Common use of Manner of Payment Clause in Contracts

Manner of Payment. Each payment by the Borrower on account of the principal of or interest on the Loans or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement shall be made not later than 4:00 p.m. on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent’s Office for the account of the Lenders entitled to such payment in Dollars, in immediately available funds and shall be made without any set off, counterclaim or deduction whatsoever. Any payment received after such time shall be deemed a payment on such date for the purposes of Section 10.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each such Lender at its address for notices set forth herein its Commitment Percentage in respect of the relevant Credit Facility (or other applicable share as provided herein) of such payment and shall wire advice of the amount of such credit to each Lender. Each payment to the Administrative Agent on account of the principal of or interest on the Swingline Loans or of any fee, commission or other amounts payable to the Swingline Lender shall be made in like manner, but for the account of the Swingline Lender. Each payment to the Administrative Agent of any Issuing Lender’s fees or L/C Participants’ commissions shall be made in like manner, but for the account of such Issuing Lender or the L/C Participants, as the case may be. Each payment to the Administrative Agent of the Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent and any amount payable to any Lender under Sections 5.9, 5.10, 5.11 or 12.3 shall be paid to the Administrative Agent for the account of the applicable Lender. Subject to the definition of Interest Period, if any payment under this Agreement shall be specified to be made upon a day which is not a Business Day, it shall be made on the next succeeding day which is a Business Day and such extension of time shall in such case be included in computing any interest if payable along with such payment. Notwithstanding the foregoing, if there exists a Defaulting Lender, each payment by the Borrower to such Defaulting Lender hereunder shall be applied in accordance with Section 5.15(a)(ii).

Manner of Payment. Each payment Upon notice by the Borrower on account Relevant Asset Owner to the Related Refinery Owner, the Related Refinery Owner and the Relevant Asset Owner shall use commercially reasonable efforts to cause the Taxable Assets to be separately assessed for purposes of Taxes as soon as reasonably practicable following the Commencement Date (to the extent allowed by Applicable Law). During the Applicable Term but subject to the provisions of this Section 6.2, the Relevant Asset Owner shall pay all Taxes assessed directly against the Taxable Assets directly to the applicable taxing authority prior to delinquency and shall promptly thereafter provide the Related Refinery Owner with evidence of such payment. Until such time as the Related Refinery Owner and the Relevant Asset Owner can cause the Taxable Assets to be separately assessed as provided above, the Relevant Asset Owner shall reimburse the Related Refinery Owner, upon request, for any such Taxes paid by the Related Refinery Owner to the applicable taxing authorities (such reimbursement to be based upon the mutual agreement of the principal of or interest on Related Refinery Owner and the Loans or of any fee, commission or other amounts (including the Reimbursement Obligation) payable Relevant Asset Owner as to the Lenders under portion of such Taxes attributable to the Taxable Assets), subject to the terms of this Agreement Section 6.2. The certificate issued or given by the appropriate officials authorized or designated by law to issue or give the same or to receive payment of such Taxes shall be made not later than 4:00 p.m. on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent’s Office for the account prima facie evidence of the Lenders entitled to such payment in Dollarsexistence, in immediately available funds and shall be made without any set off, counterclaim or deduction whatsoever. Any payment received after such time shall be deemed a payment on such date for the purposes of Section 10.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each such Lender at its address for notices set forth herein its Commitment Percentage in respect of the relevant Credit Facility (or other applicable share as provided herein) of such payment nonpayment and shall wire advice of the amount of such credit to each LenderTaxes. Each payment The Relevant Asset Owner may contest the validity or amount of any such Taxes or the valuation of the Taxable Assets (to the Administrative Agent on account extent any of them may be separately issued), at the principal of or interest on the Swingline Loans or of any feeRelevant Asset Owner’s sole cost and expense, commission or other amounts payable to the Swingline Lender shall be made by appropriate proceedings, diligently conducted in like manner, but for the account of the Swingline Lender. Each payment to the Administrative Agent of any Issuing Lender’s fees or L/C Participants’ commissions shall be made in like manner, but for the account of such Issuing Lender or the L/C Participants, as the case may be. Each payment to the Administrative Agent of the Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent and any amount payable to any Lender under Sections 5.9, 5.10, 5.11 or 12.3 shall be paid to the Administrative Agent for the account of the applicable Lender. Subject to the definition of Interest Period, if any payment under this Agreement shall be specified to be made upon a day which is not a Business Day, it shall be made on the next succeeding day which is a Business Day and such extension of time shall in such case be included in computing any interest if payable along with such payment. Notwithstanding the foregoing, if there exists a Defaulting Lender, each payment by the Borrower to such Defaulting Lender hereunder shall be applied good faith in accordance with Section 5.15(a)(ii)Applicable Law. If the Relevant Asset Owner contests such items then the Related Refinery Owner shall cooperate with the Relevant Asset Owner in any such contesting of the validity or amount of any such Taxes or the valuation of the Taxable Assets. Taxes for the first and last years of the Applicable Term shall be prorated between the Related Refinery Owner and the Relevant Asset Owner based on the portions of such years that are coincident with the applicable tax years and for which each of them is responsible.

Manner of Payment. Each payment by Subject to Section 2.10(d), prior to any repayment or prepayment of any Borrowings hereunder, the Borrower on account shall select the Borrowing or Borrowings to be paid and shall notify the Administrative Agent by telephone (confirmed by telecopy or electronic communication) of the principal of or interest on the Loans or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement shall be made such selection not later than 4:00 p.m. on the date specified for payment under this Agreement time set forth in Section 2.10(e) prior to the Administrative Agent at scheduled date of such repayment; provided that, each repayment of Borrowings to any Lenders of a Class shall be applied to repay or prepay any outstanding ABR Borrowings of such Class before any other Borrowings of such Class. If the Administrative Agent’s Office for the account Borrower fails to make a timely selection of the Lenders entitled Borrowing or Borrowings to be repaid or prepaid, such payment shall be applied, first, solely in the case of any payment of a Borrowing denominated in Dollars, to pay any outstanding ABR Borrowings pro rata between any outstanding Dollar ABR Borrowings and outstanding Multicurrency ABR Borrowings, second, if no Class is specified and such payment relates to a Borrowing denominated in immediately available funds and Dollars, to any Pro-Rata Borrowings in the order of the remaining duration of their respective Interest Periods (the Pro-Rata Borrowing with the shortest remaining Interest Period to be repaid or prepaid first) and, third, within each Class, to any remaining Borrowings in the order of the remaining duration of their respective Interest Periods (the Borrowing with the shortest remaining Interest Period to be repaid or prepaid first). Each payment of a Pro-Rata Borrowing shall be made without any set off, counterclaim or deduction whatsoeverapplied ratably between the Dollar Loans and Multicurrency Loans included in such Pro-Rata Borrowing. Any Each payment received after such time of a Borrowing of a Class shall be deemed applied ratably to the Loans of such Class included in such Borrowing. If the repayment or prepayment amount is denominated in Dollars and the Class to be repaid or prepaid is not specified, the Borrower shall repay or prepay such amount pro rata between any outstanding ABR Borrowings of the Dollar Lenders and the Multicurrency Lenders, and thereafter repay or prepay the remaining Borrowings denominated in Dollars in the order of the remaining duration of their respective Interest Periods, commencing with such Borrowings with the shortest remaining Interest Period. If the repayment or prepayment is denominated in an Agreed Foreign Currency (including as a payment on result of the Borrower’s receipt of proceeds from a prepayment event in such date for Agreed Foreign Currency), the purposes Borrower may, at its option, repay or prepay any outstanding Borrowings in such Currency ratably among just the Multicurrency Lenders in the order of Section 10.1the remaining duration of their respective Interest Periods, but for all other purposes shall be deemed to have been made on commencing with such Borrowings with the next succeeding Business Day. Upon receipt by the Administrative Agent of each shortest remaining Interest Period, and, if after such payment, the Administrative Agent shall distribute to each such Lender at its address for notices set forth herein its Commitment Percentage in respect balance of the relevant Credit Facility Borrowings denominated in such Currency is zero (0), then if there are any remaining proceeds, the Borrower shall repay or prepay the Loans (or other applicable share provide cover for outstanding Letters of Credit as provided hereincontemplated by Section 2.05(l)) on a pro-rata basis between each outstanding Class of such payment and shall wire advice Revolving Credit Exposure in the order of the amount remaining duration of their respective Interest Periods, commencing with such credit to each Lender. Each payment to Borrowings with the Administrative Agent on account of the principal of or interest on the Swingline Loans or of any fee, commission or other amounts payable to the Swingline Lender shall be made in like manner, but for the account of the Swingline Lender. Each payment to the Administrative Agent of any Issuing Lender’s fees or L/C Participants’ commissions shall be made in like manner, but for the account of such Issuing Lender or the L/C Participants, as the case may be. Each payment to the Administrative Agent of the Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent and any amount payable to any Lender under Sections 5.9, 5.10, 5.11 or 12.3 shall be paid to the Administrative Agent for the account of the applicable Lender. Subject to the definition of shortest remaining Interest Period, if any payment under this Agreement shall be specified to be made upon a day which is not a Business Day, it shall be made on the next succeeding day which is a Business Day and such extension of time shall in such case be included in computing any interest if payable along with such payment. Notwithstanding the foregoing, if there exists a Defaulting Lender, each payment by the Borrower to such Defaulting Lender hereunder shall be applied in accordance with Section 5.15(a)(ii).

