Common use of Limitation on Interest Clause in Contracts

Limitation on Interest. Each Bank, each Agent, Borrower, each other Credit Party and any other parties to the Loan Papers intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Rate. None of Borrower, any other Credit Party, nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate and the provisions of this Section 14.6 shall control over all other provisions of the Loan Papers which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rate, or (c) any Bank or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Rate, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Rate, Administrative Agent, Banks, Borrower and the other Credit Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful Rate.

Limitation on Interest. Each BankNOTWITHSTANDING ANY OTHER PROVISION HEREOF, each Agent---------------------- IN NO EVENT SHALL THE AMOUNT OR RATE OF INTEREST (INCLUDING TO THE EXTENT APPLICABLE ANY DEFAULT RATE INTEREST OR LATE PAYMENT CHARGES) PAYABLE, BorrowerCONTRACTED FOR, each CHARGED OR RECEIVED UNDER OR IN CONNECTION WITH THIS NOTE, FROM TIME TO TIME OR FOR WHATEVER REASON, EXCEED THE MAXIMUM RATE OR AMOUNT, IF ANY, SPECIFIED BY APPLICABLE LAW. If from any circumstance whatsoever fulfillment of any provision hereof or of such other Credit Party Loan Documents or other documents or obligations at the time performance of such provision shall be due shall involve transcending the limit of validity prescribed by law, then, ipso facto, the ---- ----- obligation to be fulfilled shall be reduced to the limit of such validity, and if from any such circumstance CSFC shall ever receive an amount deemed interest by applicable law which shall exceed the highest lawful rate, such amount which would be excessive interest shall be applied to the reduction of the Principal Amount owing hereunder or on account of any other parties principal indebtedness of the Borrower to CSFC, and not to payment of interest or if such excessive interest exceeds the unpaid balance of the Principal Amount and such other indebtedness, or if CSFC is prohibited by applicable law from applying such excessive interest to the Loan Papers intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none reduction of the terms and provisions contained in Principal Amount or on account of any other indebtedness, the Loan Papers excess shall ever be construed refunded to create a contract Borrower. All sums paid or agreed to pay, be paid by the Borrower for the use, forbearance or detention of money, interest in excess the indebtedness of the Maximum Lawful RateBorrower to CSFC shall, to the extent permitted by applicable law, be amortized prorated, allocated and spread throughout the full term of such indebtedness until payment in full so that the actual rate of interest on account of such indebtedness is uniform though the term hereof. None of Borrower, any other Credit Party, nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate The terms and the provisions of this Section 14.6 shall control over and supersede every other provision of all other provisions of agreements between the Loan Papers which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rate, or (c) any Bank or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Rate, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Rate, Administrative Agent, Banks, Borrower and the other Credit Parties (CSFC and any other payors or payees thereof) shall all obligations of Borrower to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful RateCSFC.

Limitation on Interest. Each BankIt is the intention of the parties hereto to comply with all applicable usury laws, each Agentwhether now existing or hereafter enacted. Accordingly, Borrowernotwithstanding any provision to the contrary in this Agreement, each the other Credit Party and Documents or any other parties document evidencing, securing, guaranteeing or otherwise pertaining to indebtedness of the Borrower to the Loan Papers intend to contract Banks, in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none no contingency or event whatsoever, whether by acceleration of the terms and provisions contained in the Loan Papers shall ever be construed to create a contract to pay, for the use, forbearance or detention maturity of money, interest in excess indebtedness of the Maximum Lawful RateBorrower to the Banks or otherwise, shall the interest contracted for, charged or received by any Bank exceed the maximum amount permissible under applicable law. None of Borrower, If from any other Credit Party, nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment circumstances whatsoever fulfillment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate and the provisions of this Section 14.6 shall control over all Agreement, the other provisions of the Loan Papers which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rate, or (c) any Bank Credit Documents or any other holder document evidencing, securing, guaranteeing or otherwise pertaining to indebtedness of the Borrower to the Banks, at the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by law, then, ipso facto, the obligation to be fulfilled shall be reduced to the limit of such validity, and if from any such circumstances any Bank shall ever receive anything of value as interest or deemed interest by applicable law under this Agreement, the other Credit Documents or any other document evidencing, securing, guaranteeing or otherwise pertaining to indebtedness of the Borrower to the Banks or otherwise an amount that would exceed the highest lawful amount, such amount that would be excessive interest shall be applied to the reduction of the principal amount owing in connection with this Agreement or on account of any or all other indebtedness of the Obligations Borrower to the Banks, and not to the payment of interest, or if such excessive interest exceeds the unpaid balance of principal owing in connection with this Agreement and such other indebtedness, such excess shall otherwise collect moneys which are determined be refunded to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Rate, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determinationBorrower. In determining whether or not the interest paid or payablepayable with respect to indebtedness of the Borrower to the Banks, under any specific circumstancecontingency, exceeds the Maximum Lawful Ratemaximum nonusurious rate permitted under applicable law, Administrative Agent, Banks, the Borrower and the other Credit Parties (and any other payors or payees thereof) shall Banks shall, to the greatest maximum extent permitted under by applicable Lawlaw, (ia) characterize any non-principal payment as an expense, fee or premium rather than as interest, (iib) exclude voluntary prepayments and the effects thereof, and (iiic) amortize, prorate, allocate, allocate and spread the total amount of interest throughout the entire contemplated full term of such indebtedness so that the instrument evidencing actual rate of interest on account of such indebtedness does not exceed the maximum amount permitted by applicable law, and/or (d) allocate interest between portions of such indebtedness, to the end that no such portion shall bear interest at a rate greater than that permitted by law. Notwithstanding the foregoing, if for any period of time interest on any of the Borrower’s Obligations in accordance with is calculated at the amounts outstanding from time maximum rate permissible under applicable law rather than the applicable rate under this Agreement, and thereafter such applicable rate becomes less than the maximum rate permissible under applicable law, the rate of interest payable on the Borrower’s Obligations shall remain at the maximum rate permissible under applicable law until the Banks have received the amount of interest which such Banks would have received during such period on the Borrower’s Obligations had the rate of interest not been limited to time thereunder the maximum rate permissible under applicable law during such period. The terms and provisions of this paragraph shall control and supersede every other conflicting provision of this Agreement and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful Rateother Credit Documents.

Limitation on Interest. Each Bank, each Agent, Borrower, each If any provision of this Agreement or of any of the other Credit Loan Documents would obligate any Loan Party and to make any payment of interest or other parties amount payable to the Loan Papers intend Lenders in an amount or calculated at a rate which would be prohibited by law or would result in a receipt by the Lenders of interest at a criminal rate (as such terms are construed under the Criminal Code (Canada)) then, notwithstanding such provisions, such amount or rate shall be deemed to contract have been adjusted with retroactive effect to the maximum amount or rate of interest, as the case may be, as would not be so prohibited by law or so result in strict compliance with applicable usury Law from time a receipt by the Lenders of interest at a criminal rate, such adjustment to time in effect. In furtherance thereof such Persons stipulate be effected, to the extent necessary, as follows: (1) firstly, by reducing the amount or rate of interest required to be paid to the Lenders under this Section 2.13, and agree that none (2) thereafter, by reducing any fees, commissions, premiums and other amounts required to be paid to the Lenders which would constitute “interest” for purposes of Section 347 of the terms Criminal Code (Canada). Notwithstanding the foregoing, and provisions contained in after giving effect to all adjustments contemplated thereby, if the Loan Papers Lenders shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Rate. None of Borrower, any other Credit Party, nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate and the provisions of this Section 14.6 shall control over all other provisions of the Loan Papers which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rate, or (c) any Bank or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to have received an amount in excess of the Maximum Lawful Rate, then all such sums determined to constitute interest in excess maximum permitted by that section of the Maximum Lawful Rate shallCriminal Code (Canada), without penaltythe Loan Parties shall be entitled, be promptly applied by notice in writing to reduce the then outstanding principal of the related Obligations or, at any Bank’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Rate, Administrative Agent, Banksto obtain reimbursement from the Lenders in an amount equal to such excess and, Borrower and pending such reimbursement, such amount shall be deemed to be an amount payable by the other Credit Parties (and any other payors Lenders to the Borrowers. Any amount or payees thereofrate of interest referred to in this Section 2.13(j) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument evidencing the Obligations be determined in accordance with generally accepted actuarial practices and principles as an effective annual rate of interest over the amounts term that the applicable Loan remains outstanding on the assumption that any charges, fees or expenses that fall within the meaning of “interest” (as defined in the Criminal Code (Canada)) shall, if they relate to a specific period of time, be pro-rated over that period of time and otherwise be pro-rated over the period from time the Effective Date to time thereunder and the Maximum Lawful Rate Maturity Date and, in order to lawfully charge the Maximum Lawful Rateevent of a dispute, a certificate of a Fellow of the Canadian Institute of Actuaries appointed by the Administrative Agent shall be conclusive for the purposes of such determination.

Limitation on Interest. Each Bank, each Agent, Borrower, each other Credit Party and any other parties Notwithstanding anything in this Note to the Loan Papers intend contrary, Buyer shall never be required to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Rate. None of Borrower, any other Credit Party, nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for pay unearned interest thereon or on any amount outstanding hereunder, and shall ever never be required to pay interest thereon on the principal amount outstanding hereunder, at a rate in excess of the Maximum Lawful Rate and the provisions of this Section 14.6 shall control over all other provisions of the Loan Papers which maximum nonusurious interest rate that may be in conflict contracted for, charged or apparent conflict herewithreceived under applicable federal or state law (such maximum rate being herein called the "Highest Lawful Rate"). Each Bank and Administrative Agent expressly disavow If the effective rate of interest that would otherwise be payable under this Note would exceed the Highest Lawful Rate, or the Holder shall receive any intention to charge or collect excessive unearned interest or finance charges shall receive monies that are deemed to constitute interest that would increase the effective rate of interest payable by Buyer under this Note to a rate in excess of the event the maturity of any Obligation is accelerated. If Highest Lawful Rate, then (a) the maturity amount of any Obligation is accelerated for any reasoninterest that would otherwise be payable by Buyer under this Note shall be reduced to the amount allowed by applicable law, and (b) any Obligation is prepaid and as a result unearned interest paid by Buyer or any amounts held to constitute interest are determined to be paid by Buyer in excess of the Maximum Highest Lawful RateRate shall be refunded to Buyer. Without limitation of the foregoing, all calculations of the rate of interest contracted for, charged or received by the Holder under this Note that are made for the purpose of determining whether such rate exceeds the Highest Lawful Rate shall be made, to the extent permitted by applicable usury laws (cnow or hereafter enacted), by amortizing, prorating and spreading in equal parts during the actual period during which any amount has been outstanding hereunder all interest at any time contracted for, charged or received by the Holder in connection herewith. If at any time and from time to time (i) the amount of interest payable to the Holder on any Bank or any other holder date shall be computed at the Highest Lawful Rate pursuant to the provisions of the foregoing sentence, and (ii) in respect of any or all subsequent interest computation period the amount of interest otherwise payable to the Obligations shall otherwise collect moneys which are determined Holder would be less than the amount of interest payable to constitute interest which would otherwise increase the interest on any or all of Holder computed at the Obligations to an amount in excess of the Maximum Highest Lawful Rate, then all the amount of interest payable to the Holder in respect of such sums determined subsequent interest computation period shall continue to constitute interest in excess of be computed at the Maximum Highest Lawful Rate shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Rate, Administrative Agent, Banks, Borrower and the other Credit Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread until the total amount of interest throughout payable to the entire contemplated term Holder shall equal the total amount of interest that would have been payable to the Holder if the total amount of interest had been computed without giving effect to the provisions of the instrument evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful Rateforegoing sentence.

Limitation on Interest. Each BankThe Lenders, each Agent, Borrower, each other the Administrative Agent and the Credit Party and any other parties to the Loan Papers Parties intend to contract in strict compliance with applicable usury Law law from time to time in effect. In , and in furtherance thereof such Persons they stipulate and agree that none of the terms and provisions contained in the Loan Papers Credit Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable Governmental Rules in effect from time to time. None of Borrower, any other No Credit Party, nor any present or future guarantors, endorsers, Party or other Persons Person hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable Governmental Rules in effect from time to time, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers which Credit Documents that may be in conflict or apparent conflict herewith. Each Bank The Lenders and the Administrative Agent expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and and, as a result result, any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rate, legal maximum or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect collects moneys which that are determined to constitute interest which that would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable Governmental Rules then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bankthe affected Lender’s or such holder’s option, promptly returned to the Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, payable under any specific circumstance, circumstances exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Governmental Rules, the Lenders, the Administrative Agent, Banks, Borrower Agent and the other Credit Parties (and any other payors or payees thereofof such interest) shall shall, to the greatest extent permitted under applicable LawGovernmental Rules, (i) characterize any non-payment of an amount other than principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, thereof and (iii) amortize, prorate, allocate, allocate and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Governmental Rules in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable Governmental Rules.

Limitation on Interest. Each Bank, each Agent, The Borrower, each other Credit Party the Administrative Agent and any other parties to the Loan Papers Lenders intend to contract in strict compliance with applicable usury Law laws from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, any other Credit Party, Neither the Borrower nor any present or future guarantorsGuarantors, endorsers, endorsers or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully contracted for, charged or received under applicable law from time to time in effect, and the provisions of this Section 14.6 shall control over all other provisions of the Loan Papers which Documents that may be in conflict or apparent conflict herewith. Each Bank and The Administrative Agent and the Lenders expressly disavow any intention to contract for, charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank the Administrative Agent or any other holder of any or all of the Obligations a Lender shall otherwise collect moneys which that are determined to constitute interest which that would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s the option of the Administrative Agent or such holder’s optionLender, as applicable, promptly returned to the Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable law, the Administrative Agent, Banks, Borrower Agent and the other Credit Parties (Lenders and any other payors or payees thereof) the Borrower shall to the greatest extent permitted under applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, allocate and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable law in order to lawfully charge contract for, charge, or receive the Maximum Lawful Ratemaximum amount of interest permitted under applicable law. In the event applicable law provides for an interest ceiling under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”), as amended, for that day, the ceiling shall be the “weekly ceiling” as defined in the Texas Finance Code; provided that if any applicable law permits greater interest, the law permitting the greatest interest shall apply. As used in this section the term “applicable law” means the laws of the State of Texas or the laws of the United States, whichever allow the greater interest, as such laws now exist or may be changed or amended or come into effect in the future.

Limitation on Interest. Each BankLender Parties, each Agent, Borrower, each other Credit Party Restricted Persons and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable Law from time to time in effect. None of Borrower, Neither any other Credit Party, Restricted Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully contracted for, charged, or received under applicable Law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender Parties expressly disavow any intention to charge contract for, charge, or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Banksuch Lender’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, Banks, Borrower Lender Parties and the other Credit Parties Restricted Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Law in order to lawfully charge contract for, charge, or receive the Maximum Lawful Ratemaximum amount of interest permitted under applicable Law. In the event applicable Law provides for an interest ceiling under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”) as amended, for that day, the ceiling shall be the “weekly ceiling” as defined in the Texas Finance Code, provided that if any applicable Law permits greater interest, the Law permitting the greatest interest shall apply. As used in this section the term “applicable Law” means the Laws of the State of Texas or the Laws of the United States of America, whichever Laws allow the greater interest, as such Laws now exist or may be changed or amended or come into effect in the future.

Limitation on Interest. Each Bank, each Agent, Borrower, each other Credit Party and any other parties Notwithstanding anything to the Loan Papers intend contrary contained or referred to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that this Guaranty, none of the terms and provisions contained in of this Guaranty or the Loan Papers Restated Lease Agreement or any other Credit Document shall ever be construed to create a contract or obligation to pay, for the use, forbearance or detention of money, pay interest at a rate in excess of the Maximum Lawful Rate allowed by law (the "Maximum Rate. None of Borrower"), and neither GE Capital nor any Lessor shall ever charge, receive, take, collect, reserve or apply, as interest on the Obligations or the Guaranteed Obligations, any other Credit Party, nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate and the provisions of this Section 14.6 shall control over all other provisions of the Loan Papers which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rate, or (c) any Bank or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Rate. The parties hereto agree that any interest, then charge, fee, expense or other indebtedness, liability or obligation provided for in this Guaranty, the Restated Lease Agreement or any other Credit Document which constitutes interest under applicable law shall be, ipso facto and under any and all circumstances, limited or reduced to an amount equal to the lesser of (a) the amount of such sums determined interest, charge, fee, expense or other indebtedness, liability or obligation that would be payable in the absence of this Paragraph 25 or (b) an amount, which when added to constitute all other interest payable under this Guaranty and the Restated Lease Agreement or any other Credit Document, equals the Maximum Rate. If, notwithstanding the foregoing, GE Capital or any Lessor ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Lawful Rate shallRate, without penalty, such amount which would be promptly applied to reduce the then outstanding deemed excessive interest shall be deemed a partial payment or prepayment of principal of the related Obligations orand the Guaranteed Obligations and treated hereunder as such, at and if the Obligations and the Guaranteed Obligations, or applicable portions thereof, are paid in full, any Bank’s remaining excess shall promptly be paid to Savvis, Guarantor or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determinationPerson (as appropriate). In determining whether or not the interest paid or payable, under any specific circumstancecontingency, exceeds the Maximum Lawful Rate, Administrative AgentGuarantor, BanksSavvis, Borrower GE Capital and the other Credit Parties (and any other payors or payees thereof) shall Lessors shall, to the greatest maximum extent permitted under by applicable Lawlaw, (i) characterize any non-principal nonprincipal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, allocate and spread in equal or unequal parts the total amount of interest throughout the entire contemplated term of the instrument evidencing Obligations and the Guaranteed Obligations, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate Guaranteed Obligations; provided that, if the unpaid principal balance is paid and performed in order full prior to lawfully charge the end of the full contemplated term thereof, and if the interest received for the actual period of existence thereof exceeds the Maximum Lawful Rate, GE Capital and Lessors shall refund to Savvis, Guarantor or such other Person (as appropriate) the amount of such excess and, in such event, neither GE Capital nor any Lessor shall be subject to any penalties provided by any laws for contracting for, charging, receiving, taking, collecting, receiving or applying interest in excess of the Maximum Rate.

