Federal Reserve System arranged by Federal funds brokers, as published for such Business Daysday by the Federal Reserve Bank of New York, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) shall not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.. (e)

Disbursement. Prior Tenant shall deliver to 4:00 p.m. Landlord: (Atlantai) a request for payment of Tenant’s general contractor (“Contractor”), Georgia timewhich Contractor shall be retained by Tenant and shall be subject to Landlord’s reasonable prior written approval, and which request shall be approved by Tenant, in a form to be provided by Landlord; (ii) on invoices from all subcontractors, laborers, materialmen and suppliers used by Tenant in connection with the date Suite 340 Refurbished Improvements (such subcontractors, laborers, materialmen and suppliers, and the Contractor may be known collectively as “Tenant’s Agents”), for labor rendered and materials delivered to the Premises for the Suite 340 Refurbished Improvements; (iii) executed unconditional mechanics’ lien releases from all of an Advance hereunderTenant’s Agents which shall comply with the appropriate provisions, as reasonably determined by Landlord, of California Civil Code Section 3262(d) and either Section 3262(d)(3) or Section 3262(d)(4) (provided, however, if Tenant is unable to obtain all such releases, Landlord shall be entitled to delay the Administrative Agent shallpayment of the Suite 340 Refurbishment Allowance for a period of ninety (90) days following Tenant’s completion of the Suite 340 Refurbished Improvements, subject to the satisfaction Building being free of mechanic’s liens resulting from Tenant’s performance of the conditions Suite 340 Refurbished Improvements); and (iv) all other information reasonably requested by Landlord. Tenant’s request for payment shall be deemed Tenant’s acceptance and approval of the work furnished and/or the materials supplied as set forth in Article 4Tenant’s payment request. Promptly thereafter, disburse assuming Landlord receives all of the amounts made available to the Administrative Agent by the Lenders applicable information described in like funds by items (i) transferring through (iv), above, Landlord shall deliver a check made payable to Tenant in payment of the amounts so made available requested by wire transfer Tenant (but in no event to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, exceed the amount of the Revolving Loan Commitments Suite 340 Refurbishment Allowance), provided that Landlord does not dispute any request for payment based on non-compliance of any work with the Suite 340 Refurbishment Drawings, or Loans, as applicable, held by due to any substandard work. Landlord’s payment of such Lender amounts shall not be counted deemed Landlord’s approval or acceptance of the work furnished or materials supplied as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) set forth in respect of its LoansTenant’s payment request.

Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) 11:00 a.m. on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers applicable Borrower or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative AgentAgent by 3:00 p.m. on the date of any Advance, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers applicable Borrower or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers any Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers applicable Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior to 4:00 3:00 p.m. (AtlantaNew York, Georgia New York time) on the date of an Advance a Loan hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankAccount. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 noon (AtlantaNew York, Georgia New York time) on the date of any Advance Loan that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such AdvanceLoan, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance Loan and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Loan for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance Loan shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance Loan on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance Loan in violation of this Agreement, then, until such time as such Lender has funded its portion of such AdvanceLoan, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such AdvanceLoan, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments Commitment or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in this Section 2.2 and in Article 44 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like immediately available funds by (i) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account instructions of the Borrower, or (ii) in the case absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent or an Advance Affiliate of the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankAdministrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:00 p.m. (Atlanta, Georgia New York time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, and so long as notice has been given as provided in Section 2.2(e) hereof, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for at a rate equal to the first two (2) Business Days, at the daily average Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rateperiod. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, together with all interest accrued thereon at the interest rate that would have applied to such Advance had such Lender funded its portion thereof. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that that, at any time when the Borrower is not in Default and has otherwise satisfied all of the conditions to funding set forth in this Agreement, a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of to such Advanceadvance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, and the calculation of Majority Lenders and Super-Majority Lenders with respect solely to any such Lender, the amount of the Revolving Loan votes shall be adjusted as if such non-funding Lender has no Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderand no Loans outstanding, and (ii) be entitled to receive any no payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) Borrower in respect of such Loans which such Lender failed to make. Nothing in this subsection shall be deemed to prejudice any rights that the Borrower may have against any Lender as a result of any failure by such Lender to fund its Loansportion of any Advance.