Manner of Payment. Each payment by the Borrower on account of the principal of or interest on the Loans or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement shall be made not later than 4:00 1:00 p.m. on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent’s Office for the account of the Lenders entitled to such payment in Dollars, in immediately available funds and shall be made without any set off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. on such day shall be deemed a payment on such date for the purposes of Section 10.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. shall be deemed to have been made on the next succeeding Business Day for all purposes. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each such Lender at its address for notices set forth herein its Commitment Percentage in respect of the relevant Credit Facility (or other applicable share as provided herein) of such payment and shall wire advice of the amount of such credit to each Lender. Each payment to the Administrative Agent on account of the principal of or interest on the Swingline Loans or of any fee, commission or other amounts payable to the Swingline Lender shall be made in like manner, but for the account of the Swingline Lender. Each payment to the Administrative Agent of any Issuing Lender’s fees or L/C Participants’ commissions shall be made in like manner, but for the account of such Issuing Lender or the L/C Participants, as the case may be. Each payment to the Administrative Agent of the Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent and any amount payable to any Lender under Sections 5.9, 5.10, 5.11 or 12.3 shall be paid to the Administrative Agent for the account of the applicable Lender. Subject to the definition of Interest Period, if any payment under this Agreement shall be specified to be made upon a day which is not a Business Day, it shall be made on the next succeeding day which is a Business Day and such extension of time shall in such case be included in computing any interest if payable along with such payment. Notwithstanding the foregoing, if there exists a Defaulting Lender, Lender each payment by the Borrower to such Defaulting Lender hereunder shall be applied in accordance with Section 5.15(a)(ii).

Manner of Payment. Each payment Upon notice by Lessee to Lessor, Lessor and Lessee shall use commercially reasonable efforts to cause the Premises and the Relevant Assets (including all Additional Improvements but excluding Shared Access Facilities and any SUMF Assets) to be separately assessed for purposes of Taxes as soon as reasonably practicable following the Commencement Date (to the extent allowed by applicable Law). During the Term but subject to the provisions of Section 6.1, Lessee shall pay all Taxes assessed directly against the Premises, the Relevant Assets and the Additional Improvements (but excluding the Shared Access Facilities and any SUMF Assets) directly to the applicable taxing authority prior to delinquency and shall promptly thereafter provide Lessor with evidence of such payment. Until such time as Lessor and Lessee can cause the Premises, the Relevant Assets and the Additional Improvements (but excluding the Shared Access Facilities and any SUMF Assets) to be separately assessed as provided above, Lessee shall reimburse Lessor, upon request, for any such Taxes paid by Lessor to the applicable taxing authorities (such reimbursement to be based upon the mutual agreement of the Lessor and Lessee as to the portion of such Taxes attributable to the Premises, the Relevant Assets and the Additional Improvements), subject to the terms of Section 6.1. The certificate issued or given by the Borrower on account appropriate officials authorized or designated by law to issue or give the same or to receive payment of such Taxes shall be prima facie evidence of the principal of or interest on the Loans or of any feeexistence, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement shall be made not later than 4:00 p.m. on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent’s Office for the account of the Lenders entitled to such payment in Dollars, in immediately available funds and shall be made without any set off, counterclaim or deduction whatsoever. Any payment received after such time shall be deemed a payment on such date for the purposes of Section 10.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each such Lender at its address for notices set forth herein its Commitment Percentage in respect of the relevant Credit Facility (or other applicable share as provided herein) of such payment nonpayment and shall wire advice of the amount of such credit to each LenderTaxes. Each payment Lessee may contest the validity or amount of any such Taxes or the valuation of the Premises and/or the Relevant Assets and the Additional Improvements (to the Administrative Agent on account extent any of the principal of or interest on the Swingline Loans or of any feeforegoing may be separately issued), commission or other amounts payable to the Swingline Lender shall be made at Lessee’s sole cost and expense, by appropriate proceedings, diligently conducted in like manner, but for the account of the Swingline Lender. Each payment to the Administrative Agent of any Issuing Lender’s fees or L/C Participants’ commissions shall be made in like manner, but for the account of such Issuing Lender or the L/C Participants, as the case may be. Each payment to the Administrative Agent of the Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent and any amount payable to any Lender under Sections 5.9, 5.10, 5.11 or 12.3 shall be paid to the Administrative Agent for the account of the applicable Lender. Subject to the definition of Interest Period, if any payment under this Agreement shall be specified to be made upon a day which is not a Business Day, it shall be made on the next succeeding day which is a Business Day and such extension of time shall in such case be included in computing any interest if payable along with such payment. Notwithstanding the foregoing, if there exists a Defaulting Lender, each payment by the Borrower to such Defaulting Lender hereunder shall be applied good faith in accordance with Section 5.15(a)(ii)applicable Law. If Lessee contests such items then Lessor shall cooperate with Lessee in any such contesting of the validity or amount of any such Taxes or the valuation of the Premises and/or the Relevant Assets and the Additional Improvements. Taxes for the first and last years of the Term shall be prorated between the Parties based on the portions of such years that are coincident with the applicable tax years and for which each applicable Party is responsible.

Manner of Payment. Each payment The Borrower shall notify the Administrative Agent in writing (which notice may be by facsimile) of any repayment or prepayment hereunder (i) in the Borrower on account case of the principal repayment or prepayment of or interest a LIBO Rate Borrowing with an Interest Period not expiring on the Loans or date of any feepayment, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement shall be made not later than 4:00 1:00 p.m. (New York time) three Business Days before the date of repayment or prepayment, or (ii) in the case of repayment or prepayment of a LIBO Rate Borrowing with Interest Periods expiring on the date specified for payment under this Agreement of repayment or prepayment or a Base Rate Borrowing, not later than 1:00 p.m. (New York time) one Business Day before the date of repayment or prepayment. Each such notice shall be irrevocable and shall specify the repayment or prepayment date and the principal amount of each Borrowing or portion thereof to the Administrative Agent at the Administrative Agent’s Office for the account be repaid or prepaid; provided that, if a notice of repayment or prepayment is given in connection with a conditional notice of termination of the Lenders entitled Commitments as contemplated by Section 1.7, then such notice of repayment or prepayment may be revoked if such notice of termination is revoked in accordance with Section 1.7. Promptly following receipt of any such notice relating to such payment in Dollars, in immediately available funds and shall be made without any set off, counterclaim or deduction whatsoever. Any payment received after such time shall be deemed a payment on such date for the purposes of Section 10.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Upon receipt by the Administrative Agent of each such paymentBorrowing, the Administrative Agent shall distribute to each such Lender at its address for notices set forth herein its Commitment Percentage in respect advise the Lenders of the relevant Credit Facility (or other applicable share as provided herein) of such payment and shall wire advice of the amount of such credit to each Lendercontents thereof. Each payment to the Administrative Agent on account repayment or prepayment of the principal of or interest on the Swingline Loans or of any fee, commission or other amounts payable to the Swingline Lender shall be made in like manner, but for the account of the Swingline Lender. Each payment to the Administrative Agent of any Issuing Lender’s fees or L/C Participants’ commissions shall be made in like manner, but for the account of such Issuing Lender or the L/C Participants, as the case may be. Each payment to the Administrative Agent of the Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent and any amount payable to any Lender under Sections 5.9, 5.10, 5.11 or 12.3 shall be paid to the Administrative Agent for the account of the applicable Lender. Subject to the definition of Interest Period, if any payment under this Agreement shall be specified to be made upon a day which is not a Business Day, it shall be made on the next succeeding day which is a Business Day and such extension of time shall in such case be included in computing any interest if payable along with such payment. Notwithstanding the foregoing, if there exists a Defaulting Lender, each payment by the Borrower to such Defaulting Lender hereunder Borrowing shall be applied ratably to the Loans included in accordance the repaid or prepaid Borrowing. Repayments and prepayments shall be accompanied by (A) accrued interest to the extent required by Section 1.10 and (B) any payments due pursuant to Section 2.9. If the Borrower fails to make a timely selection of the Borrowing or Borrowings to be repaid or prepaid, such payment shall be applied, first, to pay any outstanding Base Rate Borrowings and, second, to other Borrowings in the order of the remaining duration of their respective Interest Periods (the Borrowing with Section 5.15(a)(iithe shortest remaining Interest Period to be repaid first).

Manner of Payment. Each payment The Borrower shall notify the Administrative Agent in writing (which notice may be by facsimile) of any repayment or prepayment hereunder (i) in the Borrower on account case of the principal repayment or prepayment of or interest a LIBO Rate Borrowing with an Interest Period not expiring on the Loans or date of any feepayment, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement shall be made not later than 4:00 2:00 p.m. (New York time) one Business Day before the date of repayment or prepayment, or (ii) in the case of repayment or prepayment of a LIBO Rate Borrowing with Interest Periods expiring on the date specified for payment under this Agreement of repayment or prepayment or a Base Rate Borrowing, not later than 1:00 p.m. (New York time) one Business Day before the date of repayment or prepayment. Each such notice shall be irrevocable and shall specify the repayment or prepayment date and the principal amount of each Borrowing or portion thereof to the Administrative Agent at the Administrative Agent’s Office for the account be repaid or prepaid; provided that, if a notice of repayment or prepayment is given in connection with a conditional notice of termination of the Lenders entitled Revolving Commitments as contemplated by Section 1.7, then such notice of repayment or prepayment may be revoked if such notice of termination is revoked in accordance with Section 1.7. Promptly following receipt of any such notice relating to such payment in Dollars, in immediately available funds and shall be made without any set off, counterclaim or deduction whatsoever. Any payment received after such time shall be deemed a payment on such date for the purposes of Section 10.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Upon receipt by the Administrative Agent of each such paymentBorrowing, the Administrative Agent shall distribute to each such Lender at its address for notices set forth herein its Commitment Percentage in respect advise the Lenders of the relevant Credit Facility (or other applicable share as provided herein) of Loans included in such payment and shall wire advice Borrowing of the amount of such credit to each Lendercontents thereof. Each payment to the Administrative Agent on account repayment or prepayment of the principal of or interest on the Swingline Loans or of any fee, commission or other amounts payable to the Swingline Lender shall be made in like manner, but for the account of the Swingline Lender. Each payment to the Administrative Agent of any Issuing Lender’s fees or L/C Participants’ commissions shall be made in like manner, but for the account of such Issuing Lender or the L/C Participants, as the case may be. Each payment to the Administrative Agent of the Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent and any amount payable to any Lender under Sections 5.9, 5.10, 5.11 or 12.3 shall be paid to the Administrative Agent for the account of the applicable Lender. Subject to the definition of Interest Period, if any payment under this Agreement shall be specified to be made upon a day which is not a Business Day, it shall be made on the next succeeding day which is a Business Day and such extension of time shall in such case be included in computing any interest if payable along with such payment. Notwithstanding the foregoing, if there exists a Defaulting Lender, each payment by the Borrower to such Defaulting Lender hereunder Borrowing shall be applied ratably to the Loans included in accordance the repaid or prepaid Borrowing. Repayments and prepayments shall be accompanied by (A) accrued interest to the extent required by Section 1.10 and (B) any payments due pursuant to Section 2.9. If the Borrower fails to make a timely selection of the Borrowing or Borrowings to be repaid or prepaid, such payment shall be applied, first, to pay any outstanding Base Rate Borrowings and, second, to other Borrowings in the order of the remaining duration of their respective Interest Periods (the Borrowing with Section 5.15(a)(iithe shortest remaining Interest Period to be repaid first).