Limitation on Interest. Each Bank, each Agent, Borrower, each other Credit Party and any other parties Notwithstanding anything to the Loan Papers intend contrary contained or referred to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that this Guaranty, none of the terms and provisions contained in of this Guaranty, the Credit Agreement, the Notes or any other Loan Papers Document shall ever be construed to create a contract or obligation to pay, for the use, forbearance or detention of money, pay interest at a rate in excess of the Maximum Lawful Rate. None of Borrower, and neither Administrative Agent nor any Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Obligations or the Guaranteed Obligations, any other Credit Party, nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate and the provisions of this Section 14.6 shall control over all other provisions of the Loan Papers which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rate, or (c) any Bank or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Rate. The parties hereto agree that any interest, then charge, fee, expense or other indebtedness, liability or obligation provided for in this Guaranty, the Credit Agreement, the Notes or any other Loan Document which constitutes interest under applicable law shall be, ipso facto and under any and all circumstances, limited or reduced to an amount equal to the lesser of (a) the amount of such sums determined interest, charge, fee, expense or other indebtedness, liability or obligation that would be payable in the absence of this Paragraph 25 or (b) an amount, which when added to constitute all other interest payable under this Guaranty, the Credit Agreement, the Notes and any other Loan Document, equals the Maximum Rate. If, notwithstanding the foregoing, Administrative Agent or any Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Lawful Rate shallRate, without penalty, such amount which would be promptly applied to reduce the then outstanding deemed excessive interest shall be deemed a partial payment or prepayment of principal of the related Obligations orand the Guaranteed Obligations and treated hereunder as such, at and if the Obligations and the Guaranteed Obligations, or applicable portions thereof, are paid in full, any Bank’s remaining excess shall promptly be paid to Borrower, Guarantor or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determinationPerson (as appropriate). In determining whether or not the interest paid or payable, under any specific circumstancecontingency, exceeds the Maximum Lawful Rate, Guarantor, Borrower, Administrative AgentAgent and Lenders shall, Banks, Borrower and the other Credit Parties (and any other payors or payees thereof) shall to the greatest maximum extent permitted under by applicable Lawlaw, (i) characterize any non-principal nonprincipal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, allocate and spread in equal or unequal parts the total amount of interest throughout the entire contemplated term of the instrument evidencing Obligations and the Guaranteed Obligations, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate Guaranteed Obligations; provided that, if the unpaid principal balance is paid and performed in order full prior to lawfully charge the end of the full contemplated term thereof, and if the interest received for the actual period of existence thereof exceeds the Maximum Lawful Rate, Administrative Agent and Lenders shall refund to Borrower, Guarantor or such other Person (as appropriate) the amount of such excess and, in such event, neither Administrative Agent nor any Lender shall be subject to any penalties provided by any laws for contracting for, charging, receiving, taking, collecting, receiving or applying interest in excess of the Maximum Rate.

Limitation on Interest. Each BankLender Parties, each Agent, Borrower, each other Credit Party Restricted Persons and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be contracted for, charged, or received by applicable Law from time to time in effect. None of Borrower, Neither any other Credit Party, Restricted Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully contracted for, charged, or received under applicable Law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender Parties expressly disavow any intention to charge contract for, charge, or collect receive excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be contracted for, charged or received by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s such Lender's or such holder’s 's option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, Banks, Borrower Lender Parties and the other Credit Parties Restricted Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable Law.

Limitation on Interest. Each Bank, each Agent, Borrower, each other Credit Party Lender and any other parties to the Loan Papers Obligated Persons intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, Neither any other Credit Party, Obligated Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender expressly disavow disavows any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If If: (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s or such holderLender’s option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Rate, Administrative Agent, Banks, Borrower and the other Credit Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful Rate.

Limitation on Interest. Each BankLender Parties, each Agent, Borrower, each other Credit Party Restricted Persons and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be contracted for, charged, or received by applicable Law from time to time in effect. None of Borrower, Neither any other Credit Party, Restricted Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully contracted for, charged, or received under applicable Law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender Parties expressly disavow any intention to charge contract for, charge, or collect receive excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be contracted for, charged or received by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Banksuch Lender’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, Banks, Borrower Lender Parties and the other Credit Parties Restricted Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable Law. In the event applicable Law provides for an interest ceiling under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”) as amended, to the extent that the Texas Finance Code is mandatorily applicable to any Lender, for that day, the ceiling shall be the “weekly ceiling” as defined in the Texas Finance Code, provided that if any applicable Law permits greater interest, the Law permitting the greatest interest shall apply. In no event shall Chapter 346 of the Texas Finance Code apply to this Agreement or any other Loan Document, or any transactions or loan arrangement provided or contemplated hereby or thereby.

Limitation on Interest. Each BankNotwithstanding anything in this Agreement or the other Loan Documents to the contrary, each all agreements between or among the Borrower, the Guarantors, the Lenders and the Agent, Borrowerwhether now existing or hereafter arising and whether written or oral, each other Credit Party and are hereby limited so that in no contingency, whether by reason of acceleration of the maturity of any other parties of the Obligations or otherwise, shall the interest contracted for, charged or received by the Lenders exceed the maximum amount permissible under Applicable Law. If, from any circumstance whatsoever, interest would otherwise be payable to the Loan Papers intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest Lenders in excess of the Maximum Lawful Rate. None of Borrowermaximum lawful amount, the interest payable to the Lenders shall be reduced to the maximum amount permitted under Applicable Law; and if from any other Credit Party, nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation circumstance the Lenders shall ever be liable for unearned receive anything of value deemed interest thereon or shall ever be required to pay interest thereon by Applicable Law in excess of the Maximum Lawful Rate and maximum lawful amount, an amount equal to any excessive interest shall be applied to the provisions of this Section 14.6 shall control over all other provisions reduction of the Loan Papers which may principal balance of the Obligations and to the payment of interest or, if such excessive interest exceeds the unpaid balance of principal of the Obligations, such excess shall be refunded to the Borrower. All interest paid or agreed to be paid to the Lenders shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread throughout the full period until payment in conflict or apparent conflict herewith. Each Bank and Administrative Agent expressly disavow any intention to charge or collect excessive unearned interest or finance charges in full of the event principal of the maturity Obligations (including the period of any Obligation renewal or extension thereof) so that the interest thereon for such full period shall not exceed the maximum amount permitted by Applicable Law. The parties hereto hereby agree and stipulate that the only charge imposed upon the Borrower for the use of money in connection with this Agreement is acceleratedand shall be the interest specifically described in §2.6. If (a) Notwithstanding the maturity foregoing, the parties hereto further agree and stipulate that all agency fees, syndication fees, arrangement fees, amendment fees, extension fees, up-front fees, commitment fees, facility fees, closing fees, letter of credit fees, underwriting fees, prepayment fees, default charges, late charges, funding or “breakage” charges, increased cost charges, attorneys’ fees and reimbursement for costs and expenses paid by the Agent or any Obligation is accelerated Lender to third parties or for damages incurred by the Agent or any reasonLender, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rate, or (c) any Bank or any other holder similar amounts are charges made to compensate the Agent or any such Lender for underwriting or administrative services and costs or losses performed or incurred, and to be performed or incurred, by the Agent and the Lenders in connection with this Agreement and shall under no circumstances be deemed to be charges for the use of money. Borrower hereby acknowledges and agrees that the Lenders have imposed no minimum borrowing requirements, reserve or escrow balances or compensating balances related in any way to the Obligations. Any use by the Borrower of certificates of deposit issued by any Lender or all other accounts maintained with any Lender has been and shall be voluntary on the part of the Obligations Borrower. All charges other than charges for the use of money shall otherwise collect moneys which are determined to constitute interest which would otherwise increase be fully earned and nonrefundable when due. This §4.13 shall control all agreements between or among the interest on any or all of Borrower, the Obligations to an amount in excess of Guarantors, the Maximum Lawful Rate, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Rate, Administrative Agent, Banks, Borrower Lenders and the other Credit Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful RateAgent.

Limitation on Interest. Each Bank, each Agent, Borrower, each other Credit Party Maximum Rate. Lender and any other parties to the Loan Papers Borrower intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons To effectuate this intention, Lender and Borrower stipulate and agree that none of the terms and provisions contained in the Loan Papers of any Note and any other agreement among such parties, whether now existing or arising hereafter, shall ever be construed to create as a contract to pay, pay interest for the use, forbearance or detention of money, interest money in excess of the Maximum Lawful Rate. None If, from any possible construction of any document, interest would otherwise be payable to Lender in excess of the Maximum Rate, any such construction shall be subject to the provisions of this Section and such document shall be automatically reformed and the interest payable to Lender shall be automatically reduced to the Maximum Rate permitted under applicable law, without the necessity of the execution of any amendment or new document. Neither Borrower, any other Credit Party, nor any present or future guarantors, endorsers, endorsers or other Persons persons now or hereafter becoming liable for payment of any Obligation portion of the principal or interest of any Note shall ever be liable for any unearned interest thereon on the principal amount or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate and the provisions of this Section 14.6 shall control over all other provisions of the Loan Papers which that may be lawfully charged under applicable law from time to time in conflict or apparent conflict herewitheffect. Each Bank Lender and Administrative Agent any subsequent holder of any Note expressly disavow any intention to charge or collect unearned or excessive unearned interest or finance charges in the event the maturity of any Obligation Note, is accelerated. If (a) the maturity of any Obligation Note is accelerated for any reason, (b) any Obligation is prepaid and whether as a result of a default under any Note, or by voluntary prepayment, or otherwise, any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rateconstituting interest, or (c) any Bank adjudicated as constituting interest, which are then unearned and have previously been collected by Lender or any other subsequent holder of any Note shall be applied to reduce the principal balance thereof then outstanding, or all if such amounts exceed the unpaid balance of principal, the Obligations excess shall otherwise collect moneys which are determined be refunded to constitute Borrower (and Target Center, as applicable). In the event Lender or any subsequent holder of any Note ever receives, collects or applies as interest any amounts constituting interest or adjudicated as constituting interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Rateamount permitted under applicable law, then all such sums determined amount which would be excessive interest shall be applied to constitute interest in excess the reduction of the Maximum Lawful Rate shallunpaid principal balance of such Note, without penaltyand, if the principal balances of such Note is paid in full, any remaining excess shall be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s or such holder’s option, promptly returned paid to Borrower or the other payor thereof upon such determination(and Target Center, as applicable). In determining whether or not the interest paid or payable, payable under any the specific circumstance, contingencies exceeds the Maximum Lawful Rate, Administrative Agent, BanksRate allowed by applicable law, Borrower and the other Credit Parties (and any other payors or payees thereof) shall Lender shall, to the greatest maximum extent permitted under applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium premium, rather than as interest, ; (ii) exclude voluntary prepayments and the effects effect thereof, and ; (iii) amortize, prorate, allocateallocate and spread, and spread in equal parts, the total amount of interest throughout the entire contemplated term of the instrument evidencing applicable Note (as it may be renewed and extended) so that the Obligations interest rate is uniform throughout the entire term of such Note. The terms and provisions of this section shall control and supersede every other provision of all existing and future agreements between Lender and Borrower (and Target Center, as applicable). As used in accordance with this Agreement, "Maximum Rate" means the amounts outstanding maximum non-usurious interest rate that at any time or from time to time thereunder may be contracted for, taken, reserved, charged or received on the unpaid principal or accrued past due interest under applicable law and may be greater than the applicable rate, the parties hereby stipulating and agreeing that Lender may contract for, take, reserve, charge or receive interest up to the Maximum Lawful Rate without penalty under any applicable law; and "applicable law" means the laws of the State of Texas or the laws of the United States of America, whichever laws allow the greater interest, as such laws now exist or may be changed or amended or come into effect in order the future. In the event applicable law provides for an interest ceiling under Chapter One of Title 79, Texas Revised Civil Statutes Annotated, as amended, that ceiling shall be the indicated rate ceiling, subject to lawfully charge any right Lender may have in the future to change the method of determining the Maximum Lawful Rate.

Limitation on Interest. Each BankLender Parties, each Agent, Borrower, each other Credit Party Restricted Persons and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable Law from time to time in effect. None of Borrower, Neither any other Credit Party, Restricted Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully contracted for, charged, or received under applicable Law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender Parties expressly disavow any intention to charge contract for, charge, or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s such Lender's or such holder’s 's option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, Banks, Borrower Lender Parties and the other Credit Parties Restricted Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Law in order to lawfully charge contract for, charge, or receive the Maximum Lawful Ratemaximum amount of interest permitted under applicable Law. In the event applicable Law provides for an interest ceiling under Chapter 303 of the Texas Finance Code (the "Texas Finance Code") as amended, for that day, the ceiling shall be the "weekly ceiling" as defined in the Texas Finance Code, provided that if any applicable Law permits greater interest, the Law permitting the greatest interest shall apply. As used in this section the term "applicable Law" means the Laws of the State of Texas or the Laws of the United States of America, whichever Laws allow the greater interest, as such Laws now exist or may be changed or amended or come into effect in the future.

Limitation on Interest. Each Bank, Agent and each Agent, Borrower, each other Credit Party Lender and any other parties to the Loan Papers Borrower intend to contract in strict compliance comply at all times with applicable usury Law from time to time laws. All agreements between Agent, each Lender and Borrower, whether now existing or hereafter arising and whether written or oral, are hereby limited so that in effect. In furtherance thereof such Persons stipulate and agree that none no contingency, whether by reason of demand or acceleration of the terms maturity of the Note or otherwise, shall the interest contracted for, charged, received, paid or agreed to be paid to Agent or any Lender exceed the highest lawful rate permissible under applicable usury laws. If, from any circumstance whatsoever fulfillment of any provision hereof, of the Note or of any other Loan Documents shall involve transcending the limit of such validity prescribed by any law which a court of competent jurisdiction may deem applicable hereto, then ipso facto, the obligation to be fulfilled shall be reduced to the limit of such validity; and provisions contained in the Loan Papers if from any circumstance Agent or any Lender shall ever receive anything of value deemed interest by applicable law which would exceed the highest lawful rate, such amount which would be construed excessive interest shall be applied to create a contract to pay, for the use, forbearance or detention of money, interest in excess reduction of the Maximum Lawful Rate. None of Borrower, any other Credit Party, nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate and the provisions of this Section 14.6 shall control over all other provisions principal of the Loan Papers which may and not to the payment of interest, or if such excessive interest exceeds the unpaid balance of principal of the Loan, such excess shall be in conflict refunded to Borrower. All interest paid or apparent conflict herewith. Each Bank and Administrative Agent expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined agreed to be paid to Lenders shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full period until payment in excess full of the Maximum Lawful Rate, or (c) any Bank or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase principal so that the interest on any or all of the Obligations to an amount Loan for such full period shall not exceed the highest lawful rate. Borrower agrees that in excess of the Maximum Lawful Rate, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not any interest payment under the interest paid or payable, under any specific circumstance, Loan Documents exceeds the Maximum Lawful Ratehighest lawful rate, Administrative Agent, Banks, Borrower and the other Credit Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment (except payments specifically described in the Loan Documents as “interest”) including without limitation, prepayment fees and late charges, shall to the maximum extent not prohibited by law, be an expense, fee fee, premium or premium penalty rather than as interest. Agent and each Lender hereby expressly disclaim any intent to contract for, (ii) exclude voluntary prepayments charge or receive interest in an amount which exceeds the highest lawful rate. The provisions of the Note, this Agreement, and all other Loan Documents are hereby modified to the extent necessary to conform with the limitations and provisions of this Section 12.4, and this Section 12.4 shall govern over all other provisions in any document or agreement now or hereafter existing. This Section 12.4 shall never be superseded or waived unless there is a written document executed by Agent, each Lender and the effects thereofBorrower, expressly declaring the usury limitation of this Agreement to be null and void, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument evidencing the Obligations in accordance with the amounts outstanding from time no other method or language shall be effective to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful Ratesupersede or waive this paragraph.

Limitation on Interest. Each BankAgent, each Agent, Borrower, each other Credit Party Lender and any other parties to the Loan Papers Borrower intend to contract in strict compliance comply at all times with applicable usury Law from time to time in effectlaws. In furtherance thereof such Persons stipulate All agreements between Agent, each Lender and agree that none of the terms and provisions contained in the Loan Papers shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Rate. None of Borrower, any other Credit Partywhether now existing or hereafter arising and whether written or oral, nor any present are hereby limited so that in no contingency, whether by reason of demand or future guarantors, endorsers, or other Persons hereafter becoming liable for payment acceleration of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate and the provisions of this Section 14.6 shall control over all other provisions of the Loan Papers which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of the Note or otherwise, shall the interest contracted for, charged, received, paid or agreed to be paid to any Obligation is acceleratedLender exceed the highest lawful rate permissible under applicable usury laws. If (a) the maturity If, from any circumstance whatsoever, fulfillment of any Obligation is accelerated for provision hereof, of the Note or of any reasonother Loan Documents shall involve transcending the limit of such validity prescribed by any law which a Court of competent jurisdiction may deem applicable hereto, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined then ipso facto, the obligation to be in excess fulfilled shall be reduced to the limit of such validity; and if from any circumstance Agent or any Lender shall ever receive anything of value deemed interest by applicable law which would exceed the highest lawful rate, such amount which would be excessive interest shall be applied to the reduction of the Maximum Lawful Rateprincipal of Loan and not to the payment of interest, or (c) any Bank or any other holder if such excessive interest exceeds the unpaid balance of any or all principal of the Obligations Loan, such excess shall otherwise collect moneys which are determined be refunded to constitute Borrower. All interest which would otherwise increase paid or agreed to be paid to Lenders shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full period until payment in full of the principal so that the interest on any or all of the Obligations to an amount Loan for such full period shall not exceed the highest lawful rate. Borrower agrees that in excess of the Maximum Lawful Rate, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not any interest payment under the interest paid or payable, under any specific circumstance, Loan Documents exceeds the Maximum Lawful Ratehighest lawful rate, Administrative Agent, Banks, Borrower and the other Credit Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment (except payments specifically described in the Loan Documents as "interest") including without limitation, prepayment fees and late charges, shall to the maximum extent not prohibited by law, be an expense, fee fee, premium or premium penalty rather than as interest. Agent and each Lender hereby expressly disclaim any intent to contract for, (ii) exclude voluntary prepayments and charge or receive interest in an amount which exceeds the effects thereofhighest lawful rate. The provisions of the Note, this Agreement, and (iii) amortize, prorate, allocateall other Loan Documents are hereby modified to the extent necessary to conform with the limitations and provisions of this Section, and spread this Section shall govern over all other provisions in any document or agreement now or hereafter existing. This Section shall never be superseded or waived unless there is a written document executed by Agent, each Lender and Borrower, expressly declaring the total amount usury limitation of interest throughout the entire contemplated term of the instrument evidencing the Obligations in accordance with the amounts outstanding from time this Agreement to time thereunder be null and the Maximum Lawful Rate in order void, and no other method or language shall be effective to lawfully charge the Maximum Lawful Ratesupersede or waive this paragraph.

Limitation on Interest. Each BankLender, each Agent, Borrower, each other Credit Party Restricted Persons and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof thereof, such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable Law from time to time in effect. None of Borrower, Neither any other Credit Party, Restricted Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully contracted for, charged, or received under applicable Law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender expressly disavow disavows any intention to charge contract for, charge, or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any BankLender’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, Banks, Borrower Lender and the other Credit Parties Restricted Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Law in order to lawfully charge contract for, charge, or receive the Maximum Lawful Ratemaximum amount of interest permitted under applicable Law.