Disbursement. Prior to 4:00 3:00 p.m. (AtlantaProvidence, Georgia Rhode Island time) on the date of an Advance hereunderAdvance, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4Advance Requirements, disburse the amounts made available to the Administrative Agent by the Lenders or from the Funds in like funds by (i) transferring the amounts so made available by wire transfer to deposit into the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankOperating Account. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 11:00 a.m. (AtlantaProvidence, Georgia Rhode Island time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Advance. The Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the rate on overnight Federal Funds Rate funds transactions with members of the Federal Reserve System arranged by Federal funds brokers, as published for such Business Daysday by the Federal Reserve Lender of New York, and (y) thereafter, at the Base RateRate plus the Base Rate Margin. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement Agreement, and if both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor's demand, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in with respect of such Advance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andLender Agreement, with respect and the Agent shall have the right to any vote such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder's vote, and (ii) shall not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in or the Borrower with respect of its Loans. These amounts may be applied by the Agent for the benefit of the Agent and the other Lenders in a manner determined by the Agent in its sole discretion. Furthermore, upon such failure of a Lender to fund its portion of an Advance, the Agent shall have the right, but not the obligation, at its election, to purchase the portion of the Loan held by such non-funding Lender for a purchase price equal to the then outstanding principal balance of such Lender's Loan or portion thereof.

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by deposit into the Borrower’s account maintained with SunTrust Bank or by wire transfer pursuant to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankBorrower’s instructions. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 1:30 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the rate on overnight Federal Funds Rate funds transactions with members of the Federal Reserve System arranged by Federal funds brokers, as published for such Business Daysday by the Federal Reserve Bank of New York, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) shall not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior to 4:00 p.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of an Advance a Loan hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to a deposit account maintained by the Borrowers’ Disbursement Account Borrower with the Administrative Agent or, at the Borrower’s option by effecting a wire transfer of such amounts to another deposit account designated by the Borrower to the Administrative Agent in a written Request for Loan or (ii) in the case of an Advance a Loan the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.152.2, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of any Advance Loan that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such AdvanceLoan, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance Loan and the Administrative Agent may, NAI-1519103236v13 37 in its sole and absolute discretion and in reliance upon such assumption, make available to the Borrowers applicable Borrower or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative AgentAgent by 1:00 p.m. (Charlotte, North Carolina time) on the date of any Loan, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers applicable Borrower or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Loan for purposes of this Agreement and if both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers applicable Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance Loan shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance Loan on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia timea) on the date of an Advance hereunder, the Administrative Agent shallThe Bank may, subject to the satisfaction provisions of Article 4 of the conditions set forth in Article 4Agreement, disburse the amounts made available Loan directly to the Administrative Agent builder or to the developer or to the society or to the vendor or in favour of any third party or person as may be directed by the Lenders Borrower in like funds the form specified by (i) transferring the amounts so made available by wire transfer Bank or to the Borrowers’ Disbursement Account Borrower himself at the sole discretion of the Bank. The same shall be deemed to be a disbursement to the Borrower. The disbursement schedule as requested by the Borrower at the time of execution of this Agreement is as annexed as Schedule E hereto. The Borrower hereby unconditionally and irrevocably authorizes the Bank to disburse the Loan as per Schedule E attached hereto unless the Borrower makes a specific request to the Bank to stop disbursement by writing a letter informing the Bank of its intention to do so at least 7(Seven) days prior to any scheduled disbursement date/event as provided in Schedule E hereto. Notwithstanding the above, the Bank shall have the right to stop further disbursement of the Loan at any time if the Bank is of the opinion that as result of change in circumstances there has been a Material Adverse Effect on the Borrower’s financial condition or (ii) profits or business and of any material change in the case Borrower’s business. It is hereby clarified that the Bank may at the request of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent mayBorrower, in its sole discretion and discretion, amend the schedule of disbursement as provided in reliance upon such assumptionSchedule E attached hereto by either increasing the period over which disbursements may be made by the Bank or by reducing the same, make available subject to fulfillment by the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lenderadditional conditions as the Bank may stipulate. In the event that a Lender the Schedule is an event based Schedule, the Bank shall not be responsible for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion verifying the happening of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender events. The Bank shall not (i) have the right be entitled to vote regarding any issue on which voting is required or advisable disburse monies under this Agreement or any based on certification/ intimation of happening of such event from the builder, contractor, developer of other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loansperson, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loanscase may be.