Manner of Payment. Each payment Tenant shall pay all Rent as the same shall become due and payable under this Lease (a) in the case of Fixed Rent and recurring Additional Charges, by wire transfer of immediately available federal funds as directed by Landlord, and (b) in the case of all other sums, either by wire transfer as aforesaid or by check (subject to collection), in each case at the times provided herein without setoff or counterclaim. If Tenant pays Fixed Rent by wire transfer, then Tenant shall not be in default of Tenant’s obligation to pay any such Fixed Rent if and for so long as Tenant shall timely comply with Landlord’s wire instructions in connection with such payments. If Tenant shall have timely complied with Landlord’s instructions pertaining to a wire transfer, but the funds shall thereafter have been misdirected or not accounted for properly by the Borrower on account of recipient bank designated by Landlord, then the principal of or interest on same shall not relieve Tenant’s obligation to make the Loans or of any feepayment so wired, commission or other amounts (including but shall toll the Reimbursement Obligation) payable to the Lenders under this Agreement shall be made not later than 4:00 p.m. on the due date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent’s Office for the account of the Lenders entitled to such payment in Dollars, in immediately available until the wired funds and shall be made without any set off, counterclaim or deduction whatsoever. Any payment received after such time shall be deemed a payment on such date for the purposes of Section 10.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Daylocated. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each such Lender at its address for notices set forth herein its Commitment Percentage in respect of the relevant Credit Facility (or other applicable share as provided herein) of such payment and shall wire advice of the amount of such credit to each Lender. Each payment to the Administrative Agent on account of the principal of or interest on the Swingline Loans or of any fee, commission or other amounts payable to the Swingline Lender shall be made in like manner, but for the account of the Swingline Lender. Each payment to the Administrative Agent of any Issuing Lender’s fees or L/C Participants’ commissions shall be made in like manner, but for the account of such Issuing Lender or the L/C Participants, as the case may be. Each payment to the Administrative Agent of the Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent and any amount payable to any Lender under Sections 5.9, 5.10, 5.11 or 12.3 All Rent shall be paid in lawful money of the United States to Landlord at its office or such other place as Landlord may from time to time designate. If Tenant fails timely to pay any Rent, Tenant shall pay interest thereon from the date when such Rent became due to the Administrative Agent date of Landlord’s receipt thereof at the lesser of (i) the base rate from time to time announced by Citibank, N.A. (or if Citibank, N.A. shall not exist, such other major bank in New York, New York as shall be designated by Landlord in a notice to Tenant) to be in effect at its principal office in New York, New York (the “Base Rate”) plus 3% per annum and (ii) the maximum rate permitted by law. Any Additional Charges for which no due date is specified in this Lease shall be due and payable on the account thirtieth (30th) day after the date of Landlord’s invoice therefor. All bills, invoices and statements rendered to Tenant with respect to this Lease shall be binding and conclusive on Tenant subject to Section 7.13 hereof. Notwithstanding anything to the contrary contained in this Lease, Fixed Rent shall be due and payable on the first day of the applicable Lender. Subject month and failure to pay such Rent on or prior to the definition first day of Interest Period, if any payment month shall be considered a default under this Agreement Lease and interest shall be specified to be made upon a accrue as provided in this Section 3.07 from and after the first day which is not a Business Day, it shall be made on the next succeeding day which is a Business Day Rent becomes due and such extension of time shall in such case be included in computing any interest if payable along with such payment. Notwithstanding the foregoing, if there exists a Defaulting Lender, each payment by the Borrower to such Defaulting Lender hereunder shall be applied in accordance with Section 5.15(a)(ii)payable.

Manner of Payment. Each Lessee shall pay directly to the applicable taxing authority, prior to delinquency, all Taxes that are separately assessed against the Leased Premises, the Lessee Assets and the Additional Improvements, and, if requested by Lessor, shall promptly thereafter provide Lessor with evidence of such payment. Lessor shall be responsible for the payment by of all Taxes that are jointly assessed against the Borrower Lake Xxxxxxx Complex and the Leased Premises, the Lessee Assets and any Additional Improvements, and Lessee shall reimburse Lessor for Lessee’s reasonable share (allocated on account an equitable basis mutually acceptable to Lessor and Lessee) of the principal of or interest on the Loans or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement costs and expenses incurred by Lessor in paying such Taxes. Such reimbursement payments shall be made not later than 4:00 p.m. on by Lessee within 30 days after Lessor’s delivery to Lessee of the date specified for payment under this Agreement applicable tax xxxx or bills and a calculation of Lessee’s share of the tax reimbursement payments. Lessee may contest, at Lessee’s sole cost and expense, by appropriate proceedings diligently conducted in good faith in accordance with applicable Laws, the validity or amount of any Taxes or the valuation of the Leased Premises and/or the Lessee Assets and the Additional Improvements, but only to the Administrative Agent extent the foregoing are separately assessed, and Lessor shall reasonably cooperate with Lessee, at the Administrative AgentLessee’s Office for the account of the Lenders entitled to such payment in Dollarscost, in immediately available funds any such contest. Additionally, Lessee shall have the right to request that Lessor contest any Taxes that are jointly assessed against the Lake Xxxxxxx Complex and shall be made without any set off, counterclaim or deduction whatsoever. Any payment received after such time shall be deemed a payment on such date for the purposes of Section 10.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Upon receipt by the Administrative Agent of each such paymentLeased Premises, the Administrative Agent Lessee Assets and any Additional Improvements, and, if Lessor agrees in its reasonable discretion that such contest is necessary or desirable, Lessor shall distribute to each such Lender at its address for notices set forth herein its Commitment Percentage in respect of contest the relevant Credit Facility (validity or other applicable share as provided herein) of such payment and shall wire advice of the amount of such credit to each Lender. Each payment to Taxes or the Administrative Agent on account valuation of the principal Lake Xxxxxxx Complex; the cost of or interest any such contest by Lessor shall be allocated between Lessor and Lessee on a mutually acceptable, equitable basis. Taxes for the first and last years of the Term shall be prorated between the Parties based on the Swingline Loans or of any fee, commission or other amounts payable to the Swingline Lender shall be made in like manner, but for the account of the Swingline Lender. Each payment to the Administrative Agent of any Issuing Lender’s fees or L/C Participants’ commissions shall be made in like manner, but for the account portions of such Issuing Lender or the L/C Participants, as the case may be. Each payment to the Administrative Agent of the Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent and any amount payable to any Lender under Sections 5.9, 5.10, 5.11 or 12.3 shall be paid to the Administrative Agent for the account of years that are coincident with the applicable Lender. Subject to the definition of Interest Period, if any payment under this Agreement shall be specified to be made upon a day tax years and for which each applicable Party is not a Business Day, it shall be made on the next succeeding day which is a Business Day and such extension of time shall in such case be included in computing any interest if payable along with such payment. Notwithstanding the foregoing, if there exists a Defaulting Lender, each payment by the Borrower to such Defaulting Lender hereunder shall be applied in accordance with Section 5.15(a)(ii)responsible.

Manner of Payment. Each payment Upon notice by Lessees to Lessor, Lessor and Lessees shall use commercially reasonable efforts to cause the Premises and the Relevant Assets (including all Additional Improvements but excluding Shared Access Facilities and any SUMF Assets) to be separately assessed for purposes of Taxes as soon as reasonably practicable following the Commencement Date (to the extent allowed by applicable Law). During the Term but subject to the provisions of Section 6.1, Lessees shall pay all Taxes assessed directly against the Premises, the Relevant Assets and the Additional Improvements (but excluding the Shared Access Facilities and any SUMF Assets) directly to the applicable taxing authority prior to delinquency and shall promptly thereafter provide Lessor with evidence of such payment. Until such time as Lessor and Lessees can cause the Premises, the Relevant Assets and the Additional Improvements (but excluding the Shared Access Facilities and any SUMF Assets) to be separately assessed as provided above, Lessees shall reimburse Lessor, upon request, for any such Taxes paid by Lessor to the applicable taxing authorities (such reimbursement to be based upon the mutual agreement of the Lessor and Lessees as to the portion of such Taxes attributable to the Premises, the Relevant Assets and the Additional Improvements), subject to the terms of Section 6.1. The certificate issued or given by the Borrower on account appropriate officials authorized or designated by law to issue or give the same or to receive payment of such Taxes shall be prima facie evidence of the principal of or interest on the Loans or of any feeexistence, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement shall be made not later than 4:00 p.m. on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent’s Office for the account of the Lenders entitled to such payment in Dollars, in immediately available funds and shall be made without any set off, counterclaim or deduction whatsoever. Any payment received after such time shall be deemed a payment on such date for the purposes of Section 10.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each such Lender at its address for notices set forth herein its Commitment Percentage in respect of the relevant Credit Facility (or other applicable share as provided herein) of such payment nonpayment and shall wire advice of the amount of such credit to each LenderTaxes. Each payment Lessees may contest the validity or amount of any such Taxes or the valuation of the Premises and/or the Relevant Assets and the Additional Improvements (to the Administrative Agent on account extent any of the principal of or interest on the Swingline Loans or of any feeforegoing may be separately issued), commission or other amounts payable to the Swingline Lender shall be made at Lessees’ sole cost and expense, by appropriate proceedings, diligently conducted in like manner, but for the account of the Swingline Lender. Each payment to the Administrative Agent of any Issuing Lender’s fees or L/C Participants’ commissions shall be made in like manner, but for the account of such Issuing Lender or the L/C Participants, as the case may be. Each payment to the Administrative Agent of the Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent and any amount payable to any Lender under Sections 5.9, 5.10, 5.11 or 12.3 shall be paid to the Administrative Agent for the account of the applicable Lender. Subject to the definition of Interest Period, if any payment under this Agreement shall be specified to be made upon a day which is not a Business Day, it shall be made on the next succeeding day which is a Business Day and such extension of time shall in such case be included in computing any interest if payable along with such payment. Notwithstanding the foregoing, if there exists a Defaulting Lender, each payment by the Borrower to such Defaulting Lender hereunder shall be applied good faith in accordance with Section 5.15(a)(ii)applicable Law. If Lessees contest such items then Lessor shall cooperate with Lessees in any such contesting of the validity or amount of any such Taxes or the valuation of the Premises and/or the Relevant Assets and the Additional Improvements. Taxes for the first and last years of the Term shall be prorated between the Parties based on the portions of such years that are coincident with the applicable tax years and for which each applicable Party is responsible.