Limitation on Interest. Each BankThe Borrowers, each Agent, Borrower, each other Credit Party the Administrative Agent and any other parties to the Loan Papers Lenders intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, provide for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, Neither any other Credit Party, Borrower nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and The Administrative Agent and the Lenders expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Banksuch Lender’s or such holder’s option, promptly returned to Borrower the Borrowers or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable law, Lenders, the Administrative Agent, Banks, Borrower Agent and the other Credit Parties Borrowers (and any other payors or payees payers thereof) shall to the greatest extent permitted under applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable law. To the extent that the interest rate laws of the State of Texas are applicable to this Agreement, any Note or any other Loan Document, the applicable interest rate ceiling is the indicated (weekly) ceiling determined in accordance with Chapter 303 of the Texas Finance Code, as amended, and, to the extent that any Obligation under this Agreement, any Note or any other Loan Document is deemed an open end account as such term is defined in Chapter 302 of the Texas Finance Code, as amended, Administrative Agent retains the right to modify the interest rate in accordance with applicable law.

Limitation on Interest. Each BankThe Lenders, each Agent, Borrower, each other Credit Party the Loan Parties and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, any other Credit Party, No Loan Party nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable law from time to time in effect, and the provisions of this Section 14.6 shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent The Lenders expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Banksuch Lender’s or such holder’s option, promptly returned to the Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstancecircumstances, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable law, Administrative Agent, Banks, Borrower the Lenders and the other Credit Loan Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable law. In the event applicable law provides for an interest ceiling under Chapter 303 of the Texas Finance Code, that ceiling shall be the weekly ceiling and shall be used when appropriate in determining the maximum amount of interest permitted to be charged.

Limitation on Interest. Each Bank, each Agent, The Borrower, each other Credit Party and any other parties to the Loan Papers Parties, the Administrative Agent and the Lenders intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, provide for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, Neither any other Credit Party, Loan Party nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and The Administrative Agent and the Lenders expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any may other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s such Lender's or such holder’s 's option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable law, Lenders, the Administrative Agent, Banks, Borrower Agent and the other Credit Loan Parties (and any other payors or payees payers thereof) shall to the greatest extent permitted under applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable law.

Limitation on Interest. Each Bank, each Agent, Borrower, each other Credit Party The Lenders and the Company and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, any other Credit Party, Neither the Company nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully contracted for, charged, or received under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent The Lenders expressly disavow any intention to charge contract for, charge, or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s such Lender's or such holder’s 's option, promptly returned to Borrower the Company or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable law, Administrative Agent, Banks, Borrower the Lenders and the other Credit Parties Company (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable law in order to lawfully charge contract for, charge, or receive the Maximum Lawful Ratemaximum amount of interest permitted under applicable law. In the event applicable law provides for an interest ceiling under Chapter 303 of the Texas Finance Code (the "Texas Finance Code") as amended, for that day, the ceiling shall be the "weekly ceiling" as defined in the Texas Finance Code, provided that if any applicable Law permits greater interest, the Law permitting the greatest interest shall apply. As used in this section the term "applicable law" means the laws of the State of Texas or the Laws of the United States of America, whichever laws allow the greater interest, as such laws now exist or may be changed or amended or come into effect in the future.

Limitation on Interest. Each Bank, each Agent, Borrower, each other Credit Party and any other parties to the Loan Papers intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Rate. None of Borrower, any other Credit Party, nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate and the provisions of this Section 14.6 shall control over all other provisions of the Loan Papers which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rate, or (c) any Bank or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Rate, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Rate, Administrative Agent, Banks, Borrower and the other Credit Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful Rate. Notwithstanding anything to the contrary contained in this Agreement, if at any time the rate of interest calculated with reference to the Adjusted Base Rate or the Adjusted Term SOFR hereunder (as used in this sub-section, the “contract rate”) is limited to the Maximum Lawful Rate, any subsequent reductions in the contract rate shall not reduce the rate of interest on the Loans below the Maximum Lawful Rate until the total amount of interest accrued equals the amount of interest which would have accrued if the contract rate had at all times been in effect. In the event that at maturity (stated or by acceleration), or at final payment of any Loan, the total amount of interest paid or accrued on such Loan is less than the amount of interest which would have accrued if the contract rate had at all times been in effect with respect thereto, then at such time, to the extent permitted by Law, Borrower shall pay to the holder of such Loan an amount equal to the difference between (i) the lesser of the amount of interest which would have accrued if the contract rate had at all times been in effect and the amount of interest which would have accrued if the Maximum Lawful Rate had at all times been in effect, and (ii) the amount of interest actually paid on such Loan.

Limitation on Interest. Each Bank, each Agent, It is expressly stipulated and agreed to be the intent of Borrower, each Administrative Agent and the Lenders at all times to comply with the applicable law governing the maximum rate or amount of interest payable on or in connection with the Notes and the Loan. If the applicable law is ever judicially interpreted so as to render usurious any amount called for under the Notes, this Agreement or under any of the other Credit Party and Loan Documents, or contracted for, charged, taken, reserved or received with respect to any of the Notes, this Agreement or any other parties Loan Document, or if acceleration of the maturity of the Notes, any prepayment by Borrower, or any other circumstance whatsoever, results in any Lender having been paid any interest in excess of that permitted by applicable law, then it is the express intent of Borrower, Administrative Agent and the Lenders that all excess amounts theretofore collected by the Lenders be credited on the balance of the Notes (or, if the Notes have been or would thereby be paid in full, refunded to Borrower) if applicable, and the provisions of the Notes, and the other applicable Loan Papers Documents immediately be deemed reformed and the amounts thereafter collectible hereunder and thereunder reduced, without the necessity of the execution of any new document, so as to comply with the applicable law, but so as to permit the recovery of the fullest amount otherwise called for hereunder and thereunder. The right to accelerate the maturity of the Notes, does not include the right to accelerate any interest which has not otherwise accrued on the date of such acceleration, and the Lenders do not intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained collect any unearned interest in the Loan Papers shall ever event of acceleration. All sums paid or agreed to be construed paid to create a contract to pay, Administrative Agent or the Lenders for the use, forbearance or detention of moneythe indebtedness evidenced hereby or by the Notes, shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full so that the rate or amount of interest in excess on account of the Maximum Lawful Rate. None of Borrower, any other Credit Party, nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of such indebtedness does not exceed the Maximum Lawful Rate and or maximum amount of interest permitted under applicable law. The term “applicable law” as used herein shall mean the laws of the State which govern this Agreement, or DIDMCA or any other applicable United States federal law to the extent that it permits the Lenders to contract for, charge, take, reserve or receive a greater amount of interest than under laws of the state which govern this Agreement. The provisions of this Section 14.6 11.8 shall control over all other provisions of the Loan Papers which may be in conflict or apparent conflict herewith. Each Bank and agreements between Borrower, Administrative Agent expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rate, or (c) any Bank or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Rate, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Rate, Administrative Agent, Banks, Borrower and the other Credit Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful RateLenders.

Limitation on Interest. Each BankLender, each Agent, Borrower, each other Credit Party Related Person and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable Law from time to time in effect. None of Borrower, any other Credit Party, Neither each Related Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable Law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender expressly disavow disavows any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any BankLender’s or such holder’s option, promptly returned to Borrower each Related Person or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, Banks, Borrower Lender and the other Credit Parties each Related Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable Law. In the event applicable Law provides for an interest ceiling under Section 303 of the Texas Finance Code, that ceiling shall be the weekly ceiling.

Limitation on Interest. Each BankThe Borrowers, each Agent, Borrower, each other Credit Party the Administrative Agent and any other parties to the Loan Papers Lenders intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, provide for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, any other Credit Party, Neither either Borrower nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and The Administrative Agent and the Lenders expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any may other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Banksuch Lender’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable law, Lenders, the Administrative Agent, Banks, Borrower Agent and the other Credit Parties Borrowers (and any other payors or payees payers thereof) shall to the greatest extent permitted under applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable law. To the extent that the interest rate laws of the State of Texas are applicable to this Agreement, any Note or any other Loan Document, the applicable interest rate ceiling is the indicated (weekly) ceiling determined in accordance with Chapter 303 of the Texas Finance Code, as amended, and, to the extent that any Obligation under this Agreement, any Note or any other Loan Document is deemed an open end account as such term is defined in Chapter 302 of the Texas Finance Code, as amended, Administrative Agent retains the right to modify the interest rate in accordance with applicable law.

Limitation on Interest. Each BankIt is the intention of the parties hereto to comply with all applicable usury laws, each Agentwhether now existing or hereafter enacted. Accordingly, Borrowernotwithstanding any provision to the contrary in this Agreement, each the Notes, the other Credit Party and Loan Documents or any other parties document evidencing, securing, guaranteeing or otherwise pertaining to the Loan Papers intend Obligations of Borrower to contract the Lenders, in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none no contingency or event whatsoever, whether by acceleration of the terms and provisions contained in maturity of indebtedness of Borrower to the Loan Papers Lenders or otherwise, shall ever be construed to create a contract to paythe interest contracted for, for charged or received by the use, forbearance or detention of money, interest in excess of Lenders exceed the Maximum Lawful Ratemaximum amount permissible under applicable law. None of Borrower, If from any other Credit Party, nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment circumstances whatsoever fulfillment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate and the provisions of this Section 14.6 Agreement, the Notes, the other Loan Documents or of any other document evidencing, securing, guaranteeing or otherwise pertaining to the Obligations of Borrower to the Lenders, at the time performance of such provision shall control over all other provisions be due, shall involve transcending the limit of validity prescribed by law, then, ipso facto, the Loan Papers which may obligation to be in conflict or apparent conflict herewith. Each Bank fulfilled shall be reduced to the limit of such validity, and Administrative Agent expressly disavow if from any intention to charge or collect excessive unearned such circumstances the Lenders shall ever receive anything of value as interest or finance charges in deemed interest by applicable law under this Agreement, the event Notes, the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rate, or (c) any Bank other Loan Documents or any other holder document evidencing, securing, guaranteeing or otherwise pertaining to the Obligations of Borrower to the Lenders or otherwise an amount that would exceed the highest lawful amount (the “Maximum Rate”), such amount that would be excessive interest shall be applied to the reduction of the principal amount owing in connection with this Agreement or on account of any other indebtedness of Borrower to the Lenders, and not to the payment of interest, or all if such excessive interest exceeds the unpaid balance of the Obligations principal owing in connection with this Agreement and such other indebtedness, such excess shall otherwise collect moneys which are determined be refunded to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Rate, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determinationBorrower. In determining whether or not the interest paid or payablepayable with respect to indebtedness of Borrower to the Lenders, under any specific circumstancecontingency, exceeds the Maximum Lawful Rate, Administrative Agent, Banks, Borrower and the other Credit Parties (and any other payors or payees thereof) shall to the greatest extent maximum nonusurious rate permitted under applicable Lawlaw, the Lenders may, at their option (ia) characterize any non-principal payment as an expense, fee or premium rather than as interest, (iib) exclude voluntary prepayments and the effects thereof, and (iiic) amortize, prorate, allocate, allocate and spread the total amount of interest throughout the entire contemplated full term of such indebtedness so that the instrument evidencing actual rate of interest on account of such indebtedness does not exceed the maximum amount permitted by applicable law, and/or (d) allocate interest between portions of the Obligations, to the end that no such portion shall bear interest at a rate greater than that permitted by law. Notwithstanding the foregoing, if for any period of time interest on any Obligations in accordance with the amounts outstanding from time to time thereunder and is calculated at the Maximum Lawful Rate in order to lawfully charge rather than the applicable rate under this Agreement, and thereafter such applicable rate becomes less than the Maximum Lawful Rate, the rate of interest payable on such Obligations shall remain at the Maximum Rate until each Lender shall have received the amount of interest which such Lender would have received during such period on such Obligations had the rate of interest not been limited to the Maximum Rate during such period.

Limitation on Interest. Each BankLender Parties, each Agent, Borrower, each other Credit Party Restricted Persons and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable Law from time to time in effect. None of Borrower, Neither any other Credit Party, Restricted Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable Law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender Parties expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Banksuch Lender’s or such holder’s option, promptly returned to US Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, Banks, Borrower Lender Parties and the other Credit Parties Restricted Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable Law. As used in this section the term “applicable Law” means the Laws of the State of New York or the Laws of the United States of America, whichever Laws allow the greater interest, as such Laws now exist or may be changed or amended or come into effect in the future.

Limitation on Interest. Each BankLender, each Agent, Borrower, each other Credit Party Related Person and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable Law from time to time in effect. None of Borrower, any other Credit Party, Neither each Related Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable Law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender expressly disavow disavows any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s such Lender's or such holder’s 's option, promptly returned to Borrower each Related Person or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, Banks, Borrower each Lender and the other Credit Parties each Related Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable Law.

Limitation on Interest. Each BankLender Parties, each Agent, Borrower, each other Credit Party Restricted Persons and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be contracted for, charged, or received by applicable Law from time to time in effect. None of Borrower, Neither any other Credit Party, Restricted Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully contracted for, charged, or received under applicable Law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender Parties expressly disavow any intention to charge contract for, charge, or collect receive excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be contracted for, charged or received by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Banksuch Lender’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, Banks, Borrower Lender Parties and the other Credit Parties Restricted Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable Law. In the event applicable Law provides for an interest ceiling under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”) as amended, to the extent that the Texas Finance Code is mandatorily applicable to any Lender, for that day, the ceiling shall be the “weekly ceiling” as defined in the Texas Finance Code, provided that if any applicable Law permits greater interest, the Law permitting the greatest interest shall apply. In no event shall Chapter 346 of the Texas Finance Code apply to this Agreement or any other Loan Document, or any transactions or loan arrangement provided or contemplated hereby or thereby. In no event shall the aggregate “interest” (as defined in section 347 of the Criminal Code (Canada)) payable under the Loan Documents exceed the maximum effective annual rate of interest on the “credit advanced” (as defined in that section) permitted under that section and, if any payment, collection or demand pursuant to this Agreement in respect of “interest” (as defined in that section) is determined to be contrary to the provisions of that section, such payment, collection or demand shall be deemed to have been made by mutual mistake of Borrowers, Agents and Lenders and the amount of such excess payment or collection shall be refunded to the relevant Borrower. For purposes of the Canadian Notes, the effective annual rate of interest shall be determined in accordance with generally accepted actuarial practices and principles over the term applicable thereto on the basis of annual compounding of the lawfully permitted rate of interest and, in the event of dispute, a certificate of a Fellow of the Canadian Institute of Actuaries appointed by Canadian Administrative Agent shall be prima facie evidence, for the purposes of such determination.

Limitation on Interest. Each Bank, each Agent, The Borrower, each other Credit Party the Administrative Agent and any other parties to the Loan Papers Lenders intend to contract in strict compliance with applicable usury Law laws from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, any other Credit Party, Neither the Borrower nor any present or future guarantorsGuarantors, endorsers, endorsers or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully contracted for, charged or received under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers which Documents that may be in conflict or apparent conflict herewith. Each Bank and The Administrative Agent and the Lenders expressly disavow any intention to contract for, charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank the Administrative Agent or any other holder of any or all of the Obligations a Lender shall otherwise collect moneys which that are determined to constitute interest which that would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s the option of the Administrative Agent or such holder’s optionLender, as applicable, promptly returned to the Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable law, the Administrative Agent, Banks, Borrower Agent and the other Credit Parties (Lenders and any other payors or payees thereof) the Borrower shall to the greatest extent permitted under applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, allocate and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable law in order to lawfully charge contract for, charge, or receive the Maximum Lawful Ratemaximum amount of interest permitted under applicable law. In the event applicable law provides for an interest ceiling under Chapter 303 of the Texas Finance Code (the "Texas Finance Code"), as amended, for that day, the ceiling shall be the "weekly ceiling" as defined in the Texas Finance Code, provided that if any applicable law permits greater interest, the law permitting the greatest interest shall apply. As used in this section the term "applicable law" means the laws of the State of Texas or the laws of the United States, whichever allow the greater interest, as such laws now exist or may be changed or amended or come into effect in the future.

Limitation on Interest. Each BankLender Parties, each Agent, Borrower, each other Credit Party Restricted Persons and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable Law from time to time in effect. None of Borrower, Neither any other Credit Party, Restricted Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully contracted for, charged, or received under applicable Law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender Parties expressly disavow any intention to charge contract for, charge, or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Banksuch Lender’s or such holder’s option, promptly returned to the Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, Banks, Borrower Lender Parties and the other Credit Parties Restricted Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Law in order to lawfully charge contract for, charge, or receive the Maximum Lawful Ratemaximum amount of interest permitted under applicable Law.

Limitation on Interest. Each BankIt is the intention of the parties hereto to comply with all applicable usury laws, each Agentwhether now existing or hereafter enacted. Accordingly, Borrowernotwithstanding any provision to the contrary in this Agreement, each the other Credit Party and Documents or any other parties document evidencing, securing, guaranteeing or otherwise pertaining to indebtedness of the Borrower to the Loan Papers intend to contract Banks, in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none no contingency or event whatsoever, whether by acceleration of the terms and provisions contained in the Loan Papers shall ever be construed to create a contract to pay, for the use, forbearance or detention maturity of money, interest in excess indebtedness of the Maximum Lawful RateBorrower to the Banks or otherwise, shall the interest contracted for, charged or received by any Bank exceed the maximum amount permissible under applicable law. None of Borrower, If from any other Credit Party, nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment circumstances whatsoever fulfillment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate and the provisions of this Section 14.6 shall control over all Agreement, the other provisions of the Loan Papers which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rate, or (c) any Bank Credit Documents or any other holder document evidencing, securing, guaranteeing or otherwise pertaining to indebtedness of the Borrower to the Banks, at the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by law, then, ipso facto, the obligation to be fulfilled shall be reduced to the limit of such validity, and if from any such circumstances any Bank shall ever receive anything of value as interest or deemed interest by applicable law under this Agreement, the other Credit Documents or any other document evidencing, securing, guaranteeing or otherwise pertaining to indebtedness of the Borrower to the Banks or otherwise an amount that would exceed the highest lawful amount, such amount that would be excessive interest shall be applied to the reduction of the principal amount owing in connection with this Agreement or on account of any or all other indebtedness of the Obligations Borrower to the Banks, and not to the payment of interest, or if such excessive interest exceeds the unpaid balance of principal owing in connection with this Agreement and such other indebtedness, such excess shall otherwise collect moneys which are determined be refunded to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Rate, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determinationBorrower. In determining whether or not the interest paid or payablepayable with respect to indebtedness of the Borrower to the Banks, under any specific circumstancecontingency, exceeds the Maximum Lawful Ratemaximum nonusurious rate permitted under applicable law, Administrative Agent, Banks, the Borrower and the other Credit Parties (and any other payors or payees thereof) shall Banks shall, to the greatest maximum extent permitted under by applicable Lawlaw, (ia) characterize any non-principal payment as an expense, fee or premium rather than as interest, (iib) exclude voluntary prepayments and the effects thereof, and (iiic) amortize, prorate, allocate, allocate and spread the total amount of interest throughout the entire contemplated full term of such indebtedness so that the instrument evidencing actual rate of interest on account of such indebtedness does not exceed the maximum amount permitted by applicable law, and/or (d) allocate interest between portions of such indebtedness, to the end that no such portion shall bear interest at a rate greater than that permitted by law. Notwithstanding the foregoing, if for any period of time interest on any of the Borrower's Obligations in accordance with is calculated at the amounts outstanding from time maximum rate permissible under applicable law rather than the applicable rate under this Agreement, and thereafter such applicable rate becomes less than the maximum rate permissible under applicable law, the rate of interest payable on the Borrower's Obligations shall remain at the maximum rate permissible under applicable law until the Banks have received the amount of interest which such Banks would have received during such period on the Borrower's Obligations had the rate of interest not been limited to time thereunder the maximum rate permissible under applicable law during such period. The terms and provisions of this paragraph shall control and supersede every other conflicting provision of this Agreement and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful Rateother Credit Documents.