Disbursement. Prior Tenant shall deliver to 4:00 p.m. Landlord: (Atlantai) a request for payment of Tenant’s general contractor (“Contractor”), Georgia timewhich Contractor shall be retained by Tenant and shall be subject to Landlord’s reasonable prior written approval, and which request shall be approved by Tenant, in a form to be provided by Landlord; (ii) on invoices from all subcontractors, laborers, materialmen and suppliers used by Tenant in connection with the date Suite 360 Refurbished Improvements (such subcontractors, laborers, materialmen and suppliers, and the Contractor may be known collectively as “Tenant’s Agents”), for labor rendered and materials delivered to the Premises for the Suite 360 Refurbished Improvements; (iii) executed unconditional mechanics’ lien releases from all of an Advance hereunderTenant’s Agents which shall comply with the appropriate provisions, as reasonably determined by Landlord, of California Civil Code Section 3262(d) and either Section 3262(d)(3) or Section 3262(d)(4) (provided, however, if Tenant is unable to obtain all such releases, Landlord shall be entitled to delay the Administrative Agent shallpayment of the Suite 360 Refurbishment Allowance for a period of ninety (90) days following Tenant’s completion of the Suite 360 Refurbished Improvements, subject to the satisfaction Building being free of mechanic’s liens resulting from Tenant’s performance of the conditions Suite 360 Refurbished Improvements); and (iv) all other information reasonably requested by Landlord. Tenant’s request for payment shall be deemed Tenant’s acceptance and approval of the work furnished and/or the materials supplied as set forth in Article 4Tenant’s payment request. Promptly thereafter, disburse assuming Landlord receives all of the amounts made available to the Administrative Agent by the Lenders applicable information described in like funds by items (i) transferring through (iv) above, Landlord shall deliver a check made payable to Tenant in payment of the amounts so made available requested by wire transfer Tenant (but in no event to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, exceed the amount of the Revolving Loan Commitments Suite 360 Refurbishment Allowance), provided that Landlord does not dispute any request for payment based on non-compliance of any work with the Suite 360 Refurbishment Drawings, or Loans, as applicable, held by due to any substandard work. Landlord’s payment of such Lender amounts shall not be counted deemed Landlord’s approval or acceptance of the work furnished or materials supplied as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) set forth in respect of its LoansTenant’s payment request.

Disbursement. Prior to 3:30 p.m. (Atlanta, Georgia time) with respect to Base Rate Advances and Eurodollar Advances and prior to 4:00 p.m. (Atlanta, Georgia time) with respect to Swing Loans on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Principal Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 5:00 p.m. (Atlanta, Georgia time) on one (1) Business Day prior to the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrowers and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior to 4:00 2:00 p.m. (Atlanta, Georgia Eastern time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4this Agreement, disburse the amounts made available to the Administrative Agent by the Lenders Banks in like immediately available funds by (i) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account instructions of the Borrower, or (ii) in the case absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent or an Advance affiliate of the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankAdministrative Agent. Unless the Administrative Agent shall have received notice from a Lender Bank prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender Bank will not make available to the Administrative Agent such Lender’s Bank's ratable portion of such Advance, and so long as notice has been given as provided in Section 2.2(b) hereof, the Administrative Agent may assume that such Lender Bank has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, without any obligation hereunder to do so, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender Bank shall not have so made such ratable portion available to the Administrative Agent, such Lender Bank agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) Agent for the first two (2) Business Daysdays that such amount is not repaid, at the Overnight Federal Funds Rate for such Business DaysRate, and (y) and, thereafter, at the Base RateOvernight Federal Funds Rate PLUS four percent (4%) per annum. If such Lender Bank shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s Bank's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender Bank does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall may notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, together with all interest accrued thereon and on the same terms and conditions that would have applied to such Advance had such Bank funded its portion thereof. Any payments received by the Administrative Agent following such demand shall be applied in repayment of amounts owed to the Administrative Agent hereunder prior to any other application. The failure of any Lender Bank to fund its portion of any Advance shall not relieve any other Lender Bank of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender Bank shall be responsible for any such failure of any other LenderBank. In the event that that, at any time when this Agreement is not in Default, a Lender Bank for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender Bank has funded its portion of such Advance, or all other Lenders Banks have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender Bank shall not (i) be automatically deemed to have transferred to the Bank serving as Administrative Agent all of such non-funding Bank's right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) Borrower in respect of its Loanssuch Advances which such Bank failed to make.