Manner of Payment. Each payment Lessor and Lessee shall use commercially reasonable efforts to cause the Premises and the Terminal (including all Terminal Facilities) to be separately assessed for purposes of Taxes as soon as reasonably practicable following the Commencement Date (to the extent allowed by applicable Law). During the Term, Lessee shall pay all Taxes assessed directly against the Premises, the Terminal and the Terminal Facilities directly to the applicable taxing authority prior to delinquency and shall promptly thereafter provide Lessor with evidence of such payment. In the event Lessor and Lessee are unable to cause the Premises, the Terminal and/or the Terminal Facilities to be separately assessed as provided above, Lessee shall pay or reimburse Lessor, upon request, for any such Taxes paid by Lessor to the applicable taxing authorities (the “Tax Reimbursement”). The Tax Reimbursement shall be equal to the total portion of such Taxes attributable to the Premises, Terminal and/or the Terminal Facilities, as determined in the reasonable discretion of Lessor, provided however, if the Premises are not rendered as a separate tax parcel the Tax Reimbursement as to the Premises shall equal the product of the total portion of Taxes relating to the combined land area of the Refinery and the Premises multiplied by a fraction, the numerator of which is the actual number of square feet of the Premises and the denominator of which is the total number of square feet of the combined land area of the Refinery and the Premises at the time of the assessment. The certificate issued or given by the Borrower on account appropriate officials authorized or designated by applicable Law to issue or give the same or to receive payment of such Taxes shall be prima facie evidence of the principal of or interest on the Loans or of any feeexistence, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement shall be made not later than 4:00 p.m. on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent’s Office for the account of the Lenders entitled to such payment in Dollars, in immediately available funds and shall be made without any set off, counterclaim or deduction whatsoever. Any payment received after such time shall be deemed a payment on such date for the purposes of Section 10.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each such Lender at its address for notices set forth herein its Commitment Percentage in respect of the relevant Credit Facility (or other applicable share as provided herein) of such payment nonpayment and shall wire advice of the amount of such credit to each LenderTaxes. Each payment to Lessee may contest the Administrative Agent on account validity or amount of any such Taxes or the valuation of the principal of or interest on Premises and/or the Swingline Loans or of any feeTerminal and the Terminal Facilities, commission or other amounts payable to the Swingline Lender shall be made at Lessee’s sole cost and expense, by appropriate proceedings, diligently conducted in like manner, but for the account of the Swingline Lender. Each payment to the Administrative Agent of any Issuing Lender’s fees or L/C Participants’ commissions shall be made in like manner, but for the account of such Issuing Lender or the L/C Participants, as the case may be. Each payment to the Administrative Agent of the Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent and any amount payable to any Lender under Sections 5.9, 5.10, 5.11 or 12.3 shall be paid to the Administrative Agent for the account of the applicable Lender. Subject to the definition of Interest Period, if any payment under this Agreement shall be specified to be made upon a day which is not a Business Day, it shall be made on the next succeeding day which is a Business Day and such extension of time shall in such case be included in computing any interest if payable along with such payment. Notwithstanding the foregoing, if there exists a Defaulting Lender, each payment by the Borrower to such Defaulting Lender hereunder shall be applied good faith in accordance with Section 5.15(a)(ii)applicable Law. If Lessee contests such items, then Lessor shall cooperate with Lessee in any such contesting of the validity or amount of any such Taxes or the valuation of the Premises and/or the Terminal and the Terminal Facilities. Taxes for the first and last years of the Term shall be prorated between the parties based on the portions of such years that are coincident with the applicable tax years and for which each applicable party is responsible.

Manner of Payment. Each Lessee shall pay directly to the applicable taxing authority, prior to delinquency, all Taxes that are separately assessed against the Leased Premises, the Lessee Assets and the Additional Improvements, and, if requested by Lessor, shall promptly thereafter provide Lessor with evidence of such payment. Lessor shall be responsible for the payment by of all Taxes that are jointly assessed against the Borrower Xxxxxxx City Complex and the Leased Premises, the Lessee Assets and any Additional Improvements, and Lessee shall reimburse Lessor for Lessee’s reasonable share (allocated on account an equitable basis mutually acceptable to Lessor and Lessee) of the principal of or interest on the Loans or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement costs and expenses incurred by Lessor in paying such Taxes. Such reimbursement payments shall be made not later than 4:00 p.m. on by Lessee within 30 days after Lessor’s delivery to Lessee of the date specified for payment under this Agreement applicable tax xxxx or bills and a calculation of Lessee’s share of the tax reimbursement payments. Lessee may contest, at Lessee’s sole cost and expense, by appropriate proceedings diligently conducted in good faith in accordance with applicable Laws, the validity or amount of any Taxes or the valuation of the Leased Premises and/or the Lessee Assets and the Additional Improvements, but only to the Administrative Agent extent the foregoing are separately assessed, and Lessor shall reasonably cooperate with Lessee, at the Administrative AgentLessee’s Office for the account of the Lenders entitled to such payment in Dollarscost, in immediately available funds any such contest. Additionally, Lessee shall have the right to request that Lessor contest any Taxes that are jointly assessed against the Xxxxxxx City Complex and shall be made without any set off, counterclaim or deduction whatsoever. Any payment received after such time shall be deemed a payment on such date for the purposes of Section 10.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Upon receipt by the Administrative Agent of each such paymentLeased Premises, the Administrative Agent Lessee Assets and any Additional Improvements, and, if Lessor agrees in its reasonable discretion that such contest is necessary or desirable, Lessor shall distribute to each such Lender at its address for notices set forth herein its Commitment Percentage in respect of contest the relevant Credit Facility (validity or other applicable share as provided herein) of such payment and shall wire advice of the amount of such credit to each Lender. Each payment to Taxes or the Administrative Agent on account valuation of the principal Xxxxxxx City Complex; the cost of or interest any such contest by Lessor shall be allocated between Lessor and Lessee on a mutually acceptable, equitable basis. Taxes for the first and last years of the Term shall be prorated between the Parties based on the Swingline Loans or of any fee, commission or other amounts payable to the Swingline Lender shall be made in like manner, but for the account of the Swingline Lender. Each payment to the Administrative Agent of any Issuing Lender’s fees or L/C Participants’ commissions shall be made in like manner, but for the account portions of such Issuing Lender or the L/C Participants, as the case may be. Each payment to the Administrative Agent of the Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent and any amount payable to any Lender under Sections 5.9, 5.10, 5.11 or 12.3 shall be paid to the Administrative Agent for the account of years that are coincident with the applicable Lender. Subject to the definition of Interest Period, if any payment under this Agreement shall be specified to be made upon a day tax years and for which each applicable Party is not a Business Day, it shall be made on the next succeeding day which is a Business Day and such extension of time shall in such case be included in computing any interest if payable along with such payment. Notwithstanding the foregoing, if there exists a Defaulting Lender, each payment by the Borrower to such Defaulting Lender hereunder shall be applied in accordance with Section 5.15(a)(ii)responsible.