Limitation on Interest. Each BankThe Lenders, each Agent, Borrower, each other Credit Party the Loan Parties and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, any other Credit Party, No Loan Party nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent The Lenders expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Banksuch Lender’s or such holder’s option, promptly returned to the Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstancecircumstances, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable law, Administrative Agent, Banks, Borrower the Lenders and the other Credit Loan Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable law in order to lawfully charge the Maximum maximum amount of interest permitted under applicable law. In the event applicable law provides for an interest ceiling under Chapter 303 of the Texas Finance Code, that ceiling shall be the weekly ceiling and shall be used when appropriate in determining the Highest Lawful Rate.

Limitation on Interest. Each BankNotwithstanding anything to the contrary contained in this Agreement or any other Credit Document, each Agent, all agreements between the Borrower, each the Administrative Agent or any Lender, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due under any Credit Document or otherwise, shall the amount paid, or agreed to be paid, to the Administrative Agent or any Lender for the use, forbearance, or detention of the money to be loaned under this Agreement, any Revolving Notes or any other Credit Party and Document or otherwise or for the payment or performance of any covenant or obligation contained herein or in any other parties Credit Document exceed the Highest Lawful Rate. If, as a result of any circumstances whatsoever, fulfillment of any provision hereof or of any of such documents, at the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by Applicable Law, then, ipso facto, the obligation to be fulfilled shall be reduced to the Loan Papers intend limit of such validity, and if, from any such circumstance, the Administrative Agent or any Lender shall ever receive interest under Applicable Law that would exceed the Highest Lawful Rate, such amount that would exceed the Highest Lawful Rate shall be applied to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none the reduction of the terms principal amount owing on account of such Lender's Loans or the amounts owing on other obligations of the Borrower to the Administrative Agent or any Lender under any Credit Document and provisions contained in not to the Loan Papers payment of interest, or if such excessive interest exceeds the unpaid principal balance of such Lender's Loans and the amounts owing on other obligations of the Borrower to the Administrative Agent or any Lender under any Credit Document, as the case may be, such excess shall ever be construed refunded to create a contract the Borrower to pay, the extent required under Applicable Law. All sums paid or agreed to be paid to the Administrative Agent or any Lender for the use, forbearance or detention of money, interest in excess the indebtedness of the Maximum Borrower to the Administrative Agent or any Lender shall, to the fullest extent permitted by Applicable Law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the Highest Lawful Rate. None Notwithstanding anything to the contrary contained in any Credit Document, it is understood and agreed that if at any time the rate of Borrower, any other Credit Party, nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment interest that accrues on the outstanding principal balance of any Obligation Loan shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of exceed the Maximum Lawful Rate and the provisions of this Section 14.6 shall control over all other provisions of the Loan Papers which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Highest Lawful Rate, or (c) any Bank or any other holder the rate of interest that accrues on the outstanding principal balance of any or all of Loan shall be limited to the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Highest Lawful Rate, then all such sums determined to constitute but any subsequent reductions in the rate of interest in excess that accrues on the outstanding principal balance of any Loan shall not reduce the Maximum rate of interest that accrues on the outstanding principal balance of any Loan below the Highest Lawful Rate shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Rate, Administrative Agent, Banks, Borrower and the other Credit Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread until the total amount of interest throughout accrued on the entire contemplated term outstanding principal balance of any Loan equals the instrument evidencing the Obligations amount of interest that would have accrued if such interest rate had at all times been in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful Rateeffect."

Limitation on Interest. Each BankLender Parties, each Agent, Borrower, each other Credit Party Restricted Persons and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable Law from time to time in effect. None of Borrower, Neither any other Credit Party, Restricted Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully contracted for, charged, or received under applicable Law from time to time in effect, and the provisions of this Section 14.6 shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender Parties expressly disavow any intention to charge contract for, charge, or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Banksuch Lender’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, Banks, Borrower Lender Parties and the other Credit Parties Restricted Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Law in order to lawfully charge contract for, charge, or receive the Maximum Lawful Ratemaximum amount of interest permitted under applicable Law. In the event applicable Law provides for an interest ceiling under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”) as amended, for that day, the ceiling shall be the “weekly ceiling” as defined in the Texas Finance Code, provided that if any applicable Law permits greater interest, the Law permitting the greatest interest shall apply. As used in this Section the term “applicable Law” means the Laws of the State of Texas or the Laws of the United States of America, whichever Laws allow the greater interest, as such Laws now exist or may be changed or amended or come into effect in the future.

Limitation on Interest. Each BankLender, each Agent, Borrower, each other Credit Party Related Person and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable Law from time to time in effect. None of Borrower, any other Credit Party, Neither each Related Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable Law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender expressly disavow disavows any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s such Lender's or such holder’s 's option, promptly returned to Borrower each Related Person or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, Banks, Borrower each Lender and the other Credit Parties each Related Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable Law. In the event applicable Law provides for an interest ceiling under Section 303 of the Texas Finance Code, that ceiling shall be the weekly ceiling.

Limitation on Interest. Each Bank, each Agent, Borrower, each other Credit Party BOK and any other parties to the Loan Papers Obligated Persons intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, Neither any other Credit Party, Obligated Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent BOK expressly disavow disavows any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If If: (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank BOK or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s or such holderBOK’s option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Rate, Administrative Agent, Banks, Borrower and the other Credit Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful Rate.

Limitation on Interest. Each Bank, each Agent, Borrower, each other Credit Party and any other parties Notwithstanding anything to the Loan Papers intend contrary contained or referred to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that this Guaranty, none of the terms and provisions contained in of this Guaranty, the Credit Agreement, the Notes or any other Loan Papers Document shall ever be construed to create a contract or obligation to pay, for the use, forbearance or detention of money, pay interest at a rate in excess of the Maximum Lawful Rate. None of Borrower, and neither the Administrative Agent nor any Lender shall ever charge, receive, take, collect, reserve, or apply, as interest on the Obligations or the Guaranteed Obligations, any other Credit Party, nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate and the provisions of this Section 14.6 shall control over all other provisions of the Loan Papers which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rate, or (c) any Bank or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Rate. The parties hereto agree that any interest, then charge, fee, expense or other indebtedness, liability, or obligation provided for in this Guaranty, the Credit Agreement, the Notes, or any other Loan Document which constitutes interest under applicable law shall be, ipso facto and under any and all circumstances, limited or reduced to an amount equal to the lesser of (a) the amount of such sums determined interest, charge, fee, expense or other indebtedness, liability, or obligation that would be payable in the absence of this Paragraph 27 or (b) an amount, which when added to constitute all other interest payable under this Guaranty, the Credit Agreement, the Notes, and any other Loan Document, equals the Maximum Rate. If, notwithstanding the foregoing, the Administrative Agent or any Lender ever contracts for, charges, receives, takes, collects, reserves, or applies as interest any amount in excess of the Maximum Lawful Rate shallRate, without penalty, such amount which would be promptly applied to reduce the then outstanding deemed excessive interest shall be deemed a partial payment or prepayment of principal of the related Obligations orand the Guaranteed Obligations and treated hereunder as such, at and if the Obligations and the Guaranteed Obligations, or applicable portions thereof, are paid in full, any Bank’s or such holder’s option, remaining excess shall promptly returned be paid to Borrower or the such other payor thereof upon such determinationPerson (as appropriate). In determining whether or not the interest paid or payable, under any specific circumstancecontingency, exceeds the Maximum Lawful Rate, each Guarantor, Borrower, the Administrative Agent, Banks, Borrower Agent and the other Credit Parties (and any other payors or payees thereof) shall Lenders shall, to the greatest maximum extent permitted under by applicable Lawlaw, (i) characterize any non-principal nonprincipal payment as an expense, fee fee, or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the entire contemplated term of the instrument evidencing Obligations and the Guaranteed Obligations, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate Guaranteed Obligations; provided that, if the unpaid principal balance is paid and performed in order full prior to lawfully charge the end of the full contemplated term thereof, and if the interest received for the actual period of existence thereof exceeds the Maximum Lawful Rate, the Administrative Agent and/or the Lenders, as appropriate, shall refund to Borrower or such other Person (as appropriate) the amount of such excess and, in such event, the Administrative Agent and the Lenders shall not be subject to any penalties provided by any laws for contracting for, charging, receiving, taking, collecting, servicing, or applying interest in excess of the Maximum Rate.

Limitation on Interest. Each BankThe Borrowers, each Agent, Borrower, each other Credit Party and any other parties to the Loan Papers Parties, the Administrative Agent and the Lenders intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, provide for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, Neither any other Credit Party, Loan Party nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and The Administrative Agent and the Lenders expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any may other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Banksuch Lender’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable law, Lenders, the Administrative Agent, Banks, Borrower Agent and the other Credit Loan Parties (and any other payors or payees payers thereof) shall to the greatest extent permitted under applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable law. To the extent that the interest rate laws of the State of Texas are applicable to this Agreement, any Note or any other Loan Document, the applicable interest rate ceiling is the indicated (weekly) ceiling determined in accordance with Chapter 303 of the Texas Finance Code, as amended, and, to the extent that any Obligation under this Agreement, any Note or any other Loan Document is deemed an open end account as such term is defined in Chapter 302 of the Texas Finance Code, as amended, Administrative Agent retains the right to modify the interest rate in accordance with applicable law.

Limitation on Interest. Each BankLender Parties, each Agent, Borrower, each other Credit Party Restricted Persons ---------------------- and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be contracted for, charged, or received by applicable Law from time to time in effect. None of Borrower, Neither any other Credit Party, Restricted Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully contracted for, charged, or received under applicable Law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender Parties expressly disavow any intention to charge contract for, charge, or collect receive excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be contracted for, charged or received by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s such Lender's or such holder’s 's option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, Banks, Borrower Lender Parties and the other Credit Parties Restricted Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) ii exclude voluntary prepayments and the effects thereof, and (iii) ii amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable Law. In the event applicable Law provides for an interest ceiling under Chapter 303 of the Texas Finance Code (the "Texas Finance Code") as amended, to the extent that the Texas Finance Code is mandatorily applicable to any Lender, for that day, the ceiling shall be the "weekly ceiling" as defined in the Texas Finance Code, provided that if any applicable Law permits greater interest, the Law permitting the greatest interest shall apply. In no event shall Chapter 346 of the Texas Finance Code apply to this Agreement or any other Loan Document, or any transactions or loan arrangement provided or contemplated hereby or thereby.

Limitation on Interest. Each Bank, each Agent, Borrower, provision in this Agreement and each other Credit Party and any other parties Loan Document is expressly limited so that in no event whatsoever shall the amount paid, or otherwise agreed to be paid, by the Loan Papers intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers shall ever be construed to create a contract to pay, Borrower for the use, forbearance or detention of money, interest in excess the proceeds of the Maximum Loans under this Agreement or any other Loan Document or otherwise (including any sums paid as required by any covenant or obligation contained herein or in any other Loan Document which are for the use, forbearance or detention of such money), exceed that amount of money which would cause the effective rate of interest to exceed the highest lawful rate permitted by applicable law (the "Highest Lawful Rate"), and all amounts owed under this Agreement and each other Loan Document shall be held to be subject to reduction to the effect that such amounts so paid or agreed to be paid which are for the use, forbearance or detention of money under this Agreement or such Loan Document shall in no event exceed that amount of money which would cause the effective rate of interest to exceed the Highest Lawful Rate. None of Borrower, Notwithstanding any provision in this Agreement or any other Credit PartyLoan Document to the contrary, nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate and the provisions of this Section 14.6 shall control over all other provisions of the Loan Papers which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event if the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is Loans or the Notes are accelerated for any reason, (b) or in the event of any Obligation prepayment of all or any portion of the Loan or the Notes by the Borrower or in any other event, earned interest on the Loans or the Notes may never exceed the Highest Lawful Rate, and any unearned interest otherwise payable under the Notes that is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Highest Lawful RateRate shall be canceled automatically as of the date of such acceleration or prepayment or other such event and, or (c) any Bank or any other if theretofore paid, shall, at the option of the holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Rate, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate shall, without penaltyNotes, be promptly applied either refunded to reduce the then outstanding Borrower or credited to the principal of the related Obligations or, at any Bank’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determinationNotes. In determining whether or not the interest paid or payable, under any specific circumstancecontingency, exceeds the Maximum Highest Lawful Rate, Administrative Agent, Banks, the Borrower and the other Credit Parties (and any other payors or payees thereof) shall Lenders shall, to the greatest maximum extent permitted under applicable by Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocateallocate and spread, and spread in equal parts during the total amount period of interest throughout the entire contemplated actual term of the instrument evidencing the Obligations this Agreement, all interest at any time contracted for, charged, received or reserved in accordance connection with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful Ratethis Agreement.

Limitation on Interest. Each Bank, each Agent, Borrower, provision in this Agreement and each other Credit Party and any other parties Loan Document is expressly limited so that in no event whatsoever shall the amount paid, or otherwise agreed to be paid, by the Loan Papers intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers shall ever be construed to create a contract to pay, Borrower for the use, forbearance or detention of the money to be loaned under this Agreement or any other Loan Document or otherwise (including any sums paid as required by any covenant or obligation contained herein or in any other Loan Document which is for the use, forbearance or detention of such money), exceed that amount of money which would cause the effective rate of interest to exceed the Highest Lawful Rate, and all amounts owed under this Agreement and each other Loan Document shall be held to be subject to reduction to the effect that such amounts so paid or agreed to be paid which are for the use, forbearance or detention of money under this Agreement or such Loan Document shall in excess no event exceed that amount of money which would cause the Maximum effective rate of interest to exceed the Highest Lawful Rate. None To the extent that the Highest Lawful Rate applicable to a Bank is at any time determined by Texas law, such rate shall be the "indicated rate ceiling" described in Section (a)(1) of BorrowerArticle 1.04 of Chapter 1, Subtitle 1, Title 79, of the Revised Civil Statutes of Texas, 1925, as amended; PROVIDED, to the extent permitted by such Article, the Banks from time to time by notice from the Agent to Borrower may revise the aforesaid election of such interest rate ceiling as such ceiling affects the then-current or future balances of the Loans outstanding under the Notes. Notwithstanding any provision in this Agreement or any other Credit PartyLoan Document to the contrary, nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate and the provisions of this Section 14.6 shall control over all other provisions of the Loan Papers which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event if the maturity of any Obligation is accelerated. If (a) the maturity Notes or the obligations in respect of any Obligation is the other Loan Documents are accelerated for any reason, (b) or in the event of prepayment of all or any Obligation portion of the Notes or the obligations in respect of the other Loan Documents by the Borrower or in any other event, earned interest on the Loans and such other obligations of the Borrower may never exceed the maximum amount permitted by applicable law, and any unearned interest otherwise payable under the Notes or the obligations in respect of the other Loan Documents that is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rate, or (c) any Bank or any other holder of any or all maximum amount permitted by applicable law shall be cancelled automatically as of the Obligations date of such acceleration or prepayment or other such event and, if theretofore paid, shall otherwise collect moneys which are determined to constitute interest which would otherwise increase be credited on the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Rate, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations Notes or, at if the principal of the Notes has been paid in full, held as collateral for any Bank’s contingent or such holder’s optionunmatured obligation of the Borrower, promptly returned or, if there are no contingent or unmatured obligations of the Borrower then outstanding, refunded to Borrower or the other payor thereof upon such determinationBorrower. In determining whether or not the interest paid or payable, under any specific circumstancecontingency, exceeds the Maximum Highest Lawful Rate, Administrative Agent, Banks, the Borrower and the other Credit Parties (and any other payors or payees thereof) shall Banks shall, to the greatest maximum extent permitted under by applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocateallocate and spread, and spread in equal parts during the total amount period of interest throughout the entire contemplated actual term of the instrument evidencing the Obligations this Agreement, all interest at any time contracted for, charged, received or reserved in accordance connection with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful Ratethis Agreement.

Limitation on Interest. Each BankLender, each Agent, Borrower, each other Credit Party Related Person and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable Law from time to time in effect. None of Borrower, any other Credit Party, Neither each Related Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable Law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender expressly disavow disavows any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s Lender's or such holder’s 's option, promptly returned to Borrower each Related Person or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, Banks, Borrower Lender and the other Credit Parties each Related Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable Law. In the event applicable Law provides for an interest ceiling under Section 303 of the Texas Finance Code, that ceiling shall be the weekly ceiling.