Disbursement. Prior to 4:00 p.m. 11:00 a.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of an Advance a Loan hereunder, the Administrative Agent shall, subject to the satisfaction (or waiver in accordance with Section 10.12) of the conditions set forth in Article 4Section 4.2, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to a deposit account maintained by the Borrowers’ Disbursement Account or (ii) in Borrower with the case Administrative Agent or, at the Borrower’s option by effecting a wire transfer of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bankanother deposit account designated by the Borrower to the Administrative Agent in a written Request for Loan. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 10:00 a.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of any Advance Loan that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such AdvanceLoan, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance Loan and the Administrative Agent may, in its sole and absolute discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative AgentAgent by 10:00 a.m. (Charlotte, North Carolina time) on the date of any Loan, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Loan for purposes of this Agreement and if both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance Loan shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance Loan on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in this Section 2.2 and in Article 44 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like immediately available funds by (i) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account instructions of the Borrower, or (ii) in the case absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent or an Advance Affiliate of the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankAdministrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:00 p.m. (Atlanta, Georgia New York time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, and so long as notice has been given as provided in Section 2.2(e) hereof, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for at a rate equal to the first two (2) Business Days, at the daily average Federal Funds Effective Rate for such Business Days, and (y) thereafter, at the Base Rateperiod. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, together with all interest accrued thereon at the interest rate that would have applied to such Advance had such Lender funded its portion thereof. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that that, at any time when the Borrower is not in Default and has otherwise satisfied all of the conditions to funding set forth in this Agreement, a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of to such Advanceadvance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, and the calculation of Majority Lenders with respect solely to any such Lender, the amount of the Revolving Loan votes shall be adjusted as if such non-funding Lender has no Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderand no Loans outstanding, and (ii) be entitled to receive any no payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) Borrower in respect of such Loans which such Lender failed to make. Nothing in this subsection shall be deemed to prejudice any rights that the Borrower may have against any Lender as a result of any failure by such Lender to fund its Loansportion of any Advance.

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia Boston time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4Section 3.5(f), disburse the amounts made available to the Administrative Agent by the Revolving Credit Lenders in like funds by (i) transferring the amounts so made available by deposit into the Borrower's account maintained with Fleet or by wire transfer pursuant to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankBorrower's instructions. Unless the Administrative Agent shall have received notice from a Revolving Credit Lender prior to 1:00 p.m. 11:00 a.m. (Atlanta, Georgia Boston time) on the date of any Advance that such Revolving Credit Lender will not make available to the Administrative Agent such Revolving Credit Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Revolving Credit Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Revolving Credit Lender shall not have so made such ratable portion available to the Administrative Agent, such Revolving Credit Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the rate on overnight Federal Funds Rate funds transactions with members of the Federal Reserve System arranged by Federal funds brokers, as published for such Business Daysday by the Federal Reserve Bank of New York, and (y) thereafter, at the Base Rate. If such Revolving Credit Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Revolving Credit Lender’s 's portion of the applicable Advance for purposes of this Agreement Agreement, and if both such Revolving Credit Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers Borrower such corresponding amount. If such Revolving Credit Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Revolving Credit Lender to fund its portion of any Advance shall not relieve any other Revolving Credit Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Revolving Credit Lender shall be responsible for any such failure of any other Revolving Credit Lender. In the event that a Revolving Credit Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Revolving Credit Lender has funded its portion of such Advance, or all other Revolving Credit Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, the percentage of any Revolving Credit Lender's portion of the requested Advance shall be grossed up on a pro rata basis to reflect the suspension of the non-funding Revolving Credit Lender and such non-funding Revolving Credit Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) shall not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans, which amounts may be applied by the Agent for the benefit of the Agent and the other Lenders in accordance with the provisions of Section 12.5 and thereafter in a manner determined by the Agent in its sole discretion. In no event, however, shall any Lender be required to fund any amounts in excess of its Commitment Percentage.