Manner of Payment. Each payment by Landlord shall deliver to Tenant a statement showing the Borrower on account actual amount of the principal Real Property Taxes, if the actual amount is known, or Landlord's reasonable estimate of or interest on the Loans or of any feeReal Property Taxes, commission or other amounts (including if the Reimbursement Obligation) payable to the Lenders under this Agreement shall be made actual amount is not later than 4:00 p.m. on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent’s Office yet known, for the account of the Lenders entitled to such payment in DollarsBase Year and for each Comparison Year, in immediately available funds and shall be made without any set off, counterclaim or deduction whatsoever. Any payment received after such time shall be deemed a payment on such date for the purposes of Section 10.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each such Lender at its address for notices set forth herein its Commitment Percentage in respect of the relevant Credit Facility (or other applicable share as provided herein) of such payment and shall wire advice of the amount of Tenant's Share of the Real Property Taxes based on such credit statement. Landlord shall also deliver to Tenant a reasonably detailed statement showing Landlord's reasonable estimate of the Fuel Costs and Operating Expenses for the Base Year and for each LenderComparison Year and the amount of Tenant's Share of the Fuel Costs and Operating Expenses based on such estimate. Each Commencing on the Rent Commencement Date or, if such day is not the first day of a calendar month, commencing as of the first day of the first full calendar month after the Rent Commencement Date, and on or before the first day of each successive calendar month thereafter during the Lease Term, Tenant shall pay to Landlord, at the times and in the manner provided herein for the payment of Monthly Rent, one-twelfth (1/12) of Tenant's Share of any and all estimated Real Property Taxes and Fuel Costs and Operating Expenses as shown by Landlord's statement, except that the Tenant's Share of the Real Property Taxes and Fuel Costs and the Operating Expenses for the First Month and for the have been paid upon the execution of this Lease. The Real Property Taxes and Fuel Costs and the Operating Expenses for any period during the Lease Term which is for less than one (1) month shall be prorated based on the number of days in such month. If Landlord's statement is furnished after January 1 of a Comparison Year, then on or before the first day of the first calendar month following Tenant's receipt of Landlord's statement, in addition to the Administrative Agent monthly installment of Tenant's Share of any increases due on account that date, Tenant shall pay the amount of Tenant's Share of the principal of Real Property Taxes and Fuel Costs and Operating Expenses for each calendar month or interest on the Swingline Loans or of any fee, commission or other amounts payable to the Swingline Lender shall be made in like manner, but for the account of the Swingline Lender. Each payment to the Administrative Agent of any Issuing Lender’s fees or L/C Participants’ commissions shall be made in like manner, but for the account of such Issuing Lender or the L/C Participants, as the case may be. Each payment to the Administrative Agent of the Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent and any amount payable to any Lender under Sections 5.9, 5.10, 5.11 or 12.3 shall be paid to the Administrative Agent for the account of the applicable Lender. Subject to the definition of Interest Period, if any payment under this Agreement shall be specified to be made upon a day which is not a Business Day, it shall be made on the next succeeding day which is a Business Day and such extension of time shall fraction thereof that has already elapsed in such case be included in computing any interest if payable along with such payment. Notwithstanding the foregoing, if there exists a Defaulting Lender, each payment by the Borrower to such Defaulting Lender hereunder shall be applied in accordance with Section 5.15(a)(ii)Comparison Year.

Manner of Payment. Each payment Tenant shall pay all Rent as the same shall become due and payable under this Lease (i) in the case of Fixed Rent and Recurring Additional Charges, by wire transfer of immediately available federal funds as directed by Landlord, and (ii) in the Borrower case of all other sums, either by wire transfer as aforesaid or by check (subject to collection) drawn on account a bank that clears through The Clearing House Payments Company L.L.C., in each case at the times provided herein without notice or demand and without setoff or counterclaim except as otherwise expressly provided in this Lease. All Rent shall be paid in lawful money of the principal of United States to Landlord at its office or such other place as Landlord may from time to time designate. If Tenant fails timely to pay any Rent, Tenant shall pay interest on thereon from the Loans or of any fee, commission or other amounts (including the Reimbursement Obligation) payable date when such Rent became due to the Lenders date of Landlord’s receipt thereof at the Interest Rate. If Tenant fails to timely pay any Rent on 4 occasions within any rolling 365-day period, in addition to all other rights and remedies Landlord may have under this Agreement shall be made not later than 4:00 p.m. on Lease and the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent’s Office for the account of the Lenders entitled to such payment in Dollars, in immediately available funds and shall be made without any set off, counterclaim or deduction whatsoever. Any payment received after such time shall be deemed a payment on such date for the purposes of Section 10.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each such Lender at its address for notices set forth herein its Commitment Percentage in respect of the relevant Credit Facility (or other applicable share interest as provided herein) in the immediately preceding sentence, Tenant shall pay to Landlord, as Additional Charges, together with such 4th late payment of Rent (and any subsequent late payment of Rent within such payment and shall wire advice 365-day period), a fee in the amount of 4% of the amount of the late Rent payment in order to defray Landlord’s costs in connection with Tenant’s late payment of Rent. Tenant shall pay interest on such credit fee at the Interest Rate from the date the applicable late payment of Rent was due until the date of Landlord’s receipt of such fee.. Any Additional Charges for which no due date is specified in this Lease shall be due and payable on the 30th day after the date of invoice. Upon Tenant’s request, Landlord will provide Tenant with reasonable backup for any bills, invoices or statements relating to each Lender. Each payment Additional Charges rendered to Tenant pursuant to the Administrative Agent on account terms of the principal of or interest on the Swingline Loans or of any fee, commission or other amounts payable this Lease to the Swingline Lender extent such backup is available to Landlord or its Affiliates (it being agreed that Landlord shall be made in like manner, but for the account of the Swingline Lender. Each payment to the Administrative Agent of any Issuing Lender’s fees or L/C Participants’ commissions shall be made in like manner, but for the account of such Issuing Lender or the L/C Participants, as the case may be. Each payment to the Administrative Agent of the Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent maintain records and any amount payable to any Lender under Sections 5.9, 5.10, 5.11 or 12.3 shall be paid to the Administrative Agent for the account of the applicable Lender. Subject to the definition of Interest Period, if any payment under this Agreement shall be specified to be made upon a day which is not a Business Day, it shall be made on the next succeeding day which is a Business Day and such extension of time shall in such case be included in computing any interest if payable along with such payment. Notwithstanding the foregoing, if there exists a Defaulting Lender, each payment by the Borrower to such Defaulting Lender hereunder shall be applied in accordance with Section 5.15(a)(ii).appropriate

Manner of Payment. Each payment (a) Tenant shall pay all Rent as the same shall become due and payable under this Lease (a) in the case of Fixed Rent and Recurring Additional Charges, by the Borrower on account wire transfer of immediately available federal funds as directed in writing by Landlord (provided such initial direction, and any revised direction, have been delivered to Tenant at least 30 days in advance of the principal due date of or interest on the Loans or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement shall be made not later than 4:00 p.m. on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent’s Office for the account of the Lenders entitled to such payment in Dollars, in immediately available funds and shall be made without any set off, counterclaim or deduction whatsoever. Any payment received after such time shall be deemed a payment on such date for the purposes of Section 10.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Upon receipt by the Administrative Agent of each such payment, which may be delivered by incorporating such direction into an invoice), or by the Administrative Agent Automated Clearing House (ACH) system, and (b) in the case of all other sums, either by wire transfer by the Automated Clearing House (ACH) system as aforesaid or by check (subject to collection) drawn on a bank that clears through The Clearing House Payments Company L.L.C., in each case at the times provided herein without notice or demand (other than notices or demands that are expressly set forth in this Lease as a prerequisite for the item of Rent in question) and without setoff or counterclaim, except as expressly set forth in this Lease. All Rent shall distribute be paid in lawful money of the United States to each such Lender Landlord at its address for notices set forth herein its Commitment Percentage or such other place as Landlord may from time to time designate in respect of writing upon at least 30 days’ notice (which notice may be given by incorporating same into an invoice). If Tenant fails timely to pay any Rent, Tenant shall pay interest thereon from the relevant Credit Facility (or other applicable share as provided herein) of date when such payment and shall wire advice of the amount of such credit to each Lender. Each payment Rent became due to the Administrative Agent on account date of Landlord’s receipt thereof at the principal of or interest Interest Rate. Any Additional Charges for which no due date is specified in this Lease shall be due and payable on the Swingline Loans or 30th day after the date of any feeinvoice. All bills, commission or other amounts payable invoices and statements rendered to the Swingline Lender Tenant with respect to this Lease shall be made in like mannerbinding and conclusive on Tenant unless, but for the account within one year after receipt of the Swingline Lender. Each payment to the Administrative Agent of any Issuing Lender’s fees or L/C Participants’ commissions shall be made in like mannersame, but for the account of such Issuing Lender or the L/C Participants, as the case may be. Each payment to the Administrative Agent of the Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent and any amount payable to any Lender under Sections 5.9, 5.10, 5.11 or 12.3 shall be paid to the Administrative Agent for the account of the applicable Lender. Subject to the definition of Interest Period, if any payment under this Agreement shall be specified to be made upon a day which Tenant notifies Landlord that it is not a Business Day, it shall be made on the next succeeding day which is a Business Day and such extension of time shall in such case be included in computing any interest if payable along with such paymentdisputing same. Notwithstanding the foregoing, if there exists a Defaulting Lender, each payment as long as Tenant pays Rent by the Borrower to such Defaulting Lender hereunder shall be applied wire transfer in accordance with Section 5.15(a)(ii)Landlord’s instructions but the funds shall thereafter have been misdirected or not accounted for properly by the recipient bank designated by Landlord, then the same shall not relieve Tenant of its obligation to make the payment so wired; provided, that if and to the extent such funds were not accounted for properly by the recipient bank designated by Landlord, then the due date for such payment shall toll until the funds have been located and credited.