Limitation on Interest. Each BankNotwithstanding anything in this Agreement or the other Loan Documents to the contrary, each all agreements between or among the Borrower, the Lenders and the Agent, Borrowerwhether now existing or hereafter arising and whether written or oral, each other Credit Party and are hereby limited so that in no contingency, whether by reason of acceleration of the maturity of any other parties of the Obligations or otherwise, shall the interest contracted for, charged or received by the Lenders exceed the maximum amount permissible under applicable law. If, from any circumstance whatsoever, interest would otherwise be payable to the Loan Papers intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest Lenders in excess of the Maximum Lawful Rate. None of Borrowermaximum lawful amount, the interest payable to the Lenders shall be reduced to the maximum amount permitted under applicable law; and if from any other Credit Party, nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation circumstance the Lenders shall ever be liable for unearned receive anything of value deemed interest thereon or shall ever be required to pay interest thereon by applicable law in excess of the Maximum Lawful Rate maximum lawful amount, an amount equal to any excessive interest shall be applied to the reduction of the principal balance of the Obligations and to the payment of interest or, if such excessive interest exceeds the unpaid balance of principal of the Obligations, such excess shall be refunded to the Borrower. All interest paid or agreed to be paid to the Lenders shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full period until payment in full of the principal of the Obligations (including the period of any renewal or extension thereof) so that the interest thereon for such full period shall not exceed the maximum amount permitted by applicable law. This Section shall control all agreements between or among the Borrower, the Lenders and the provisions Agent. The parties hereto hereby agree and stipulate that the only charge imposed upon the Borrower for the use of money in connection with this Section 14.6 Agreement is and shall control over be the interest specifically described in §2.7. Notwithstanding the foregoing, the parties hereto further agree and stipulate that all other provisions agency fees, syndication fees, arrangement fees, amendment fees, extension fees, up front fees, commitment fees, facility fees, closing fees, letter of credit fees, underwriting fees, prepayment fees, default charges, late charges, funding or “breakage” charges, increased cost charges, attorneys’ fees and reimbursement for costs and expenses paid by the Loan Papers which may be in conflict Agent or apparent conflict herewith. Each Bank and Administrative any Lender to third parties or for damages incurred by the Agent expressly disavow or any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reasonLender, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rate, or (c) any Bank or any other holder of similar amounts are charges made to compensate the Agent or any such Lender for underwriting or all of administrative services and costs or losses performed or incurred, and to be performed or incurred, by the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Rate, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Rate, Administrative Agent, Banks, Borrower Agent and the Lenders in connection with this Agreement and shall under no circumstances be deemed to be charges for the use of money. All charges other Credit Parties (than charges for the use of money shall be fully earned and any other payors nonrefundable when due. This Section shall control all agreements between or payees thereof) shall to among the greatest extent permitted under applicable LawBorrowers, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments the Lenders and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful Rate.Agent

Limitation on Interest. Each BankThe Lenders, each Agent, Borrower, each other Credit Party the Loan Parties and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by Applicable Law from time to time in effect. None of Borrower, any other Credit Party, No Loan Party nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under Applicable Law from time to time in effect, and the provisions of this Section 14.6 shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent The Lenders expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by Applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Banksuch Lender’s or such holder’s option, promptly returned to Borrower Borrowers or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstancecircumstances, exceeds the Maximum Lawful Ratemaximum amount permitted under Applicable Law, Administrative Agent, Banks, Borrower the Lenders and the other Credit Loan Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under Applicable Law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under Applicable Law. In the event Applicable Law provides for an interest ceiling under Chapter 303 of the Texas Finance Code, that ceiling shall be the weekly ceiling and shall be used when appropriate in determining the maximum amount of interest permitted to be charged.

Limitation on Interest. Each BankAny provision to the contrary contained in this Participation Agreement or in any of the other Operative Documents notwithstanding, each Agent, Borrower, each other Credit Party it is expressly provided that in no case or event shall the aggregate of (i) all interest payable by the Lessee or the Lessor and (ii) the aggregate of any other parties amounts accrued or paid pursuant to this Participation Agreement or any of the Loan Papers intend other Operative Documents, which under applicable laws are or may be deemed to constitute interest, ever exceed the maximum rate of interest which could lawfully be contracted for, charged or received. In this connection, it is expressly stipulated and agreed that it is the intent of the Lessee, the Lessor and the Lender to contract in strict compliance with the applicable usury Law laws of the Statx xx Xxxxx xxx xx xxx Xxxxxx Xxxxxx (xxichever permit the higher rate of interest) from time to time in effect. In furtherance thereof such Persons stipulate and agree that thereof, none of the terms and provisions contained in of this Participation Agreement or any of the Loan Papers other Operative Documents shall ever be construed to create a contract to pay, as consideration for the use, forbearance or detention of money, interest at a rate in excess of the Maximum Lawful Ratemaximum contract interest rate permitted to be contracted for, charged or received by the applicable laws of the United States or the State of Texas (whichever permit the higher rate of interest). None of BorrowerThe Lessee, any the Lessor and the other Credit Party, nor any present parties now or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation indebtedness under this Participation Agreement or any other Operative Documents shall ever never be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate and the provisions of this Section 14.6 shall control over all other provisions of the Loan Papers which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rate, or (c) any Bank or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Rate, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate shall, without penalty, maximum rate that may be promptly applied to reduce lawfully contracted for or charged under the then outstanding principal laws of the related Obligations or, at any Bank’s or such holder’s option, promptly returned to Borrower or Statx xx Xxxxx xxx xx xxx Xxxxxx Xxxxxx (xxichever permit the other payor thereof upon such determinationhigher rate of interest). In determining whether or not the interest paid or payable, If under any specific circumstance, exceeds circumstances the Maximum Lawful Rate, Administrative Agent, Banks, Borrower and aggregate amounts paid include amounts which by law are deemed interest which would exceed the other Credit Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total maximum amount of interest which could lawfully have been contracted for, charged or received, the parties stipulate that such amounts will be deemed to have been paid as a result of an error on the part of the parties, and the party receiving such excess payment shall promptly, upon discovery of such error or upon notice thereof from the party making such payment, refund the amount of such excess or at the Lender's option, credit such excess against any unpaid principal balance owing. To the maximum extent permitted by applicable law, all amounts contracted for, charged or received for the use, forbearance, or detention of money shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the entire contemplated full term of the instrument evidencing Loan. The provisions of this Section 8.12 shall control all of the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful RateOperative Documents.

Limitation on Interest. Each BankLender Parties, each Agent, Borrower, each other Credit Party Restricted Persons and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable Law from time to time in effect. None of Borrower, Neither any other Credit Party, Restricted Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully contracted for, charged, or received under applicable Law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender Parties expressly disavow any intention to charge contract for, charge, or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s such Lender's or such holder’s 's option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, Banks, Borrower Lender Parties and the other Credit Parties Restricted Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Law in order to lawfully charge contract for, charge, or receive the Maximum Lawful Ratemaximum amount of interest permitted under applicable Law. In the event applicable Law provides for an interest ceiling under Chapter 303 of the Texas Finance Code as amended, for that day, the ceiling shall be the "weekly ceiling" as defined in the Texas Finance Code, provided that if any applicable Law permits greater interest, the Law permitting the greatest interest shall apply. As used in this section the term "applicable Law" means the Laws of the State of Texas or the Laws of the United States of America, whichever Laws allow the greater interest, as such Laws now exist or may be changed or amended or come into effect in the future.

Limitation on Interest. Each BankPurchaser, each Agent, Borrower, each other Credit Party the Company and any other parties to the Loan Papers Closing Documents intend to contract in strict compliance with applicable usury Law laws from time to time in effect. In furtherance thereof such Persons persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Closing Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, any other Credit Party, Neither the Company nor any present or future guarantors, endorsers, or other Persons persons hereafter becoming liable for payment of any Obligation obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Closing Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Purchaser expressly disavow disavows any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation obligation is accelerated. If (a) the maturity of any Obligation obligation is accelerated for any reason, (b) any Obligation obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Purchaser or any other holder of any or all of the Obligations obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations obligations or, at any Bank’s Purchaser's or such holder’s 's option, promptly returned to Borrower the Company or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable law, Administrative Agent, Banks, Borrower Purchaser and the other Credit Parties Company (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable law. In the event applicable law provides for an interest ceiling for that day, the ceiling imposed for the shortest period allowed.

Limitation on Interest. Each Bank, each Agent, Parent, each Borrower, each other Credit Party and any other parties to the Loan Papers intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Rate. None of Parent, any Borrower, any other Credit Party, Party nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate and the provisions of this Section 14.6 15.6 shall control over all other provisions of the Loan Papers which may be in conflict or apparent conflict herewith. Each Bank and Administrative each Agent expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rate, or (c) any Bank or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Rate, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s 's or such holder’s 's option, promptly returned to Borrower Borrowers or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Rate, Administrative AgentAgents, Banks, Borrower Parent, each Borrower, and the other Credit Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, : (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful Rate. To the extent that Chapter 303 of the Texas Finance Code (or Article 5069-1D.003, VATS) is relevant for the purpose of determining the Maximum Lawful Rate, each Bank elects to determine the applicable rate ceiling under such Chapter 303 by the indicated weekly rate ceiling from time to time in effect.

Limitation on Interest. Each BankLender Parties, each Agent, Borrower, each other Credit Party Restricted Persons and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable Law from time to time in effect. None of Borrower, Neither any other Credit Party, Restricted Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable Law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender Parties expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Banksuch Lender’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, Banks, Borrower Lender Parties and the other Credit Parties Restricted Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable Law.

Limitation on Interest. Each BankIt is expressly stipulated and agreed to be the intent of Borrower and Lenders at all times to comply with the applicable law governing the maximum rate or amount of interest payable on or in connection with the Notes, each Agentthe Credit Facilities and the Letters of Credit. If the applicable law is ever judicially interpreted so as to render usurious any amount called for under the Notes or under any of the other Loan Documents, or contracted for, charged, taken, reserved or received with respect to any of the Notes or the Letters of Credit, or if acceleration of the maturity of the Notes, any prepayment by Borrower, each other Credit Party and or any other parties circumstance whatsoever, results in any Lender having been paid any interest in excess of that permitted by applicable law, then it is the express intent of Borrower and Lenders that all excess amounts theretofore collected by Lenders be credited on the principal balance of the Notes (or, if the Notes have been or would thereby be paid in full, refunded to Borrower), and the provisions of the Notes and the other applicable Loan Papers Documents immediately be deemed reformed and the amounts thereafter collectible hereunder and thereunder reduced, without the necessity of the execution of any new document, so as to comply with the applicable law, but so as to permit the recovery of the fullest amount otherwise called for hereunder and thereunder. The right to accelerate the maturity of the Notes does not include the right to accelerate any interest which has not otherwise accrued on the date of such acceleration, and Lenders do not intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained collect any unearned interest in the Loan Papers shall ever event of acceleration. All sums paid or agreed to be construed paid to create a contract to pay, Lenders for the use, forbearance or detention of moneythe indebtedness evidenced hereby or by the Notes shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full so that the rate or amount of interest in excess on account of the Maximum Lawful Rate. None of Borrower, any other Credit Party, nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of such indebtedness does not exceed the Maximum Lawful Rate and or maximum amount of interest permitted under applicable law. The term "applicable law" as used herein shall mean the laws of the State of Texas, or DIDMCA or any other applicable United States federal law to the extent that it permits Lenders to contract for, charge, take, reserve or receive a greater amount of interest than under Texas law. The provisions of this Section 14.6 11.8 shall control over all other provisions of the Loan Papers which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rate, or (c) any Bank or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Rate, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Rate, Administrative Agent, Banks, agreements between Borrower and the other Credit Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful RateLenders.

Limitation on Interest. Each Bank, each Agent, BorrowerLenders, each other Credit Party the Related Persons and any the other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, Neither any other Credit Party, Related Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank Agent and Administrative Agent Lenders expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) Agent or any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s Agent's or such Lender's or holder’s 's option, promptly returned to Borrower Borrowers or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable law, Administrative Agent, Banks, Borrower Lenders and the other Credit Parties Related Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable law. In the event applicable law provides for an interest ceiling under Chapter 303 of the Texas Finance Code (the "Texas Finance Code") and Chapter 1D of Title 79, Tex. Rev. Civ.

Limitation on Interest. Each Bank, each Agent, The Borrower, each other Credit Party the Administrative Agent and any other parties to the Loan Papers Lenders intend to contract in strict compliance with applicable usury Law laws from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, any other Credit Party, Neither the Borrower nor any present or future guarantorsGuarantors, endorsers, endorsers or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully contracted for, charged or received under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers which Documents that may be in conflict or apparent conflict herewith. Each Bank and The Administrative Agent and the Lenders expressly disavow any intention to contract for, charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank the Administrative Agent or any other holder of any or all of the Obligations a Lender shall otherwise collect moneys which that are determined to constitute interest which that would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s the option of the Administrative Agent or such holder’s optionLender, as applicable, promptly returned to the Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable law, the Administrative Agent, Banks, Borrower Agent and the other Credit Parties (Lenders and any other payors or payees thereof) the Borrower shall to the greatest extent permitted under applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, allocate and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable law in order to lawfully charge contract for, charge, or receive the Maximum Lawful Ratemaximum amount of interest permitted under applicable law. In the event applicable law provides for an interest ceiling under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”), as amended, for that day, the ceiling shall be the “weekly ceiling” as defined in the Texas Finance Code, provided that if any applicable law permits greater interest, the law permitting the greatest interest shall apply. As used in this section the term “applicable law” means the laws of the State of Texas or the laws of the United States, whichever allow the greater interest, as such laws now exist or may be changed or amended or come into effect in the future.

Limitation on Interest. Each BankLender Parties, each Agent, Borrower, each other Credit Party Borrower and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable Law from time to time in effect. None of Borrower, any other Credit Party, Neither Borrower nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable Law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender Parties expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s such Lender's or such holder’s 's option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, Banks, Borrower Lender Parties and the other Credit Parties Restricted Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable Law.

Limitation on Interest. Each Bank, each Agent, Borrower, each other Credit Party Lenders and any other parties to the Loan Papers Borrower intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, any other Credit Party, Neither Borrower nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lenders expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If If: (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s or such holder’s Lenders' option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Rate, Administrative Agent, Banks, Borrower and the other Credit Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful Rate.

Limitation on Interest. Each BankNo provision of this Agreement, each Agentthe Note, Borrowerany of the other Loan Documents, each other Credit Party and or any other parties instrument evidencing or securing the Note, or otherwise relating to the Loan Papers intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none indebtedness evidenced by the Note, shall require the payment or permit the collection, application or receipt of the terms and provisions contained in the Loan Papers shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum rate permitted by applicable state or federal law. None If any excess of Borrowerinterest in such respect is herein or in any such other instrument provided for, or shall be adjudicated to be so provided for herein or in any other Credit Partysuch instrument, the provisions of this paragraph shall govern, and neither Borrower nor any present endorsers of the Note nor their respective heirs, personal representatives, successors or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation assigns shall ever be liable for unearned interest thereon or shall ever be required obligated to pay the amount of such interest thereon to the extent it is in excess of the Maximum Lawful Rate amount permitted by applicable law. It is expressly stipulated and agreed to be the intent of Borrower and Bank at all times to comply with the usury and other laws relating to the Note and the other Loan Documents and any subsequent revisions, repeals or judicial interpretations thereof, to the extent applicable to the Note or the other Loan Documents. In the event Bank ever receives, collects or applies as interest any such excess, such amount which would be excessive interest shall be applied to the reduction of the unpaid principal balance of the Note, and, if upon such application the principal balance of the Note is paid in full, any remaining excess shall be paid forthwith to Borrower and the provisions of this Section 14.6 the Note, the other Loan Documents and any demand or other charging document shall control over all other provisions immediately be deemed reformed and the amounts thereafter collectible thereunder reduced, without the necessity of execution of any new document, so as to comply with the then applicable law, but so as otherwise to permit the recovery of the Loan Papers which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated fullest amount called for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rate, or (c) any Bank or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Rate, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determinationthereunder. In determining whether or not the interest paid or payable, payable under any specific circumstance, contingency exceeds the Maximum Lawful Rate, Administrative Agent, Banksmaximum rate of interest allowed to be charged by applicable law, Borrower and the other Credit Parties (and any other payors or payees thereof) shall Bank shall, to the greatest maximum extent permitted under applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, allocate and spread the total amount of interest throughout the entire contemplated term of the instrument evidencing respective Note so that the Obligations amount or rate of interest charged for any and all periods of time during the term of the Note is to the greatest extent possible less than the maximum amount or rate of interest allowed to be charged by law during the relevant period of time. Notwithstanding any of the foregoing, if at any time applicable laws shall be changed so as to permit a higher rate or amount of interest to be charged than that permitted prior to such change, then unless prohibited by law, references in accordance with the amounts outstanding from time Note to time thereunder and "applicable law" for purposes of determining the Maximum Lawful Rate in order maximum interest or rate of interest that can be charged shall be deemed to lawfully charge refer to such applicable law as so amended to allow the Maximum Lawful Rategreater amount or rate of interest.

Limitation on Interest. Each BankBank Parties, each Agent, Borrower, each other Credit Party the Related Persons and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, Neither any other Credit Party, Related Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each The Bank and Administrative Agent Parties expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Party or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s such Bank Party's or such holder’s 's option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable law, Administrative Agent, Banks, Borrower the Bank Parties and the other Credit Parties Related Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable law. As used in this section the term "applicable Law" means the Laws of the State of Texas or the Laws of the United States of America, whichever Laws allow the greater interest, as such Laws now exist or may be changed or amended or come into effect in the future.