Disbursement. Prior to 3:30 p.m. (Atlanta, Georgia time) with respect to Base Rate Advances and EurodollarSOFR Advances and prior to 4:00 p.m. (Atlanta, Georgia time) with respect to Swing Loans on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Principal Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 5:00 p.m. (Atlanta, Georgia time) on one (1) Business Day prior to the date of any Advance that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender Xxxxxx agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrowers and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior to 4:00 p.m. (Atlantacommencement of construction, Georgia time) on Tenant shall submit an estimate of the date cost of an Advance hereunderall of the Tenant Improvements, including a copy of the contractor’s bid. Landlord shall pay to Tenant the Tenant Improvement Allowance in installments equal to its pro rata share of the amount of the contractor’s invoice as construction progresses and after Landlord’s inspection and verification that the work to be paid for has been completed substantially in accordance with the Final Plans. Landlord’s inspection shall be undertaken by the Building architect, Huntsman and Associates, at Landlord’s expense and shall be undertaken with a frequency such that Landlord can disburse timely the Tenant Improvement Allowance. Landlord’s pro rata share shall be a fraction, the Administrative Agent shall, subject to numerator of which is the satisfaction amount of the conditions set forth in Article 4, disburse Tenant Improvement Allowance and the amounts made available denominator of which is the total cost of the Tenant Improvements. Tenant shall provide evidence satisfactory to the Administrative Agent by the Lenders in like funds by Landlord prior to or concurrently with Landlord’s disbursement that (i) transferring Tenant is contemporaneously paying its share of the amounts so made available by wire transfer invoice; and Tenant has obtained with respect to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance work for purposes which payment is requested appropriate mechanic’s lien releases from the contractor and all subcontractors being paid more than $10,000; provided, however, Tenant shall have the right to reasonably contest the accuracy or legitimacy of this Agreement said bills, invoices and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend statements by refusing to the Borrowers such corresponding amount. If such Lender does make payment when in good faith it determines that payment is not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lenderdue in whole or in part. In the event that Tenant does dispute or contest such bills, it shall, promptly upon the written request of Landlord, record at Tenant’s sole cost and expense a Lender Mechanic’s Lien Release Bond to free the premises from the applicable mechanic’s lien to the extent filed. The Tenant Improvement Allowance shall be disbursed by Landlord every four (4) weeks pursuant to requests for any reason fails or refuses disbursement by Tenant. In the event that there remain undisbursed portions of the Tenant Improvement Allowance after Tenant’s delivery to fund its Landlord of the final contractor invoice, Landlord shall disburse to Tenant within ten (10) days of Tenant’s request such remaining undisbursed portion of an Advance in violation the Tenant Improvement Allowance to the extent such disbursement does not exceed the aggregate of Tenant’s pro rata share of the costs of the Tenant Improvements. Tenant may, at any time following the execution of this Agreement, then, until such time as such Lender has funded its portion submit to Landlord no more frequently than monthly an invoice(s) for the design costs of the Tenant Improvements (the “Design Costs”). Landlord shall pay from the Tenant Improvement Allowance the amount of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal Design Costs and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, payments shall reduce the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes Tenant Improvement Allowance available to pay the costs of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loansconstruction.

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in this Section 2.2 and in Article 44 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like immediately available funds by (i) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account instructions of the Borrower, or (ii) in the case absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent or an Advance Affiliate of the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankAdministrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:00 p.m. (Atlanta, Georgia New York time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, and so long as notice has been given as provided in Section 2.2(e) hereof, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for at a rate equal to the first two (2) Business Days, at the daily average Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rateperiod. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, together with all interest accrued thereon at the interest rate that would have applied to such Advance had such Lender funded its portion thereof. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that that, at any time when the Borrower is not in Default and has otherwise satisfied all of the conditions to funding set forth in this Agreement, a Lender for any reason fails or refuses refused to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of to such Advanceadvance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, and the calculation of Majority Lenders and Super-Majority Lenders with respect solely to any such Lender, the amount of the Revolving Loan votes shall be adjusted as if such non-funding Lender has no Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderand no Loans outstanding, and (ii) be entitled to receive any no payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) Borrower in respect of such Loans which such Lender failed to make. Nothing in this subsection shall be deemed to prejudice any rights that the Borrower may have against any Lender as a result of any failure by such Lender to fund its Loansportion of any Advance.

Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia Georgia, time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 11:00 a.m. (Atlanta, Georgia Georgia, time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers applicable Borrower or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative AgentAgent by 11:00 a.m. (Atlanta, Georgia time) on the date of any Advance, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers applicable Borrower or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers any Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers applicable Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior to 4:00 p.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender Xxxxxx agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, such Lender and the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding a Lender or as outstanding, as applicable, for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in this Section 2.3 and in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like immediately available funds by (i) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account instructions of the Borrower, or (ii) in the case absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent or an Advance affiliate of the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankAdministrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, and so long as notice has been given as provided in Section 2.3(e) hereof, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, together with all interest accrued thereon at the interest rate that would have applied to such Advance had such Lender funded its portion thereof. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that that, at any time when the Borrower is not in Default, a Lender for any reason fails or refuses refused to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of to such Advanceadvance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) be entitled to receive any no payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) Borrower in respect of such Loans which such Lender failed to make. Nothing in this subsection shall be deemed to prejudice any rights that the Borrower may have against any Lender as a result of any failure by such Lender to fund its Loansportion of any Advance.

Disbursement. Prior to 4:00 p.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ applicable Controlled Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole and absolute discretion and in reliance upon such assumption, make available to the Borrowers applicable Borrower or the appropriate applicable Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative AgentAgent by 1:00 p.m. (Charlotte, North Carolina time) on the date of any Advance, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers applicable Borrower or the appropriate applicable Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers any Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers applicable Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower Representative and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in this Section 2.2 and in Article 44 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like immediately available funds by (i) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account instructions of the Borrower requesting such Advance, or (ii) in the case absence of such instructions, crediting the amounts so made available to the account of the Borrowers maintained with the Administrative Agent or an Advance affiliate of the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankAdministrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:00 p.m. (Atlanta, Georgia New York time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, and so long as notice has been given as provided in Section 2.2(e) hereof, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for at a rate equal to the first two (2) Business Days, at the daily average Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rateperiod. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrowers, and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent, on a joint and several basis, together with all interest accrued thereon at the interest rate that would have applied to such Advance had such Lender funded its portion thereof. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible PAGE 28 for any such failure of any other Lender. In the event that that, at any time when the Borrowers are not in Default and have otherwise satisfied all of the conditions to funding set forth in this Agreement, a Lender for any reason fails or refuses refused to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of to such Advanceadvance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, and the calculation of Majority Lenders and Super-Majority Lenders with respect solely to any such Lender, the amount of the Revolving Loan votes shall be adjusted as if such non-funding Lender has no Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderand no Loans outstanding, and (ii) be entitled to receive any no payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of such Loans which such Lender failed to make. Nothing in this subsection shall be deemed to prejudice any rights that the Borrowers may have against any Lender as a result of any failure by such Lender to fund its Loansportion of any Advance.

Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia timea) on the date Each disbursement by Lender of an Advance hereunder, the Administrative Agent shallsuch Restoration Proceeds shall be funded in disbursements made not more frequently than once each calendar month, subject to conditions and in accordance with disbursement procedures which a commercial construction lender would typically establish in the satisfaction exercise of sound banking practices, including requiring lien waivers and any other documents, instruments or items which may be reasonably required by Lender. All plans and specifications required in connection with Restoration shall be subject to prior review and acceptance in all respects by Lender (which approval shall not be unreasonably withheld, conditioned, or delayed) and, to the extent reasonably required by Lender, by an independent consulting engineer selected by Lender (the “Casualty Consultant”). Lender shall have the use of the conditions set forth plans and specifications and all permits, licenses and approvals required or obtained in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by connection with Restoration. The identity of (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) general contractor engaged in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, Restoration and (ii) all subcontractors providing more than $100,000 in labor or materials engaged in Restoration, as well as the contracts under which any of the foregoing have been engaged, shall be entitled subject to receive prior review and approval by Lender and, if applicable, the Casualty Consultant (which approval shall not be unreasonably withheld, conditioned, or delayed). Notwithstanding the foregoing, in the event of an emergency for which Borrower must act immediately to hire contractors and expend funds to prevent further diminution in value of the Property or to remedy any payments life or health safety issues, then so long as no Event of principalDefault exists, interest Borrower need not wait for Lender’s prior approval of the plans, contractors, subcontractors, and the like, to the extent, but only to the extent of the improvements which Borrower reasonably believes need to be immediately undertaken to remedy the applicable emergency situation, and Lender shall reasonably take such emergency situation into account when approving or disapproving after the fact Borrower’s actions and funds expended in connection with such emergency. All actual and reasonable out-of-pocket costs and expenses incurred by Lender in connection with making the Net Restoration Proceeds available for Restoration including, without limitation, reasonable counsel fees from and disbursements and the Borrowers or the Administrative Agent (or the other Lenders) in respect of its LoansCasualty Consultant’s fees, shall be paid by Borrower.