Manner of Payment. Each payment Lessee shall reimburse Lessor for any such Taxes paid by Lessor to the Borrower applicable taxing authorities on account demand, together with interest at the Post-Maturity Rate from the 10th Business Day following such demand (such reimbursement to be based upon the mutual agreement of the principal of or interest on the Loans or of any fee, commission or other amounts (including the Reimbursement Obligation) payable Lessor and Lessee as to the Lenders under this Agreement shall be made not later than 4:00 p.m. on the date specified for payment under this Agreement portion of such Taxes attributable to the Administrative Agent at the Administrative Agent’s Office for the account of the Lenders entitled to such payment in Dollars, in immediately available funds and shall be made without any set off, counterclaim or deduction whatsoever. Any payment received after such time shall be deemed a payment on such date for the purposes of Section 10.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Upon receipt by the Administrative Agent of each such paymentPremises, the Administrative Agent shall distribute Relevant Assets and the Additional Improvements). In the event that Lessee fails to each such Lender at pay its address for notices set forth herein its Commitment Percentage in respect of the relevant Credit Facility share (or other applicable share as provided hereinmutually determined by Lessor and Lessee) of such payment Taxes to Lessor in accordance with the provisions of this Section 6.2, Lessee shall reimburse Lessor all amounts paid by Lessor on Lessee’s behalf on demand following the date Lessor delivers to Lessee evidence of such payment. If Lessee objects to Lessor’s determination of the amount of Taxes allocated to the Premises and shall wire advice Relevant Assets and the Additional Improvements, then the determination of the amount of such credit allocation shall be submitted to each Lenderan accounting firm reasonably acceptable to both Lessor and Lessee. Each payment Lessee shall pay the cost of such determination by such accounting firm, unless the amount of taxes allocated to the Administrative Agent on account of Premises and Relevant Assets and the principal of or interest on Additional Improvements as determined by Lessor exceeds by more than 5% the Swingline Loans or of any feeamount determined by such firm, commission or other amounts payable to in which event the Swingline Lender shall be made in like manner, but for the account of the Swingline Lender. Each payment to the Administrative Agent of any Issuing Lender’s fees or L/C Participants’ commissions shall be made in like manner, but for the account cost of such Issuing Lender or the L/C Participants, as the case may be. Each payment to the Administrative Agent of the Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent and any amount payable to any Lender under Sections 5.9, 5.10, 5.11 or 12.3 determination by such accounting firm shall be paid by Lessor at its sole expense. The certificate issued or given by the appropriate officials authorized or designated by law to issue or give the same or to receive payment of such Taxes shall be prima facie evidence of the existence, payment, nonpayment and amount of such Taxes. Lessee may contest the validity or amount of any such Taxes or the valuation of the Premises and/or the Relevant Assets and the Additional Improvements (to the Administrative Agent for the account extent any of the applicable Lender. Subject to the definition of Interest Periodforegoing may be separately issued), if any payment under this Agreement shall be specified to be made upon a day which is not a Business Dayat Lessee’s sole cost and expense, it shall be made on the next succeeding day which is a Business Day and such extension of time shall by appropriate proceedings, diligently conducted in such case be included in computing any interest if payable along with such payment. Notwithstanding the foregoing, if there exists a Defaulting Lender, each payment by the Borrower to such Defaulting Lender hereunder shall be applied good faith in accordance with Section 5.15(a)(ii)Applicable Law, so long as no lien attaches prior to delinquency and no authority commences foreclosure proceedings. If either Party contests such items then the other Party shall cooperate with the contesting Party, at the contesting Party’s expense, in any such contesting of the validity or amount of any such Taxes or the valuation of the Premises and/or the Relevant Assets and the Additional Improvements. Taxes for the first and last years of the Term shall be prorated between the Parties based on the portions of such years that are coincident with the applicable tax years and for which each applicable Party is responsible. In the event Lessor fails to pay any Taxes related to the Premises, the Relevant Assets or the Additional Improvements to the extent Lessor is responsible for payment of the same on or before delinquency, then Lessee shall have the right to pay the same on Lessor’s account, and Lessor shall reimburse Lessee for such cost on demand, together with interest at the Post-Maturity Rate.

Manner of Payment. Each payment Tenant shall pay all Rent as the same shall become due and payable under this Lease (a) in the case of Fixed Rent and Recurring Additional Charges, by wire transfer of immediately available federal funds as directed in writing by Landlord, and (b) in the Borrower case of all other sums, either by wire transfer as aforesaid or by check (subject to collection) drawn on account a bank that clears through The Clearing House Payments Company L.L.C., in each case at the times provided herein without notice or demand and without setoff or counterclaim. All Rent shall be paid in lawful money of the principal of United States to Landlord at its office or such other place as Landlord may from time to time designate in writing. If Tenant fails timely to pay any Rent, Tenant shall pay interest on thereon from the Loans or of any fee, commission or other amounts (including the Reimbursement Obligation) payable date when such Rent became due to the Lenders date of Landlord’s receipt thereof at the Interest Rate. If Tenant fails to timely pay any installment of Fixed Rent or Recurring Additional Rent on 2 occasions within any rolling 365-day period, in addition to all other rights and remedies Landlord may have under this Agreement shall be made not later than 4:00 p.m. on Lease and the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent’s Office for the account of the Lenders entitled to such payment in Dollars, in immediately available funds and shall be made without any set off, counterclaim or deduction whatsoever. Any payment received after such time shall be deemed a payment on such date for the purposes of Section 10.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each such Lender at its address for notices set forth herein its Commitment Percentage in respect of the relevant Credit Facility (or other applicable share interest as provided herein) in the immediately preceding sentence, Tenant shall pay to Landlord, as Additional Charges, together with such 2nd late payment of Fixed Rent or Recurring Additional Rent (and any subsequent late payment of Fixed Rent or Recurring Additional Rent within any such payment and shall wire advice 365-day period), a fee in the amount of 2% of the amount of such credit the late Fixed Rent or Recurring Additional Rent payment in order to each Lenderdefray Landlord’s costs in connection with Tenant’s late payment of Fixed Rent or Recurring Additional Rent. Each payment to the Administrative Agent on account of the principal of or Tenant shall pay interest on such fee at the Swingline Loans Interest Rate from the date the applicable late payment of Fixed Rent or Recurring Additional Rent was due until the date of any Landlord’s receipt of such fee, commission or other amounts payable to the Swingline Lender . Any Additional Charges for which no due date is specified in this Lease shall be made in like manner, but for due and payable on the account 30th day after the date of the Swingline Lender. Each payment to the Administrative Agent of any Issuing Lender’s fees or L/C Participants’ commissions shall be made in like manner, but for the account of such Issuing Lender or the L/C Participants, as the case may be. Each payment to the Administrative Agent of the Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent and any amount payable to any Lender under Sections 5.9, 5.10, 5.11 or 12.3 shall be paid to the Administrative Agent for the account of the applicable Lenderinvoice. Subject to the definition foregoing, whenever this Lease shall provide that Landlord or Tenant shall pay the out-of-pocket costs of Interest Periodthe other party, the party seeking reimbursement of such out-of-pocket costs shall deliver to the requesting party bills, receipts, invoices or other reasonable supporting documentation reasonably evidencing such costs and, except to the extent such costs are incurred by Landlord following a default hereunder by Tenant or otherwise at the request of Tenant (e.g., if any payment under this Agreement shall be specified Tenant requests that Landlord reasonably cooperate with Tenant in connection with an amendment to be made upon a day which is not a Business Day, it shall be made on the next succeeding day which is a Business Day and such extension certificate of time shall in such case be included in computing any interest if payable along with such payment. Notwithstanding the foregoing, if there exists a Defaulting Lender, each payment by the Borrower to such Defaulting Lender hereunder shall be applied occupancy in accordance with Section 5.15(a)(ii1.04(c)), such out-of-pocket costs shall be commercially reasonable.

Manner of Payment. Each payment Lessee shall reimburse Lessor for any such Taxes paid by Lessor to the Borrower applicable taxing authorities on account demand, together with interest at the Post-Maturity Rate (such reimbursement to be based upon the mutual agreement of the principal of or interest on the Loans or of any fee, commission or other amounts (including the Reimbursement Obligation) payable Lessor and Lessee as to the Lenders under this Agreement shall be made not later than 4:00 p.m. on the date specified for payment under this Agreement portion of such Taxes attributable to the Administrative Agent at the Administrative Agent’s Office for the account of the Lenders entitled to such payment in Dollars, in immediately available funds and shall be made without any set off, counterclaim or deduction whatsoever. Any payment received after such time shall be deemed a payment on such date for the purposes of Section 10.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Upon receipt by the Administrative Agent of each such paymentPremises, the Administrative Agent shall distribute Relevant Assets and the Additional Improvements). In the event that Lessee fails to each such Lender at pay its address for notices set forth herein its Commitment Percentage in respect of the relevant Credit Facility share (or other applicable share as provided hereinmutually determined by Lessor and Lessee) of such payment Taxes to Lessor in accordance with the provisions of this Section 6.2, Lessee shall reimburse Lessor all amounts paid by Lessor on Lessee’s behalf on demand following the date Lessor delivers to Lessee evidence of such payment. If Lessee objects to Lessor’s determination of the amount of Taxes allocated to the Premises and shall wire advice Relevant Assets and the Additional Improvements, then the determination of the amount of such credit allocation shall be submitted to each Lenderan accounting firm reasonably acceptable to both Lessor and Lessee. Each payment Lessee shall pay the cost of such determination by such accounting firm, unless the amount of taxes allocated to the Administrative Agent on account of Premises and Relevant Assets and the principal of or interest on Additional Improvements as determined by Lessor exceeds by more than 5% the Swingline Loans or of any feeamount determined by such firm, commission or other amounts payable to in which event the Swingline Lender shall be made in like manner, but for the account of the Swingline Lender. Each payment to the Administrative Agent of any Issuing Lender’s fees or L/C Participants’ commissions shall be made in like manner, but for the account cost of such Issuing Lender or the L/C Participants, as the case may be. Each payment to the Administrative Agent of the Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent and any amount payable to any Lender under Sections 5.9, 5.10, 5.11 or 12.3 determination by such accounting firm shall be paid by Lessor at its sole expense. The certificate issued or given by the appropriate officials authorized or designated by law to issue or give the same or to receive payment of such Taxes shall be primа fаcie evidence of the existence, payment, nonpayment and amount of such Taxes. Lessee may contest the validity or amount of any such Taxes or the valuation of the Premises and/or the Relevant Assets and the Additional Improvements (to the Administrative Agent for the account extent any of the applicable Lender. Subject to the definition of Interest Periodforegoing may be separately issued), if any payment under this Agreement shall be specified to be made upon a day which is not a Business Dayat Lessee’s sole cost and expense, it shall be made on the next succeeding day which is a Business Day and such extension of time shall by appropriate proceedings, diligently conducted in such case be included in computing any interest if payable along with such payment. Notwithstanding the foregoing, if there exists a Defaulting Lender, each payment by the Borrower to such Defaulting Lender hereunder shall be applied good faith in accordance with Section 5.15(a)(ii).Applicable Law, so long as no lien attaches prior to delinquency and no authority commences foreclosure proceedings. If either Party contests such items then the other Party shall cooperate with the contesting Party, at the contesting Party’s expense, in any such contesting of the validity or amount of any such Taxes or the valuation of the Premises and/or the Relevant Assets and the Additional Improvements. Taxes for the first and last years of the Term shall be prorated between the Parties based on the portions of such years that are coincident with the applicable tax years and for which each applicable Party is responsible. In the event Lessor fails to pay any Taxes related to the Premises, the Relevant Assets or the Additional Improvements to the extent Lessor is responsible for payment of the same on or before delinquency, then Lessee shall have the right to pay the same on Lessor’s account, and Lessor shall reimburse Lessee for such cost on demand, together with interest at the Post-Maturity Rate. HOU03:1337014 - 11 -