Limitation on Interest. Each Bank, each Agent, Borrower, provision in this Agreement and each other Credit Party and any other parties Loan Document is expressly limited so that in no event whatsoever shall the amount paid, or otherwise agreed to the Loan Papers intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers shall ever be construed to create paid, by a contract to pay, Borrower for the use, forbearance or detention of the money to be loaned under this Agreement or any other Loan Document or otherwise (including any sums paid as required by any covenant or obligation contained herein or in any other Loan Document which is for the use, forbearance or detention of such money), exceed that amount of money which would cause the effective rate of interest to exceed the Highest Lawful Rate, and all amounts owed under this Agreement and each other Loan Document shall be held to be subject to reduction to the effect that such amounts so paid or agreed to be paid which are for the use, forbearance or detention of money under this Agreement or such Loan Document shall in excess no event exceed that amount of money which would cause the Maximum effective rate of interest to exceed the Highest Lawful Rate. None To the extent that the Highest Lawful Rate applicable to a Bank is at any time determined by Texas law, such rate shall be the "indicated rate ceiling" described in Section (a)(1) of BorrowerArticle 1.04 of Chapter 1, Subtitle 1, Title 79, of the Revised Civil Statutes of Texas, 1925, as amended; provided, to the extent permitted by such Article, the Banks from time to time by notice from the Administrative Agent to the Borrowers may revise the aforesaid election of such interest rate ceiling as such ceiling affects the then-current or future balances of the Loans outstanding under the Notes. Notwithstanding any provision in this Agreement or any other Credit PartyLoan Document to the contrary, nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate and the provisions of this Section 14.6 shall control over all other provisions of the Loan Papers which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event if the maturity of any Obligation is accelerated. If (a) the maturity Notes or the obligations in respect of any Obligation is the other Loan Documents are accelerated for any reason, (b) or in the event of prepayment of all or any Obligation portion of the Notes or the obligations in respect of the other Loan Documents by a Borrower or in any other event, earned interest on the Loans and such other obligations of such Borrower may never exceed the maximum amount permitted by applicable law, and any unearned interest otherwise payable under the Notes or the obligations in respect of the other Loan Documents that is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rate, or (c) any Bank or any other holder of any or all maximum amount permitted by applicable law shall be canceled automatically as of the Obligations date of such acceleration or prepayment or other such event and, if theretofore paid, shall otherwise collect moneys which are determined to constitute interest which would otherwise increase be credited on the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Rate, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations relevant Notes or, at any Bank’s or such holder’s option, promptly returned to Borrower or if the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Rate, Administrative Agent, Banks, Borrower and the other Credit Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument evidencing the Obligations relevant Notes has been paid in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful Rate.full, held as collateral for any contingent or unmatured obligation

Limitation on Interest. Each Bank, each Agent, Borrower, each other Credit Party and any other It is the intent of the parties hereto to the Loan Papers intend to contract in strict compliance comply strictly with applicable usury Law from time to time in effect. In furtherance thereof such Persons laws, and the parties hereto stipulate and agree that none of the terms and provisions contained in this Indenture, the Loan Papers Notes or any Security Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None If any excess of Borrowerinterest in such respect is hereby provided for or shall be adjudicated to be so provided, in this Indenture, in any other Credit PartyNote or otherwise in connection with the Security Documents, the provisions of this Section 13.5 shall govern and prevail, and neither the Issuer nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation the Notes shall ever be liable for unearned interest thereon or shall ever be required obligated to pay interest thereon in the excess amount of such interest. Each of the Maximum Lawful Rate Trustee and the provisions of this Section 14.6 shall control over all other provisions Owners of the Loan Papers which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Notes expressly disavow disavows any intention to charge charge, collect or collect contract for excessive unearned interest or finance charges in the event the maturity of any Obligation is acceleratedcharges. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rate, or (c) any Bank Trustee or any other holder of any Owner shall receive, collect or all of the Obligations shall otherwise collect moneys apply monies which are determined deemed to constitute interest which would otherwise increase the interest on any or all of the Obligations such Note to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined deemed to constitute interest in excess of the Maximum Lawful Rate shall, without penalty, such legal limit shall be promptly applied to reduce the principal balance thereof then outstanding principal of the related Obligations or, at any Bank’s or such holder’s option, promptly immediately returned to Borrower the Issuer or the other payor thereof upon such determination. In determining whether or not the interest All sums paid or payable, under any specific circumstance, exceeds the Maximum Lawful Rate, Administrative Agent, Banks, Borrower and the other Credit Parties (and any other payors or payees thereof) shall agreed to be paid to the greatest Trustee or any Owner for the use, forbearance or detention of sums due hereunder shall, to the extent permitted under by law applicable Lawto such party, be amortized, prorated, allocated and spread throughout the full term of the indebtedness evidenced by the Notes until payment in full so that the rate or amount of interest on account of any indebtedness hereunder does not exceed the maximum amount allowed by such applicable law. If at any time and from time to time (i) characterize the amount of interest payable to any non-principal payment as an expense, fee or premium rather than as interest, holder of a Note on any date shall be pursuant to this Section 13.5 be limited and (ii) exclude voluntary prepayments and in respect of any subsequent interest computation period the effects thereofamount of interest otherwise payable to such holder would be less than the amount of interest payable to such holder computed at the maximum lawful rate applicable to such holder, and (iii) amortize, prorate, allocate, and spread then the amount of interest payable to such holder in respect to such subsequent interest computation period shall continue to be computed at the maximum lawful rate applicable to such holder until the total amount of interest throughout payable to such holder shall equal the entire contemplated total amount of interest which would have been payable to such holder if the total amount of interest had been computed without giving effect to this Section 13.5. As used in this section the term "applicable law" means the laws of the instrument evidencing State of New York or the Obligations laws of the United States of America, whichever laws allow the greater rate of interest, as such laws now exist or may be changed or amended or come into effect in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful Ratefuture.

Limitation on Interest. Each Bank, each Agent, Borrower, each other Credit Party Lender and any other parties to the Loan Papers Obligated Persons intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, Neither any other Credit Party, Obligated Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender expressly disavow disavows any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations obligations or, at any Bank’s or such holder’s Lender's option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Rate, Administrative Agent, Banks, Borrower and the other Credit Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful Rate.

Limitation on Interest. Each BankThe Purchaser, each Agent, Borrower, each other Credit Party the Issuer and any other parties to the Loan Papers any Transaction Documents intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons thereof, the parties stipulate and agree that none of the terms and provisions contained in the Loan Papers Transaction Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, any other Credit Party, Neither the Issuer nor any present or future guarantors, endorsers, endorsers or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Transaction Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent The Purchaser expressly disavow disavows any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank the Purchaser or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s the Purchaser's or such holder’s 's option, promptly returned to Borrower the Issuer or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, payable under any specific circumstance, circumstance exceeds the Maximum Lawful Ratemaximum amount permitted under applicable law, Administrative Agent, Banks, Borrower the Purchaser and the other Credit Parties Issuer (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Lawlaw, (ix) characterize any non-non- principal payment as an expense, fee or premium rather than as interest, (iiy) exclude voluntary prepayments and the effects thereof, and (iiiz) amortize, prorate, allocate, allocate and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable law.

Limitation on Interest. Each BankLender Parties, each Agent, Borrower, each other Credit Party Restricted Persons and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable Law from time to time in effect. None of Borrower, Neither any other Credit Party, Restricted Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable Law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender Parties expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Banksuch Lender’s or such holder’s option, promptly returned to US Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, Banks, Borrower Lender Parties and the other Credit Parties Restricted Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable Law. In the event applicable Law provides for an interest ceiling under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”) as amended, for that day, the ceiling shall be the “weekly ceiling” as defined in the Texas Finance Code; provided that if any applicable Law permits greater interest, the Law permitting the greatest interest shall apply. As used in this section the term “applicable Law” means the Laws of the State of Texas or the Laws of the United States of America, whichever Laws allow the greater interest, as such Laws now exist or may be changed or amended or come into effect in the future.

Limitation on Interest. Each BankThe Lenders, each Agent, Borrower, each other Credit Party the Loan Parties and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, any other Credit Party, No Loan Party nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable law from time to time in effect, and the provisions of this Section 14.6 shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent The Lenders expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to 77 constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Banksuch Lender’s or such holder’s option, promptly returned to the Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstancecircumstances, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable law, Administrative Agent, Banks, Borrower the Lenders and the other Credit Loan Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable law. In the event applicable law provides for an interest ceiling under Chapter 303 of the Texas Finance Code, that ceiling shall be the weekly ceiling and shall be used when appropriate in determining the maximum amount of interest permitted to be charged.

Limitation on Interest. Each Bank, each Agent, Borrower, each other Credit Party WFBW and any other parties to the Loan Papers Obligated Persons intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, Neither any other Credit Party, Obligated Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent WFBW expressly disavow disavows any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If If: (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank WFBW or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s or such holder’s WFBW's option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Rate, Administrative Agent, Banks, Borrower and the other Credit Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful Rate.

Limitation on Interest. Each BankThe Lender, each Agent, Borrower, each other Credit Party Restricted Persons and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable Law from time to time in effect. None of Borrower, Neither any other Credit Party, Restricted Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully contracted for, charged, or received under applicable Law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent The Lender expressly disavow disavows any intention to charge contract for, charge, or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank the Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bankthe Lender’s or such holder’s option, promptly returned to Borrower the Borrowers or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, Banks, Borrower the Lender and the other Credit Parties Restricted Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Law in order to lawfully charge contract for, charge, or receive the Maximum Lawful Ratemaximum amount of interest permitted under applicable Law. In the event applicable Law provides for an interest ceiling under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”) as amended, for that day, the ceiling shall be the “weekly ceiling” as defined in the Texas Finance Code, provided that if any applicable Law permits greater interest, the Law permitting the greatest interest shall apply. As used in this section the term “applicable Law” means the Laws of the State of Texas or the Laws of the United States of America, whichever Laws allow the greater interest, as such Laws now exist or may be changed or amended or come into effect in the future.

Limitation on Interest. Each BankLender Parties, each Agent, Borrower, each other Credit Party Restricted Persons and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be contracted for, charged, or received by applicable Law from time to time in effect. None of Borrower, Neither any other Credit Party, Restricted Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully contracted for, charged, or received under applicable Law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender Parties expressly disavow any intention to charge contract for, charge, or collect receive excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be contracted for, charged or received by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s such Lender's or such holder’s 's option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, Banks, Borrower Lender Parties and the other Credit Parties Restricted Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable Law. In the event applicable Law provides for an interest ceiling under Chapter 303 of the Texas Finance Code (the "Texas Finance Code") as amended, to the extent that the Texas Finance Code is mandatorily applicable to any Lender, for that day, the ceiling shall be the "weekly ceiling" as defined in the Texas Finance Code, provided that if any applicable Law permits greater interest, the Law permitting the greatest interest shall apply. In no event shall Chapter 346 of the Texas Finance Code apply to this Agreement or any other Loan Document, or any transactions or loan arrangement provided or contemplated hereby or thereby.

Limitation on Interest. Each BankThe Lenders, each Agent, Borrower, each other Credit Party the Loan Parties and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by Requirements of Law from time to time in effect. None of Borrower, any other Credit Party, No Loan Party nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that [Access MLP Operating Credit Agreement] may be lawfully charged under Requirements of Law from time to time in effect, and the provisions of this Section 14.6 shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent The Lenders expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by Requirements of Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Banksuch Lender’s or such holder’s option, promptly returned to the Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstancecircumstances, exceeds the Maximum Lawful Ratemaximum amount permitted under Requirements of Law, Administrative Agent, Banks, Borrower the Lenders and the other Credit Loan Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Requirements of Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under Requirements of Law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under Requirements of Law.

Limitation on Interest. Each BankThe Lender, each Agent, Borrower, each other Credit Party the Borrower and any other parties to the any Loan Papers Documents intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons thereof, the parties stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, any other Credit Party, Neither the Borrower nor any present or future guarantors, endorsers, endorsers or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent The Lender expressly disavow disavows any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank the Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s the Lender's or such holder’s 's option, promptly returned to the Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, payable under any specific circumstance, circumstance exceeds the Maximum Lawful Ratemaximum amount permitted under applicable law, Administrative Agent, Banks, Borrower the Lender and the other Credit Parties Borrower (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Lawlaw, (ix) characterize any non-principal payment as an expense, fee or premium rather than as interest, (iiy) exclude voluntary prepayments and the effects thereof, and (iiiz) amortize, prorate, allocate, allocate and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable law.

Limitation on Interest. Each BankIt is the intention of the parties ---------------------- hereto and to the Subsidiaries Guarantee to comply with all applicable usury laws, each Agentwhether now existing or hereafter enacted. Accordingly, Borrowernotwithstanding any provision to the contrary in this Loan Agreement, each the Note, the other Credit Party and Loan Documents or any other parties document evidencing, securing, guaranteeing or otherwise pertaining to indebtedness of the Borrower or the Subsidiary Guarantors to the Loan Papers intend to contract Agent or the Lenders, in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none no contingency or event whatsoever, whether by acceleration of the terms and provisions contained in the Loan Papers shall ever be construed to create a contract to pay, for the use, forbearance or detention maturity of money, interest in excess indebtedness of the Maximum Lawful RateBorrower or the Subsidiary Guarantors to the Agent or the Lenders or otherwise, shall the interest contracted for, charged or received by the Agent or the Lenders exceed the maximum amount permissible under applicable law. None of Borrower, If from any other Credit Party, nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment circumstances whatsoever fulfillment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate and the provisions of this Section 14.6 shall control over all Loan Agreement, the Note, the other provisions Loan Documents or of any other document evidencing, securing, guaranteeing or otherwise pertaining to indebtedness of the Loan Papers which may Borrower or the Subsidiary Guarantors to the Agent or the Lender, at the time performance of such provision shall be in conflict due, shall involve transcending the limit of validity prescribed by law, then, ipso facto, the obligation to be fulfilled shall be reduced to the limit of such validity, and if from any such circumstances the Agent or apparent conflict herewith. Each Bank and Administrative Agent expressly disavow any intention to charge or collect excessive unearned the Lenders shall ever receive anything of value as interest or finance charges in deemed interest by applicable law under this Loan Agreement, the event Note, the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rate, or (c) any Bank other Loan Documents or any other holder of any document evidencing, securing, guaranteeing or all otherwise pertaining to indebtedness of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Rate, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s or such holder’s option, promptly returned to Borrower or the Subsidiary Guarantors to the Agent or the Lenders or otherwise an amount that would exceed the highest lawful amount, such amount that would be excessive interest shall be applied to the reduction of the principal amount owing in connection with this Loan Agreement or on account of any other payor thereof upon indebtedness of the Borrower or the Subsidiary Guarantors to the Agent or the Lender, and not to the payment of interest, or if such determinationexcessive interest exceeds the unpaid balance of principal owing in connection with this Loan Agreement and such other indebtedness, such excess shall be refunded to the Borrower or the Subsidiary Guarantors. In determining whether or not the interest paid or payablepayable with respect to indebtedness of the Borrower or the Subsidiary Guarantors to the Agent or the Lender, under any specific circumstancecontingency, exceeds the Maximum Lawful Rate, Administrative Agent, Banks, Borrower and the other Credit Parties (and any other payors or payees thereof) shall to the greatest extent maximum nonusurious rate permitted under applicable Lawlaw, the Borrower or the Subsidiary Guarantors and the Agent or the Lender shall, to the maximum extent permitted by applicable law, (ia) characterize any non-principal payment as an expense, fee or premium rather than as interest, (iib) exclude voluntary prepayments and the effects thereof, and (iiic) amortize, prorate, allocate, allocate and spread the total amount of interest throughout the entire contemplated full term of such indebtedness so that the instrument evidencing actual rate of interest on account of such indebtedness does not exceed the Obligations in accordance with maximum amount permitted by applicable law, and/or (d) allocate interest between portions of such indebtedness, to the amounts outstanding from time to time thereunder end that no such portion shall bear interest at a rate greater than that permitted by law. The terms and provisions of this paragraph shall control and supersede every other conflicting provision of this Loan Agreement, the Note and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful Rateother Loan Documents.

Limitation on Interest. Each BankAgent, Lenders, each Agent, Borrower, each other Credit Party Related Person ---------------------- and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, any other Credit Party, Neither each Related Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank Agent and Administrative Agent Lenders expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) Agent or any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s Agent's or such Lender's or such holder’s 's option, promptly returned to Borrower each Related Person or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable law, Administrative Agent, Banks, Borrower Lenders and the other Credit Parties each Related Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable law. In the event applicable law provides for an interest ceiling under Texas Revised Civil Statutes Annotated article 5069-1.04, that ceiling shall be the indicated rate ceiling.

Limitation on Interest. Each BankLender Parties, each Agent, Borrower, each other Credit Party Restricted Persons ---------------------- and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable Law from time to time in effect. None of Borrower, Neither any other Credit Party, Restricted Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully contracted for, charged, or received under applicable Law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender Parties expressly disavow any intention to charge contract for, charge, or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s such Lender's or such holder’s 's option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Rate, Administrative Agent, Banks, Borrower and the other Credit Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful Rate.In

Limitation on Interest. Each BankLender Parties, each Agent, Borrower, each other Credit Party Restricted Persons and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be contracted for, charged, or received by applicable Law from time to time in effect. None of Borrower, Neither any other Credit Party, Restricted Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully contracted for, charged, or received under applicable Law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender Parties expressly disavow any intention to charge contract for, charge, or collect receive excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be contracted for, charged or received by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s such Lender's or such holder’s 's option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, Banks, Borrower Lender Parties and the other Credit Parties Restricted Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable Law. In the event applicable Law provides for an interest ceiling under Chapter 303 of the Texas Finance Code (the "Texas Finance Code") as amended, to the extent that the Texas Finance Code is mandatorily applicable to any Lender, for that day, the ceiling shall be the "weekly ceiling" as defined in the Texas Finance Code, provided that if any applicable Law permits greater interest, the Law permitting the greatest interest shall apply. In no event shall Chapter 346 of the Texas Finance Code apply to this Agreement or any other Loan Document, or any transactions or loan arrangement provided or contemplated hereby or thereby. In no event shall the aggregate "interest" (as defined in section 347 of the Criminal Code (Canada)) payable under the Loan Documents exceed the maximum effective annual rate of interest on the "credit advanced" (as defined in that section) permitted under that section and, if any payment, collection or demand pursuant to this Agreement in respect of "interest" (as defined in that section) is determined to be contrary to the provisions of that section, such payment, collection or demand shall be deemed to have been made by mutual mistake of Borrowers, Agents and Lenders and the amount of such excess payment or collection shall be refunded to the relevant Borrower. For purposes of the Canadian Notes, the effective annual rate of interest shall be determined in accordance with generally accepted actuarial practices and principles over the term applicable thereto on the basis of annual compounding of the lawfully permitted rate of interest and, in the event of dispute, a certificate of a Fellow of the Canadian Institute of Actuaries appointed by Canadian Administrative Agent shall be prima facie evidence, for the purposes of such determination.

Limitation on Interest. Each BankBank Parties, each Agent, Borrower, each other Credit Party Restricted Persons and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, Neither any other Credit Party, Restricted Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Parties expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Party or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s such Bank Party's or such holder’s 's option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable law, Administrative Agent, Banks, Borrower Bank Parties and the other Credit Parties Restricted Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful Rate.50 56

Limitation on Interest. Each BankYou and the Other Purchasers, each Agentother holders of the Notes, Borrowerthe Company, each other Credit Party Parent, the Subsidiary Guarantors, and any other parties to the Loan Papers Note Documents intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained herein or in the Loan Papers Notes shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of BorrowerNeither the Company, any other Credit Partynor Parent, nor the Subsidiary Guarantors nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation obligation under the Note Documents shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully contracted for, charged, or received under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Note Documents which may be in conflict or apparent conflict herewith. Each Bank You and Administrative Agent the Other Purchasers and other holders of the Notes expressly disavow any intention to charge contract for, charge, or collect excessive unearned interest or finance charges in the event the maturity of any Obligation Note is accelerated. If (a) the maturity of any Obligation Note is accelerated for any reason, (b) any Obligation Note is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) you or any Bank Other Purchaser or any other holder of any or all of the Obligations Note shall otherwise collect moneys which that are determined to constitute interest which that would otherwise increase the interest on any or all of the Obligations Notes to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations Notes or, at any Banksuch Purchaser’s or such holder’s option, promptly returned to Borrower the Company or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable law, Administrative Agent, Banks, Borrower you and the Other Purchasers, other Credit Parties holders of the Notes, the Company, Parent, the Subsidiary Guarantors (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations Notes in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable law in order to lawfully charge contract for, charge, or receive the Maximum Lawful Ratemaximum amount of interest permitted under applicable law. In the event applicable law provides for an interest ceiling under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”) as amended, to the extent that the Texas Finance Code is mandatorily applicable to you or any Other Purchaser or any other holder of any Note, for that day, the ceiling shall be the “weekly ceiling” as defined in the Texas Finance Code, provided that if any applicable law permits greater interest, the law permitting the greatest interest shall apply.