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia New York time) on the date of an ------------ Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by deposit into the Borrower's account maintained with Citibank or by wire transfer pursuant to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankBorrower's instructions. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 12:30 p.m. (Atlanta, Georgia New York time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the rate on overnight Federal Funds Rate funds transactions with members of the Federal Reserve System arranged by Federal funds brokers, as published for such Business Daysday by the Federal Reserve Bank of New York, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) shall not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior City shall authorize disbursement of Grant Funds to, or on behalf of, Developer to 4:00 p.m. pay (Atlantaor reimburse Developer for) Project Costs upon receipt by City of a Disbursement Request from Developer. The first disbursement, Georgia timein the amount of Fifty Thousand and No/100 Dollars ($50,000.00) (“First Request”), shall be made by the City within one week of presentation of a corresponding Disbursement Request from Developer, provided that the Parties have fully executed the Funding Agreement and Project Agreement. Developer shall submit AIA Document G702 and AIA Document G703, along with invoices, lien releases, and other documentation as City may require in support of each subsequent Disbursement Request after the First Request. City: (i) may accept and rely on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction truth and accuracy of the conditions statements set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ each Disbursement Account or Request that it receives from Developer; and (ii) shall not incur any liability in connection with its disbursement of Grant Funds in reliance on the case truth and accuracy of the statements set forth in a Disbursement Request. At least five days in advance of the delivery of a Disbursement Request to City, except for the First Request, Developer shall deliver to City, for review by it and/or its representative or other contractor, an Advance advance copy of the proceeds of which are to reimburse an Issuing Bank Disbursement Request (including all information required pursuant to Section 2.15, transferring such amounts the definition thereof) that it intends to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available deliver to the Administrative Agent such Lender’s ratable portion City. Upon approval of such Advanceeach Disbursement Request by City, City shall authorize disbursement of Grant Funds to Developer with all due diligence, and no later than within fifteen (15) business days, unless otherwise agreed by the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amountparties. If and Except to the extent such Lender set forth in this Section, City shall not have so made such ratable portion available any responsibility for ensuring that the Grant Funds are used in the proper manner. Further, in the event a Default exists, the City shall have no obligation to direct the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion disbursement of any of the applicable Advance for purposes of this Agreement and if both Grant Funds to Developer in response to an otherwise valid Disbursement Request until such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other LenderDefault has been cured. In no case shall the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, total disbursements exceed the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its LoansGrant Funds.

Disbursement. Prior to 4:00 1:00 p.m. (Atlanta, Georgia Eastern time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 12:30 p.m. (Atlanta, Georgia Eastern time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrowers and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andDocument, with respect to any and such non-funding Lender, 's Aggregate Commitment Ratios shall be excluded from the amount calculation of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding required percentages for purposes the definition of determining “Majority Requisite Lenders” hereunder, and (ii) shall not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.

Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in this Section 2.2 and in Article 44 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like immediately available funds by (i) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account instructions of the Borrower requesting such Advance, or (ii) in the case absence of such instructions, crediting the amounts so made available to the account of the Borrowers maintained with the Administrative Agent or an Advance affiliate of the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankAdministrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:00 p.m. (Atlanta, Georgia New York time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, and so long as notice has been given as provided in Section 2.2(e) hereof, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for at a rate equal to the first two (2) Business Days, at the daily average Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rateperiod. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrowers, and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent, on a joint and several basis, together with all interest accrued thereon at the interest rate that would have applied to such Advance had such Lender funded its portion thereof. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that that, at any time when the Borrowers are not in Default and have otherwise satisfied all of the conditions to funding set forth in this Agreement, a Lender for any reason fails or refuses refused to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of to such Advanceadvance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, and the calculation of Majority Lenders with respect solely to any such Lender, the amount of the votes shall be adjusted as if such non-funding Lender has no Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderCommitment and no Loans outstanding, and (ii) be entitled to receive any no payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of such Loans which such Lender failed to make. Nothing in this subsection shall be deemed to prejudice any rights that the Borrowers may have against any Lender as a result of any failure by such Lender to fund its Loansportion of any Advance.