Manner of Payment. Each payment Upon notice by the Borrower on account Relevant Asset Owner to the Related Refinery Owner, the Related Refinery Owner and the Relevant Asset Owner shall use commercially reasonable efforts to cause the Taxable Assets to be separately assessed for purposes of Taxes as soon as reasonably practicable following the Commencement Date (to the extent allowed by Applicable Law). During the Applicable Term but subject to the provisions of this Section 6.2, the Relevant Asset Owner shall pay all Taxes assessed directly against the Taxable Assets directly to the applicable taxing authority prior to delinquency and shall promptly thereafter provide the Related Refinery Owner with evidence of such payment. Until such time as the Related Refinery Owner and the Relevant Asset Owner can cause the Taxable Assets to be separately assessed as provided above, the Relevant Asset Owner shall reimburse the Related Refinery Owner, upon request, for any such Taxes paid by the Related Refinery Owner to the applicable taxing authorities (such reimbursement to be based upon the mutual agreement of the principal of or interest on Related Refinery Owner and the Loans or of any fee, commission or other amounts (including the Reimbursement Obligation) payable Relevant Asset Owner as to the Lenders under portion of such Taxes attributable to the Taxable Assets), subject to the terms of this Agreement Section 6.2. The certificate issued or given by the appropriate officials authorized or designated by law to issue or give the same or to receive payment of such Taxes shall be made not later than 4:00 p.m. on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent’s Office for the account prima facie evidence of the Lenders entitled to such payment in Dollarsexistence, in immediately available funds and shall be made without any set off, counterclaim or deduction whatsoever. Any payment received after such time shall be deemed a payment on such date for the purposes of Section 10.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each such Lender at its address for notices set forth herein its Commitment Percentage in respect of the relevant Credit Facility (or other applicable share as provided herein) of such payment nonpayment and shall wire advice of the amount of such credit to each LenderTaxes. Each payment The Relevant Asset Owner may contest the validity or amount of any such Taxes or the valuation of the Taxable Assets (to the Administrative Agent on account extent any of them may be separately issued), at the principal of or interest on the Swingline Loans or of any feeRelevant Asset Owner’s sole cost and expense, commission or other amounts payable to the Swingline Lender shall be made by appropriate proceedings, diligently conducted in like manner, but for the account of the Swingline Lender. Each payment to the Administrative Agent of any Issuing Lender’s fees or L/C Participants’ commissions shall be made in like manner, but for the account of such Issuing Lender or the L/C Participants, as the case may be. Each payment to the Administrative Agent of the Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent and any amount payable to any Lender under Sections 5.9, 5.10, 5.11 or 12.3 shall be paid to the Administrative Agent for the account of the applicable Lender. Subject to the definition of Interest Period, if any payment under this Agreement shall be specified to be made upon a day which is not a Business Day, it shall be made on the next succeeding day which is a Business Day and such extension of time shall in such case be included in computing any interest if payable along with such payment. Notwithstanding the foregoing, if there exists a Defaulting Lender, each payment by the Borrower to such Defaulting Lender hereunder shall be applied good faith in accordance with Section 5.15(a)(ii).Applicable Law. If the Relevant Asset Owner contests such items then the Related Refinery Owner shall cooperate with the Relevant Asset Owner in any such contesting of the validity or amount of any such Taxes or the valuation of the Taxable Assets. Taxes for the first and last years of the Applicable Term shall be prorated between the Related Refinery Owner and the Relevant Asset Owner based on the portions of such years that are coincident with the applicable tax years and for which each of them is responsible. Exhibit 10.30

Manner of Payment. Each payment Tenant shall pay all Rent as the same shall become due and payable under this Lease (a) in the case of Fixed Rent and recurring Additional Charges, by wire transfer of immediately available federal funds as directed by Landlord, and (b) in the case of all other sums, either by wire transfer as aforesaid or by check (subject to collection) drawn on a New York Clearing House Association member bank, in each case at the times provided herein without notice or demand and without setoff or counterclaim. If Landlord shall direct Tenant to pay Fixed Rent by wire transfer, then Tenant shall not be in default of Tenant's obligation to pay any such Fixed Rent if and for so long as Tenant shall timely comply with Landlord's wire instructions in connection with such payments. If Tenant shall have timely complied with Landlord's instructions pertaining to a wire transfer, but the funds shall thereafter have been misdirected or not accounted for properly by the Borrower on account of recipient bank designated by Landlord, then the principal of or interest on same shall not relieve Tenant's obligation to make the Loans or of any feepayment so wired, commission or other amounts (including but shall toll the Reimbursement Obligation) payable to the Lenders under this Agreement shall be made not later than 4:00 p.m. on the due date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent’s Office for the account of the Lenders entitled to such payment in Dollars, in immediately available until the wired funds and shall be made without any set off, counterclaim or deduction whatsoever. Any payment received after such time shall be deemed a payment on such date for the purposes of Section 10.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Daylocated. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each such Lender at its address for notices set forth herein its Commitment Percentage in respect of the relevant Credit Facility (or other applicable share as provided herein) of such payment and shall wire advice of the amount of such credit to each Lender. Each payment to the Administrative Agent on account of the principal of or interest on the Swingline Loans or of any fee, commission or other amounts payable to the Swingline Lender shall be made in like manner, but for the account of the Swingline Lender. Each payment to the Administrative Agent of any Issuing Lender’s fees or L/C Participants’ commissions shall be made in like manner, but for the account of such Issuing Lender or the L/C Participants, as the case may be. Each payment to the Administrative Agent of the Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent and any amount payable to any Lender under Sections 5.9, 5.10, 5.11 or 12.3 All Rent shall be paid in lawful money of the United States to Landlord at its office or such other place as Landlord may from time to time designate. If Tenant fails timely to pay any Rent, Tenant shall pay interest thereon from the date when such Rent became due to the Administrative Agent date of Landlord's receipt thereof at the lesser of (i) the base rate from time to time to announced by Citibank, N.A. (or if Citibank, N.A. shall not exist, such other major bank in New York, New York as shall be designated by Landlord in a notice to Tenant) to be in effect at its principal office in New York, New York (the "BASE RATE") plus 3% per annum or (ii) the maximum rate permitted by law. Any Additional Charges for which no due date is specified in this Lease shall be due and payable on the account 30th day after the date of Landlord's invoice therefor. All bills, invoices and statements rendered to Tenant with respect to this Lease shall be binding and conclusive on Tenant subject to Section 6.13 hereof. Notwithstanding anything to the contrary contained in this Lease, Rent shall be due and payable on the first day of the applicable Lender. Subject month and failure to pay such Rent on or prior to the definition first day of Interest Period, if any payment month shall be considered a default under this Agreement Lease and interest shall be specified to be made upon a accrue as provided in this SECTION 2.08 from and after the first day which is not a Business Day, it shall be made on the next succeeding day which is a Business Day Rent becomes due and such extension of time shall in such case be included in computing any interest if payable along with such payment. Notwithstanding the foregoing, if there exists a Defaulting Lender, each payment by the Borrower to such Defaulting Lender hereunder shall be applied in accordance with Section 5.15(a)(ii)payable.

Manner of Payment. Each payment by the Borrower on account Any indemnification of the principal of Shareholder ----------------- Indemnified Parties or interest on the Loans or of any fee, commission or other amounts (including the Reimbursement Obligation) payable Purchaser Indemnified Parties pursuant to the Lenders under this Agreement Section 8B shall be made not later than 4:00 p.m. on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent’s Office for the account effected by wire transfer of the Lenders entitled to such payment in Dollars, in immediately available funds and shall be made without any set off, counterclaim from one or deduction whatsoever. Any payment received after such time shall be deemed a payment on such date for the purposes of Section 10.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each such Lender at its address for notices set forth herein its Commitment Percentage in respect more of the relevant Credit Facility (or other applicable share as provided herein) of such payment and shall wire advice of the amount of such credit to each Lender. Each payment to the Administrative Agent on account of the principal of or interest on the Swingline Loans or of any fee, commission or other amounts payable to the Swingline Lender shall be made in like manner, but for the account of the Swingline Lender. Each payment to the Administrative Agent of any Issuing Lender’s fees or L/C Participants’ commissions shall be made in like manner, but for the account of such Issuing Lender Shareholders or the L/C ParticipantsPurchaser, as the case may be, to an account designated by any Shareholder Indemnified Party or Purchaser Indemnified Party, as the case may be, within 15 days after the determination thereof. Each payment Any such indemnification payments shall include interest at the Applicable Rate calculated on the basis of the actual number of days elapsed over 360, from the date any such Loss is suffered or sustained to the Administrative Agent date of payment. The amount of any Loss for which indemnification is provided pursuant to this Section 8B shall be net of any amounts actually recovered by the indemnified party under any source of contribution, reimbursement or indemnification whatsoever ("Reimbursement Source") including, without limitation, insurance policies, or amounts of net tax benefits actually realized, with respect to such Loss. The Company and the Purchaser shall use commercially reasonable best efforts to collect any benefits under any insurance polices; provided, that if any Shareholder Indemnified Party shall not have received the proceeds of any such insurance policies within 180 days of the Administrative Agent’s fees or expenses incurrence of the Losses, the Shareholder Indemnified Party may make a claim against the Shareholders for the entire amount of such Losses (subject to the limitations set forth in Section 8B(v); provided further, that, once any indemnification payment is made to any Shareholder Indemnified Party, the Shareholder Indemnified Party shall be made for the account of the Administrative Agent and required to either (x) direct that any amount payable proceeds to any Lender under Sections 5.9, 5.10, 5.11 or 12.3 shall be paid under such insurance policies or other Reimbursement Source with respect to the Administrative Agent Loss for which the account of the applicable Lender. Subject indemnification payment was made be paid directly to such Shareholder(s) or (y) reimburse, as and when any such insurance or other Reimbursement Source proceeds are received, such Shareholder(s) in an amount equal to the definition of Interest Period, if any insurance or other Reimbursement Source proceeds actually received by such Shareholder Indemnified Party with respect to the Loss for which the indemnification payment under this Agreement was made. Purchaser shall be specified have a duty to be made upon a day which is not a Business Day, it shall be made on mitigate its damages to the next succeeding day which is a Business Day and such extension of time shall in such case be included in computing any interest if payable along with such payment. Notwithstanding the foregoing, if there exists a Defaulting Lender, each payment extent required by the Borrower to such Defaulting Lender hereunder shall be applied in accordance with Section 5.15(a)(ii)applicable law.