Limitation on Interest. Each BankLender Parties, each Agent, Borrower, each other Credit Party Borrower and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be contracted for, charged, or received by applicable Law from time to time in effect. None of Borrower, any other Credit Party, Neither Borrower nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully contracted for, charged, or received under applicable Law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender Parties expressly disavow any intention to charge contract for, charge, or collect receive excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be contracted for, charged or received by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s such Lender's or such holder’s 's option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, Banks, Lender Parties and Borrower and the other Credit Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable Law. In the event applicable Law provides for an interest ceiling under Chapter 303 of the Texas Finance Code (the "Texas Finance Code") as amended, to the extent that the Texas Finance Code is mandatorily applicable to any Lender, for that day, the ceiling shall be the "weekly ceiling" as defined in the Texas Finance Code, provided that if any applicable Law permits greater interest, the Law permitting the greatest interest shall apply. In no event shall Chapter 346 of the Texas Finance Code apply to this Agreement or any other Loan Document, or any transactions or loan arrangement provided or contemplated hereby or thereby.

Limitation on Interest. Each BankLender, each Agent, Borrower, each other Credit Party Borrower and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof thereof, such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, any other Credit Party, Neither Borrower nor any present or future guarantors, endorsers, endorsers or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully contracted for, charged, or received under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender expressly disavow disavows any intention to charge contract for, charge, or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of that permitted to be charged by applicable law then in effect (the “Maximum Lawful Rate”), then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limits shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bankeach Lender’s or such holder’s option, option promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable law, Administrative Agent, Banks, each Lender and Borrower and the other Credit Parties (and any other payors or payees thereof) shall shall, to the greatest extent permitted under applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable law in order to lawfully charge contract for, charge, or receive the maximum amount of interest permitted under applicable law. Notwithstanding the foregoing, if for any period of time interest on any Obligations is calculated at the Maximum Lawful Rate rather than the applicable rate under this Agreement, and thereafter such applicable rate becomes less than the Maximum Rate, the rate of interest payable on such Obligations shall remain at the Maximum Rate until each Lender shall have received the amount of interest which such Lender would have received during such period on such Obligations had the rate of interest not been limited to the Maximum Rate during such period.

Limitation on Interest. Each BankLender, each Agent, Borrower, each other Credit Party Borrowers and any other parties to the any Loan Papers Documents intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons thereof, the parties stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, any other Credit Party, No Borrower nor any present or future guarantors, endorsers, endorsers or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable law from time to time in effect, and the provisions of this Section 14.6 11.6 shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender expressly disavow disavows any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s Lender's or such holder’s 's option, promptly returned to Borrower Borrowers or the other payor thereof upon such determination. In determining whether or not 921350_11 the interest paid or payable, payable under any specific circumstance, circumstance exceeds the Maximum Lawful Ratemaximum amount permitted under applicable law, Administrative Agent, Banks, Borrower Lender and the other Credit Parties Borrowers (and any other payors or payees thereof) shall to the greatest extent permitted pemiitted under applicable Lawlaw, (ix) characterize any non-principal payment as an expense, fee or premium rather than as interest, (iiy) exclude voluntary prepayments and the effects thereof, and (iiiz) amortize, prorate, allocate, allocate and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable law.

Limitation on Interest. Each Bank, each The Agent, Borrowerthe Lenders, each other Credit Party and the Borrowers, and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons stipulate stipula te and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, any other Credit Party, Neither the Borrowers nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent The Lenders expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank the Lenders or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s the Lenders' or such holder’s 's option, promptly returned to each Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable law, Administrative Agent, Banks, Borrower the Lenders and the other Credit Parties Borrowers (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable law in order to lawfully charge the Maximum Lawful Rate.maximum amount of interest permitted under applicable law. In the event applicable law provides for an interest ceiling under Section 303 of the Texas Finance Code, that ceiling shall be the weekly ceiling. 15.6 NO ORAL AGREEMENTS. THIS WRITTEN AGREEMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES. 15.7

Limitation on Interest. Each Bank, each Agent, Borrower, provision in this Agreement and each other Credit Party and any other parties Loan Document is expressly limited so that in no event whatsoever shall the amount paid, or otherwise agreed to be paid, by the Loan Papers intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers shall ever be construed to create a contract to pay, Borrower for the use, forbearance or detention of the money to be loaned under this Agreement or any other Loan Document or otherwise (including any sums paid as required by any covenant or obligation contained herein or in any other Loan Document which is for the use, forbearance or detention of such money), exceed that amount of money which would cause the effective rate of interest thereon to exceed the Highest Lawful Rate, and all amounts owed under this Agreement and each other Loan Document shall be held to be subject to reduction to the effect that such amounts so paid or agreed to be paid which are for the use, forbearance or detention of money under this Agreement or such Loan Document shall in excess no event exceed that amount of money which would cause the Maximum effective rate of interest thereon to exceed the Highest Lawful Rate. None of Borrower, Notwithstanding any provision in this Agreement or any other Credit PartyLoan Document to the contrary, nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate and the provisions of this Section 14.6 shall control over all other provisions of the Loan Papers which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event if the maturity of any Obligation is accelerated. If (a) the maturity Notes or the obligations in respect of any Obligation is the other Loan Documents are accelerated for any reason, (b) or in the event of prepayment of all or any Obligation portion of the Notes or the obligations in respect of the other Loan Documents by the Borrower or in any other event, earned interest on the Loans and such other obligations of the Borrower may never exceed the maximum amount permitted by applicable law, and any unearned interest otherwise payable under the Notes or the obligations in respect of the other Loan Documents that is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rate, or (c) any Bank or any other holder of any or all maximum amount permitted by applicable law shall be cancelled automatically as of the Obligations date of such acceleration or prepayment or other such event and, if theretofore paid, shall otherwise collect moneys which are determined to constitute interest which would otherwise increase be credited on the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Rate, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations Notes or, at any Bank’s or such holder’s optionif the principal of the Notes has been paid in full, promptly returned refunded to Borrower or the other payor thereof upon such determinationBorrower. In determining whether or not the interest paid or payable, under any specific circumstancecontingency, exceeds the Maximum Highest Lawful Rate, Administrative Agent, Banks, the Borrower and the other Credit Parties (and any other payors or payees thereof) shall Banks shall, to the greatest maximum extent permitted under by applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocateallocate and spread, and spread in equal parts during the total amount period of interest throughout the entire contemplated actual term of the instrument evidencing the Obligations this Agreement, all interest at any time contracted for, charged, received or reserved in accordance connection with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful RateLoan Documents.

Limitation on Interest. Each BankBank Parties, each Agent, Borrower, each other Credit Party Restricted Persons and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, Neither any other Credit Party, Restricted Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Parties expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Party or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s such Bank Party's or such holder’s 's option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Rate, Administrative Agent, Banks, Borrower and the other Credit Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful Rate.specific

Limitation on Interest. Each BankLender Parties, each Agent, Borrower, each other Credit Party Restricted Persons ---------------------- and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable Law from time to time in effect. None of Borrower, Neither any other Credit Party, Restricted Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully contracted for, charged, or received under applicable Law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender Parties expressly disavow any intention to charge contract for, charge, or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s such Lender's or such holder’s 's option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, Banks, Borrower Lender Parties and the other Credit Parties Restricted Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) ii exclude voluntary prepayments and the effects thereof, and (iii) ii amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Law in order to lawfully charge contract for, charge, or receive the Maximum Lawful Ratemaximum amount of interest permitted under applicable Law. As used in this section the term "applicable Law" means the Laws of the State of New York or the Laws of the United States of America, whichever Laws allow the greater interest, as such Laws now exist or may be changed or amended or come into effect in the future.

Limitation on Interest. Each Bank, each AgentLender Parties, Borrower, each other Credit Party PAA and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be contracted for, charged, or received by applicable Law from time to time in effect. None of Neither Borrower, any other Credit Party, PAA nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully contracted for, charged, or received under applicable Law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender Parties expressly disavow any intention to charge contract for, charge, or collect receive excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be contracted for, charged or received by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Banksuch Lender’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, BanksLender Parties, Borrower and the other Credit Parties PAA (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable Law. In the event applicable Law provides for an interest ceiling under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”) as amended, to the extent that the Texas Finance Code is mandatorily applicable to any Lender, for that day, the ceiling shall be the “weekly ceiling” as defined in the Texas Finance Code, provided that if any applicable Law permits greater interest, the Law permitting the greatest interest shall apply. In no event shall Chapter 346 of the Texas Finance Code apply to this Agreement or any other Loan Document, or any transactions or loan arrangement provided or contemplated hereby or thereby.

Limitation on Interest. Each Bank, each Agent, Borrower, provision in this Agreement and each other Credit Party and any other parties Loan Document is expressly limited so that in no event whatsoever shall the amount paid, or otherwise agreed to be paid, by the Loan Papers intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers shall ever be construed to create a contract to pay, Borrower for the use, forbearance or detention of the money to be loaned under this Agreement or any other Loan Document or otherwise (including any sums paid as required by any covenant or obligation contained herein or in any other Loan Document which is for the use, forbearance or detention of such money), exceed that amount of money which would cause the effective rate of interest thereon to exceed the Highest Lawful Rate, and all amounts owed under this Agreement and each other Loan Document shall be held to be subject to reduction to the effect that such amounts so paid or agreed to be paid which are for the use, forbearance or detention of money under this Agreement or such Loan Document shall in excess no event exceed that amount of money which would cause the Maximum effective rate of interest thereon to exceed the Highest Lawful Rate. None To the extent that the Highest Lawful Rate applicable to a Bank is at any time determined by Texas law, such rate shall be the “weekly ceiling” described in the Texas Finance Code, Chapter 303, as amended; provided, however, to the extent permitted by such Finance Code, the Banks from time to time by notice from the Agent to Borrower may revise the aforesaid election of Borrower, such interest rate ceiling as such ceiling affects the then-current or future balances of the Loans outstanding under the Notes. Notwithstanding any provision in this Agreement or any other Credit PartyLoan Document to the contrary, nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate and the provisions of this Section 14.6 shall control over all other provisions of the Loan Papers which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event if the maturity of any Obligation is accelerated. If (a) the maturity Notes or the obligations in respect of any Obligation is the other Loan Documents are accelerated for any reason, (b) or in the event of prepayment of all or any Obligation portion of the Notes or the obligations in respect of the other Loan Documents by the Borrower or in any other event, earned interest on the Loans and such other obligations of the Borrower may never exceed the maximum amount permitted by applicable law, and any unearned interest otherwise payable under the Notes or the obligations in respect of the other Loan Documents that is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rate, or (c) any Bank or any other holder of any or all maximum amount permitted by applicable law shall be cancelled automatically as of the Obligations date of such acceleration or prepayment or other such event and, if theretofore paid, shall otherwise collect moneys which are determined to constitute interest which would otherwise increase be credited on the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Rate, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations Notes or, at any Bank’s or such holder’s optionif the principal of the Notes has been paid in full, promptly returned refunded to Borrower or the other payor thereof upon such determinationBorrower. In determining whether or not the interest paid or payable, under any specific circumstancecontingency, exceeds the Maximum Highest Lawful Rate, Administrative Agent, Banks, the Borrower and the other Credit Parties (and any other payors or payees thereof) shall Banks shall, to the greatest maximum extent permitted under by applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocateallocate and spread, and spread in equal parts during the total amount period of interest throughout the entire contemplated actual term of the instrument evidencing the Obligations this Agreement, all interest at any time contracted for, charged, received or reserved in accordance connection with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful RateLoan Documents.

Limitation on Interest. Each Bank, each Agent, Borrower, each other Credit Party USB and any other parties to the Loan Papers Borrower intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, Neither any other Credit Party, Obligated Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent USB expressly disavow disavows any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If If: (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank USB or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s or such holder’s USB's option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Rate, Administrative Agent, Banks, Borrower and the other Credit Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful Rate.

Limitation on Interest. Each BankLender Parties, each Agent, Borrower, each other Credit Party Restricted Persons and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be contracted for, charged, or received by applicable Law from time to time in effect. None of Borrower, Neither any other Credit Party, Restricted Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully contracted for, charged, or received under applicable Law from time to time in effect, and the provisions of this Section 14.6 10.9 shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender Parties expressly disavow any intention to charge contract for, charge, or collect receive excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be contracted for, charged or received by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, and to the extent permitted by applicable Law be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s such Lender's or such holder’s 's option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, Banks, Borrower Lender Parties and the other Credit Parties Restricted Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful Rate.,

Limitation on Interest. Each Bank, each Agent, Borrower, each It is the intent of Payee and Maker in the execution of this Note and all other Credit Party and any other parties to the Loan Papers intend instruments now or hereafter securing this Note to contract in strict compliance with applicable usury Law from time to time in effectlaw. In furtherance thereof such Persons thereof, Payee and Maker stipulate and agree that none of the terms and provisions contained in the Loan Papers this Note, or in any other instrument executed in connection herewith, shall ever be construed to create a contract to pay, pay for the use, forbearance or detention of money, interest at a rate in excess of the Maximum Lawful Rate. None of Borrower, maximum interest rate permitted to be charged by applicable law; that neither Maker nor any other Credit Party, nor any present parties now or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation this Note shall ever be liable for unearned interest thereon obligated or shall ever be required to pay interest thereon on this Note at a rate in excess of the Maximum Lawful Rate maximum interest that may be lawfully charged under applicable law; and that the provisions of this Section 14.6 paragraph shall control over all other provisions of the Loan Papers this Note and any other instruments now or hereafter executed in connection herewith which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent The holder of this Note expressly disavow disavows any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation this Note is accelerated. If (a) the maturity of any Obligation is this Note shall be accelerated for any reasonreason or if the principal of this Note is paid prior to the end of the term of this Note, (b) any Obligation is prepaid and as a result any amounts held to constitute thereof the interest are determined to be in excess received for the actual period of existence of the Maximum Lawful Rateloan evidenced by this Note exceeds the applicable maximum lawful rate, the holder of this Note shall, at its option, either refund to Maker the amount of such excess or (c) credit the amount of such excess against the principal balance of this Note then outstanding and thereby shall render inapplicable any Bank and all penalties of any kind provided by applicable law as a result of such excess interest. In the event that Payee or any other holder of this Note shall contract for, charge or receive any amount or all amounts and/or any other thing of the Obligations shall otherwise collect moneys value which are determined to constitute interest which would otherwise increase the effective interest rate on any or all of the Obligations this Note to an amount a rate in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law, then all such sums determined an amount equal to constitute interest in excess of the Maximum Lawful Rate lawful rate shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether , at the option of the holder of this Note, be either immediately returned to Maker or not credited against the interest paid or payableprincipal balance of this Note then outstanding, under in which event any specific circumstance, exceeds the Maximum Lawful Rate, Administrative Agent, Banks, Borrower and the other Credit Parties (and all penalties of any other payors or payees thereof) shall to the greatest extent permitted kind under applicable Lawlaw as a result of such excess interest shall be inapplicable. The term "applicable law" as used in this Note shall mean the laws of the State of Delaware or the laws of the United States, (i) characterize any non-principal payment as an expense, fee or premium rather than as whichever laws allow the greater rate of interest, (ii) exclude voluntary prepayments and as such laws now exist or may be changed or amended or come into effect in the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful Ratefuture.

Limitation on Interest. Each BankNotwithstanding anything in this Agreement or the other Loan Documents to the contrary, each all agreements between or among the Borrower, the Lenders and the Agent, Borrowerwhether now existing or hereafter arising and whether written or oral, each other Credit Party and are hereby limited so that in no contingency, whether by reason of acceleration of the maturity of any other parties of the Obligations or otherwise, shall the interest contracted for, charged or received by the Lenders exceed the maximum amount permissible under Applicable Law. If, from any circumstance whatsoever, interest would otherwise be payable to the Loan Papers intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest Lenders in excess of the Maximum Lawful Rate. None of Borrowermaximum lawful amount, the interest payable to the Lenders shall be reduced to the maximum amount permitted under Applicable Law; and if from any other Credit Party, nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation circumstance the Lenders shall ever be liable for unearned receive anything of value deemed interest thereon or shall ever be required to pay interest thereon by Applicable Law in excess of the Maximum Lawful Rate and maximum lawful amount, an amount equal to any excessive interest shall be applied to the provisions of this Section 14.6 shall control over all other provisions reduction of the Loan Papers which may principal balance of the Obligations and to the payment of interest or, if such excessive interest exceeds the unpaid balance of principal of the Obligations, such excess shall be refunded to the Borrower. All interest paid or agreed to be paid to the Lenders shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread throughout the full period until payment in conflict or apparent conflict herewith. Each Bank and Administrative Agent expressly disavow any intention to charge or collect excessive unearned interest or finance charges in full of the event principal of the maturity Obligations (including the period of any Obligation renewal or extension thereof) so that the interest thereon for such full period shall not exceed the maximum amount permitted by Applicable Law. The parties hereto hereby agree and stipulate that the only charge imposed upon the Borrower for the use of money in connection with this Agreement is acceleratedand shall be the interest specifically described in §2.6. If (a) Notwithstanding the maturity foregoing, the parties hereto further agree and stipulate that all agency fees, syndication fees, arrangement fees, amendment fees, extension fees, up-front fees, commitment fees, facility fees, closing fees, letter of credit fees, underwriting fees, prepayment fees, default charges, late charges, funding or “breakage” charges, increased cost charges, attorneys’ fees and reimbursement for costs and expenses paid by the Agent or any Obligation is accelerated Lender to third parties or for damages incurred by the Agent or any reasonLender, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rate, or (c) any Bank or any other holder of similar amounts are charges made to compensate the Agent or any such Lender for underwriting or all of administrative services and costs or losses performed or incurred, and to be performed or incurred, by the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Rate, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Rate, Administrative Agent, Banks, Borrower Agent and the other Credit Parties (Lenders in connection with this Agreement and shall under no circumstances be deemed to be charges for the use of money. Borrower hereby acknowledges and agrees that the Lenders have imposed no minimum borrowing requirements, reserve or escrow balances or compensating balances related in any other payors or payees thereof) shall way to the greatest extent permitted under applicable LawObligations. Any use by Borrower of certificates of deposit issued by any Lender or other accounts maintained with any Lender has been and shall be voluntary on the part of Borrower. All charges other than charges for the use of money shall be fully earned and nonrefundable when due. This Section shall control all Loan Documents between or among the Borrower, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments the Lenders and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful RateAgent.

Limitation on Interest. Each BankThe Lenders, each Agent, Borrower, each other Credit Party the Loan Parties and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, any other Credit Party, No Loan Party nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent The Lenders expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s such Lender's or such holder’s 's option, promptly returned to the Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstancecircumstances, exceeds the Maximum Lawful Ratemaximum amount 84 79 permitted under applicable law, Administrative Agent, Banks, Borrower the Lenders and the other Credit Loan Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable law.

Limitation on Interest. Each BankLender, each Agent, Borrower, each other Credit Party the Related Persons and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, Neither any other Credit Party, Related Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender expressly disavow disavows any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s Lender's or such holder’s 's option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable law, Administrative Agent, Banks, Borrower Lender and the other Credit Parties Related Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable law in order to lawfully charge the Maximum maximum amount of interest permitted under applicable law. In the event applicable law provides for an interest ceiling under Texas Revised Civil Statutes Annotated article 5069-1.04, that ceiling shall be the indicated rate ceiling and shall be used when appropriate in determining the Highest Lawful Rate. As used in this section the term "applicable law" means the laws of the State of Texas or the laws of the United States of America, whichever laws allow the greater interest, as such laws now exist or may be changed or amended or come into effect in the future.

Limitation on Interest. Each Bank, each Agent, It is expressly stipulated and agreed to be the intent of Borrower, each Administrative Agent and the Lenders at all times to comply with the applicable law governing the maximum rate or amount of interest payable on or in connection with the Notes, the Competitive Bid Notes and the Credit Facility. If the applicable law is ever judicially interpreted so as to render usurious any amount called for under the Notes or the Competitive Bid Notes, this Agreement or under any of the other Credit Party and Loan Documents, or contracted for, charged, taken, reserved or received with respect to any of the Notes, the Competitive Bid Notes, this Agreement or any other parties Loan Document, or if acceleration of the maturity of the Notes or any Competitive Bid Note, any prepayment by Borrower, or any other circumstance whatsoever, results in any Lender having been paid any interest in excess of that permitted by applicable law, then it is the express intent of Borrower, Administrative Agent and all the Lenders that all excess amounts theretofore collected by Lenders be credited on the balance of the Notes (or, if the Notes have been or would thereby be paid in full, credited to the Competitive Bid Notes, and if the Competitive Bid Notes have been paid in full, refunded to Borrower), and the provisions of the Notes, any Competitive Bid Notes and the other applicable Loan Papers Documents immediately be deemed reformed and the amounts thereafter collectible hereunder and thereunder reduced, without the necessity of the execution of any new document, so as to comply with the applicable law, but so as to permit the recovery of the fullest amount otherwise called for hereunder and thereunder. The right to accelerate the maturity of the Notes or any Competitive Bid Note does not include the right to accelerate any interest which has not otherwise accrued on the date of such acceleration, and Lenders do not intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained collect any unearned interest in the Loan Papers shall ever event of acceleration. All sums paid or agreed to be construed paid to create a contract to pay, Administrative Agent or the Lenders for the use, forbearance or detention of moneythe indebtedness evidenced hereby or by the Notes or any Competitive Bid Note shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full so that the rate or amount of interest in excess on account of the Maximum Lawful Rate. None of Borrower, any other Credit Party, nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of such indebtedness does not exceed the Maximum Lawful Rate and or maximum amount of interest permitted under applicable law. The term "APPLICABLE LAW" as used herein shall mean the laws of the State which govern this Agreement, or DIDMCA or any other applicable United States federal law to the extent that it permits Lenders to contract for, charge, take, reserve or receive a greater amount of interest than under laws of the state which govern this Agreement. The provisions of this Section 14.6 SECTION 11.8 shall control over all other provisions of the Loan Papers which may be in conflict or apparent conflict herewith. Each Bank and agreements between Borrower, Administrative Agent expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rate, or (c) any Bank or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Rate, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Rate, Administrative Agent, Banks, Borrower and the other Credit Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate in order to lawfully charge the Maximum Lawful RateLenders.

Limitation on Interest. Each BankLender Parties, each Agent, Borrower, each other Credit Party Restricted Persons and any other parties to the US Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the US Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable Law from time to time in effect. None of Borrower, Neither any other Credit Party, Restricted Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable Law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the US Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender Parties expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s such Lender's or such holder’s 's option, promptly returned to US Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, Banks, Borrower Lender Parties and the other Credit Parties Restricted Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable Law. In the event applicable Law provides for an interest ceiling under Chapter 303 of the Texas Finance Code (the "Texas Finance Code") as amended, for that day, the ceiling shall be the "weekly ceiling" as defined in the Texas Finance Code; provided that if any applicable Law permits greater interest, the Law permitting the greatest interest shall apply. As used in this section the term "applicable Law" means the Laws of the State of Texas or the Laws of the United States of America, whichever Laws allow the greater interest, as such Laws now exist or may be changed or amended or come into effect in the future.

Limitation on Interest. Each BankLender Parties, each Agent, Borrower, each other Credit Party Restricted Persons and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be contracted for, charged, or received by applicable Law from time to time in effect. None of Borrower, Neither any other Credit Party, Restricted Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully contracted for, charged, or received under applicable Law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender Parties expressly disavow any intention to charge contract for, charge, or collect receive excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be contracted for, charged or received by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s such Lender's or such holder’s 's option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, Banks, Borrower Lender Parties and the other Credit Parties Restricted Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable Law. In the event applicable Law provides for an interest ceiling under Chapter 303 121 of the Texas Finance Code (the "Texas Finance Code") as amended, to the extent that the Texas Finance Code is mandatorily applicable to any Lender, for that day, the ceiling shall be the "weekly ceiling" as defined in the Texas Finance Code, provided that if any applicable Law permits greater interest, the Law permitting the greatest interest shall apply. In no event shall Chapter 346 of the Texas Finance Code apply to this Agreement or any other Loan Document, or any transactions or loan arrangement provided or contemplated hereby or thereby. In no event shall the aggregate "interest" (as defined in section 347 of the Criminal Code (Canada)) payable under the Loan Documents exceed the maximum effective annual rate of interest on the "credit advanced" (as defined in that section) permitted under that section and, if any payment, collection or demand pursuant to this Agreement in respect of "interest" (as defined in that section) is determined to be contrary to the provisions of that section, such payment, collection or demand shall be deemed to have been made by mutual mistake of Canadian Revolver Borrower, Term Borrower, Canadian Administration Agent, Canadian Revolver Lenders, and Term Lenders and the amount of such excess payment or collection shall be refunded to the relevant Borrower. For purposes of the Canadian Revolver Notes and the Term Notes, the effective annual rate of interest shall be determined in accordance with generally accepted actuarial practices and principles over the term applicable thereto on the basis of annual compounding of the lawfully permitted rate of interest and, in the event of dispute, a certificate of a Fellow of the Canadian Institute of Actuaries appointed by Canadian Administration Agent shall be prima facie evidence, for the purposes of such determination.

Limitation on Interest. Each BankYou and the Other Purchasers, each Agentother holders of the Notes, Borrowerthe Company, each other Credit Party Parent, the Subsidiary Guarantors, and any other parties to the Loan Papers Note Documents intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained herein or in the Loan Papers Notes shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of BorrowerNeither the Company, any other Credit Partynor Parent, nor the Subsidiary Guarantors nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully contracted for, charged, or received under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Note Documents which may be in conflict or apparent conflict herewith. Each Bank You and Administrative Agent the Other Purchasers and other holders of the Notes expressly disavow any intention to charge contract for, charge, or collect excessive unearned interest or finance charges in the event the maturity of any Obligation Note is accelerated. If (a) the maturity of any Obligation Note is accelerated for any reason, (b) any Obligation Note is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) you or any Bank Other Purchaser or any other holder of any or all of the Obligations Note shall otherwise collect moneys which that are determined to constitute interest which that would otherwise increase the interest on any or all of the Obligations Notes to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations Notes or, at any Banksuch Purchaser’s or such holder’s option, promptly returned to Borrower the Company or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable law, Administrative Agent, Banks, Borrower you and the Other Purchasers, other Credit Parties holders of the Notes, the Company, Parent, the Subsidiary Guarantors (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations Notes in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable law in order to lawfully charge contract for, charge, or receive the Maximum Lawful Ratemaximum amount of interest permitted under applicable law. In the event applicable law provides for an interest ceiling under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”) as amended, to the extent that the Texas Finance Code is mandatorily applicable to you or any Other Purchaser or any other 40 holder of any Note, for that day, the ceiling shall be the “weekly ceiling” as defined in the Texas Finance Code, provided that if any applicable law permits greater interest, the law permitting the greatest interest shall apply.

Limitation on Interest. Each BankLender Parties, each Agent, Borrower, each other Credit Party Restricted Persons and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable Law from time to time in effect. None of Borrower, Neither any other Credit Party, Restricted Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully contracted for, charged or received under applicable Law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers which Documents that may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent Lender Parties expressly disavow any intention to contract for, charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which that are determined to constitute interest which that would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable Law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Banksuch Lender’s or such holder’s option, promptly returned to Borrower Borrowers or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable Law, Administrative Agent, Banks, Borrower Lender Parties and the other Credit Parties Restricted Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable Law in order to lawfully contract for, charge or receive the Maximum Lawful Ratemaximum amount of interest permitted under applicable Law. In the event applicable Law provides for an interest ceiling under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”) as amended, for that day, the ceiling shall be the “weekly ceiling” as defined in the Texas Finance Code, provided that if any applicable Law permits greater interest, the Law permitting the greatest interest shall apply. As used in this section the term “applicable Law” means the Laws of the State of Texas or the Laws of the United States of America, whichever Laws allow the greater interest, as such Laws now exist or may be changed or amended or come into effect in the future.

Limitation on Interest. Each Bank, each Agent, Borrower, each other Credit Party and any other parties Notwithstanding anything to the Loan Papers intend contrary ---------------------- contained or referred to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that this Guaranty, none of the terms and provisions contained in of this Guaranty, the Credit Agreement, the Notes or any other Loan Papers Document shall ever be construed to create a contract or obligation to pay, for the use, forbearance or detention of money, pay interest at a rate in excess of the Maximum Lawful Rate. None of Borrower, and neither Administrative Agent nor any Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Obligations or the Guaranteed Obligations, any other Credit Party, nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate and the provisions of this Section 14.6 shall control over all other provisions of the Loan Papers which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Rate, or (c) any Bank or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Rate. The parties hereto agree that any interest, then charge, fee, expense or other indebtedness, liability or obligation provided for in this Guaranty, the Credit Agreement, the Notes or any other Loan Document which constitutes interest under applicable law shall be, ipso facto and under any and all circumstances, limited ---- ----- or reduced to an amount equal to the lesser of (a) the amount of such sums determined interest, charge, fee, expense or other indebtedness, liability or obligation that would be payable in the absence of this Paragraph 25 or (b) an amount, which when ------------ added to constitute all other interest payable under this Guaranty, the Credit Agreement, the Notes and any other Loan Document, equals the Maximum Rate. If, notwithstanding the foregoing, Administrative Agent or any Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Lawful Rate shallRate, without penalty, such amount which would be promptly applied to reduce the then outstanding deemed excessive interest shall be deemed a partial payment or prepayment of principal of the related Obligations orand the Guaranteed Obligations and treated hereunder as such, at and if the Obligations and the Guaranteed Obligations, or applicable portions thereof, are paid in full, any Bank’s remaining excess shall promptly be paid to Borrower, Guarantor or such holder’s option, promptly returned to Borrower or the other payor thereof upon such determinationPerson (as appropriate). In determining whether or not the interest paid or payable, under any specific circumstancecontingency, exceeds the Maximum Lawful Rate, Guarantor, Borrower, Administrative AgentAgent and Lenders shall, Banks, Borrower and the other Credit Parties (and any other payors or payees thereof) shall to the greatest maximum extent permitted under by applicable Lawlaw, (i) characterize any non-principal nonprincipal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, allocate and spread in equal or unequal parts the total amount of interest throughout the entire contemplated term of the instrument evidencing Obligations and the Guaranteed Obligations, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate Guaranteed Obligations; provided that, if the unpaid -------- ---- principal balance is paid and performed in order full prior to lawfully charge the end of the full contemplated term thereof, and if the interest received for the actual period of existence thereof exceeds the Maximum Lawful Rate, Administrative Agent and Lenders shall refund to Borrower, Guarantor or such other Person (as appropriate) the amount of such excess and, in such event, neither Administrative Agent nor any Lender shall be subject to any penalties provided by any laws for contracting for, charging, receiving, taking, collecting, receiving or applying interest in excess of the Maximum Rate.

Limitation on Interest. Each BankThe Lenders, each Agent, Borrower, each other Credit Party the Loan Parties and any other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, any other Credit Party, No Loan Party nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable law from time to time in effect, and the provisions of this Section 14.6 shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank and Administrative Agent The Lenders expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Banksuch Lender’s or such holder’s option, promptly returned to Borrower the Co-Borrowers or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstancecircumstances, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable law, Administrative Agent, Banks, Borrower the Lenders and the other Credit Loan Parties (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable law in order to lawfully charge the Maximum maximum amount of interest permitted under applicable law. In the event applicable law provides for an interest ceiling under Chapter 303 of the Texas Finance Code, that ceiling shall be the weekly ceiling and shall be used when appropriate in determining the Highest Lawful Rate.

Limitation on Interest. Each Bank, each Agent, Borrower, each other Credit Party and any other parties Notwithstanding anything to the contrary contained in this Agreement or the other Loan Papers intend to contract in strict compliance with applicable usury Law from time to time in effect. In furtherance thereof such Persons stipulate and agree that Papers, none of the terms and provisions contained in of this Agreement or the other Loan Papers shall ever be construed to create a contract or obligation to paypay interest at a rate in excess of the Maximum Lawful Rate; and neither Administrative Agent, for Documentation Agent nor any Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the useObligations, forbearance or detention of money, interest any amount in excess of the Maximum Lawful Rate. None In furtherance of Borrowerthe foregoing, the parties hereto agree that any other Credit Partyinterest, nor any present or future guarantorscharge, endorsersfee, expense or other Persons hereafter becoming liable obligation provided for payment of any Obligation shall ever be liable for unearned interest thereon in this Agreement or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate and the provisions of this Section 14.6 shall control over all other provisions of the Loan Papers which may constitutes interest under applicable law shall be in conflict or apparent conflict herewith. Each Bank and Administrative Agent expressly disavow any intention limited to charge or collect excessive unearned interest or finance charges in an amount equal to the event the maturity lesser of any Obligation is accelerated. If (a) the maturity amount of any Obligation is accelerated for any reasonsuch interest, charge, fee, expense or other obligation that would be payable in the absence of this Section 9.4, or (b) any Obligation is prepaid and as a result any amounts held an amount, which when added to constitute all other interest are determined to be in excess of payable under this Agreement or the other Loan Papers, equals the Maximum Lawful Rate. If, or (c) any Bank notwithstanding the foregoing, Administrative Agent or any other holder of Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Rate, then all such sums determined to constitute amount which would be deemed excessive interest in excess shall be deemed a partial payment or prepayment of the Maximum Lawful Rate shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations orand treated hereunder as such; and if the Obligations, at or applicable portions thereof, are paid in full, any Bank’s or such holder’s option, remaining excess shall promptly returned be paid to Borrower (or the to such other payor thereof upon such determinationPerson who may be entitled thereto by law). In determining whether or not the interest paid or payable, under any specific circumstancecontingency, exceeds the Maximum Lawful Rate, Borrower, Operating Subsidiaries, Administrative AgentAgent and Lenders shall, Banks, Borrower and the other Credit Parties (and any other payors or payees thereof) shall to the greatest maximum extent permitted under applicable Lawlaw, (i) characterize any non-principal nonprincipal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocateallocate and spread, and spread as appropriate to reflect variation in the Maximum Lawful Rate, the total amount of interest throughout the entire contemplated term of the instrument evidencing Obligations, or applicable portions thereof, so that the Obligations in accordance with the amounts outstanding from time to time thereunder and interest rate does not exceed the Maximum Lawful Rate at any time during the term of the Obligations; provided that, if the unpaid principal balance is paid and performed in order full prior to lawfully charge the end of the full contemplated term thereof, and if the interest received for the actual period of existence thereof exceeds the Maximum Lawful Rate., Administrative Agent or Lenders, as appropriate, shall

Limitation on Interest. Each Bank, each Agent, BorrowerLenders, each other Credit Party the Related Persons and any the other parties to the Loan Papers Documents intend to contract in strict compliance with applicable usury Law law from time to time in effect. In furtherance thereof such Persons persons stipulate and agree that none of the terms and provisions contained in the Loan Papers Documents shall ever be construed to create a contract to pay, provide for the use, forbearance or detention of money, interest in excess of the Maximum Lawful Ratemaximum amount of interest permitted to be charged by applicable law from time to time in effect. None of Borrower, Neither any other Credit Party, Related Person nor any present or future guarantors, endorsers, or other Persons hereafter becoming liable for payment of any Obligation shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the Maximum Lawful Rate maximum amount that may be lawfully charged under applicable law from time to time in effect, and the provisions of this Section 14.6 section shall control over all other provisions of the Loan Papers Documents which may be in conflict or apparent conflict herewith. Each Bank Agent and Administrative Agent Lenders expressly disavow any intention to charge or collect excessive unearned interest or finance charges in the event the maturity of any Obligation is accelerated. If (a) the maturity of any Obligation is accelerated for any reason, (b) any Obligation is prepaid and as a result any amounts held to constitute interest are determined to be in excess of the Maximum Lawful Ratelegal maximum, or (c) Agent or any Bank Lender or any other holder of any or all of the Obligations shall otherwise collect moneys which are determined to constitute interest which would otherwise increase the interest on any or all of the Obligations to an amount in excess of the Maximum Lawful Ratethat permitted to be charged by applicable law then in effect, then all such sums determined to constitute interest in excess of the Maximum Lawful Rate such legal limit shall, without penalty, be promptly applied to reduce the then outstanding principal of the related Obligations or, at any Bank’s Agent's or such Lender's or holder’s 's option, promptly returned to Borrower or the other payor thereof upon such determination. In determining whether or not the interest paid or payable, under any specific circumstance, exceeds the Maximum Lawful Ratemaximum amount permitted under applicable law, Administrative Agent, Banks, Borrower Lenders and the other Credit Parties Related Persons (and any other payors or payees thereof) shall to the greatest extent permitted under applicable Lawlaw, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread the total amount of interest throughout the entire contemplated term of the instrument instruments evidencing the Obligations in accordance with the amounts outstanding from time to time thereunder and the Maximum Lawful Rate maximum legal rate of interest from time to time in effect under applicable law in order to lawfully charge the Maximum Lawful Ratemaximum amount of interest permitted under applicable law. As used in this section the term "applicable law" means the laws of the State of New York or the laws of the United States of America, whichever laws allow the greater interest, as such laws now exist or may be changed or amended or come into effect in the future.