Manner of Payment. Each payment by the Borrower on account of the principal of or interest on the Loans or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement shall be made not later than 4:00 p.m. on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent’s Office for the account of the Lenders entitled to such payment in Dollars, in immediately available funds and shall be made without any set off, counterclaim or deduction whatsoever. Any payment received after such time shall be deemed a payment on such date for the purposes of Section 10.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each such Lender at its address for notices set forth herein its Commitment Percentage in respect of the relevant Credit Facility (or other applicable share as provided herein) of such payment and shall wire advice of the amount of such credit to each Lender. Each payment to the Administrative Agent on account of the principal of or interest on the Swingline Loans or of any fee, commission or other amounts payable to the Swingline Lender All payments due hereunder shall be made in like manner----------------- United States dollars by check drawn on money center banks without any deduction or withholding for or on account of, but for the any taxes, duties, levies, fees or charges except those taxes or duties levied against AAI which are legally required to be withheld by OraPharma. All taxes levied on account of the Swingline Lender. Each payment to the Administrative Agent of any Issuing Lender’s fees or L/C Participants’ commissions shall be made in like manner, but for the account of such Issuing Lender or the L/C Participants, as the case may be. Each payment to the Administrative Agent of the Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent and any amount payable to any Lender under Sections 5.9, 5.10, 5.11 or 12.3 shall be paid to the Administrative Agent for the account of the applicable Lender. Subject to the definition of Interest Period, if any payment accruing to AAI under this Agreement which constitutes income to AAI shall be specified to be the obligation of AAI, and, if provision is made upon a day which is not a Business Dayin law or regulation for withholding, it such tax shall be made on deducted by OraPharma from any payment then due, OraPharma shall pay such tax to the next succeeding day proper taxing authority, and receipt for payment of the tax secured shall be promptly sent to AAI by OraPharma. However, AAI shall have the right to appeal to the appropriate tax authority any such withholding and payments of any such tax. Both parties acknowledge that certain bulk drug and/or excipient materials have been sourced by OraPharma and that OraPharma has contracted directly with Third Parties for such materials. Further, the cost of the materials may be subject to price discounts if ordered in sufficient quantity. If (a) OraPharma directly procures such raw materials to capture the price discount, or (b) AAI purchases bulk quantities at OraPharma's request (in which is a Business Day and case OraPharma shall pay to AAI the cost of the materials prior to AAI becoming obligated to make such extension of time shall in such case bulk purchase) then the Manufacturing Costs will be included in computing any interest if payable along with such payment. Notwithstanding the foregoing, if there exists a Defaulting Lender, each payment reduced accordingly as mutually agreed upon by the Borrower parties. After the Effective Date, AAI and OraPharma will take a physical inventory of all raw materials purchased by OraPharma and still remaining as raw material available for future production without modification. Such physical inventory will be adjusted to such Defaulting Lender hereunder reflect any OraPharma inventory used by AAI and billed to OraPharma in the period beginning with the first validation batch manufactured by AAI pursuant to ORAP 1006 through the date of the physical inventory, and thereafter, adjusted for any inventory rendered unusable due to shelf life or other issues not caused by AAI. AAI shall be applied provide OraPharma with a credit in accordance with Section 5.15(a)(ii).the amount of $[*] per Batch for each Batch manufactured until the value of the inventory is exhausted. --------------- * Confidential Treatment Requested -11-

Manner of Payment. Each payment by If the Borrower on account Company elects to purchase all or any ----------------- part of the principal Option Shares, including Option Shares held by one or more transferees, the Company shall pay for such shares by delivery of a cashier's or interest on the Loans certified check or wire transfer of any fee, commission or other amounts (including the Reimbursement Obligation) payable immediately available funds in an amount equal to the Lenders under this Agreement shall be made not later than 4:00 p.m. on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent’s Office for the account purchase price of the Lenders entitled Option Shares to such payment be repurchased; provided -------- that in Dollars, the event the Board determines in its good faith discretion that the Company is not in a position to pay in immediately available funds any or all of such repurchase price, the Company may pay for a portion of the repurchase price for such Option Shares (which portion shall in no event exceed the Fair Market Value of such Option Shares minus the Option Price (at the time such Option ----- Shares were issued upon exercise of Options) for such Option Shares) in the form of a subordinated promissory note of the Company. Such subordinated promissory note shall bear interest at the rate paid on the Company's senior debt obligations (or if the Company has no such senior debt, at the prime rate announced or published by Citibank, N.A. from time to time), shall have all principal and accrued interest due and payable on the fifth anniversary of the date of issuance and shall be made without subordinated on terms and conditions satisfactory to the holders of the Company's indebtedness for borrowed money. In addition, the Company may pay the purchase price for such shares by offsetting amounts outstanding under any set offindebtedness or obligations owed by you to the Company. If the Company assigns any part of its Repurchase Option, counterclaim or deduction whatsoever. Any payment received after such time shall be deemed a payment on such date for the purposes of Section 10.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent assignee shall distribute to each such Lender at its address pay for notices set forth herein its Commitment Percentage in respect of the relevant Credit Facility (or other applicable share as provided herein) that portion of such payment and shall Option Shares with a cashier's or certified check or wire advice transfer of the immediately available funds in an amount of such credit to each Lender. Each payment equal to the Administrative Agent on account of the principal of or interest on the Swingline Loans or of any fee, commission or other amounts payable to the Swingline Lender shall be made in like manner, but repurchase price for the account of the Swingline Lender. Each payment to the Administrative Agent of any Issuing Lender’s fees or L/C Participants’ commissions shall be made in like manner, but for the account of such Issuing Lender or the L/C Participants, as the case may be. Each payment to the Administrative Agent of the Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent and any amount payable to any Lender under Sections 5.9, 5.10, 5.11 or 12.3 shall be paid to the Administrative Agent for the account of the applicable Lender. Subject to the definition of Interest Period, if any payment under this Agreement shall be specified Option Shares to be made upon a day which is not a Business Day, it shall be made on the next succeeding day which is a Business Day and repurchased by such extension of time shall in such case be included in computing any interest if payable along with such payment. Notwithstanding the foregoing, if there exists a Defaulting Lender, each payment by the Borrower to such Defaulting Lender hereunder shall be applied in accordance with Section 5.15(a)(ii)assignee.

Manner of Payment. Each payment Tenant shall pay all Rent as the same shall become due and payable under this Lease (a) in the case of Fixed Rent and recurring Additional Charges, by wire transfer of immediately available federal funds as directed by Landlord, and (b) in the Borrower case of all other sums, either by wire transfer as aforesaid or by check (subject to collection) drawn on account of a New York Clearing House Association member bank, in each case at the principal of times provided herein without notice or interest on the Loans demand and without setoff or of any fee, commission or other amounts (including the Reimbursement Obligation) payable counterclaim except as herein expressly provided to the Lenders under this Agreement contrary. If Landlord shall direct Tenant to pay Fixed Rent by wire transfer, then Tenant shall not be made not later than 4:00 p.m. on the date specified in default of Tenant's obligation to pay any such Fixed Rent if and for payment under this Agreement to the Administrative Agent at the Administrative Agent’s Office for the account of the Lenders entitled to so long as Tenant shall timely comply with Landlord's wire instructions in connection with such payment in Dollars, in immediately available funds and shall be made without any set off, counterclaim or deduction whatsoeverpayments. Any payment received after such time shall be deemed a payment on such date for the purposes of Section 10.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each such Lender at its address for notices set forth herein its Commitment Percentage in respect of the relevant Credit Facility (or other applicable share as provided herein) of such payment and shall wire advice of the amount of such credit to each Lender. Each payment to the Administrative Agent on account of the principal of or interest on the Swingline Loans or of any fee, commission or other amounts payable to the Swingline Lender shall be made in like manner, but for the account of the Swingline Lender. Each payment to the Administrative Agent of any Issuing Lender’s fees or L/C Participants’ commissions shall be made in like manner, but for the account of such Issuing Lender or the L/C Participants, as the case may be. Each payment to the Administrative Agent of the Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent and any amount payable to any Lender under Sections 5.9, 5.10, 5.11 or 12.3 All Rent shall be paid in lawful money of the United States to Landlord at its office or such other place in the United States as Landlord may from time to time designate. If Tenant fails timely to pay any Rent, Tenant shall pay interest thereon from the date when such Rent became due to the Administrative Agent for date of Landlord's receipt thereof at the account lesser of (i) the applicable Lender. Subject base rate from time to the definition of Interest Periodtime announced by Citibank, N.A. (or if any payment under this Agreement Citibank, N.A. shall not exist, such other major bank in New York, New York as shall be specified designated by Landlord in a notice to Tenant) to be made upon a day in effect at its principal office in New York, New York (the "Base Rate") plus 3% per annum or (ii) the maximum rate permitted by law. Any Additional Charges for which no due date is not a Business Day, it specified in this Lease shall be made due and payable on the next succeeding 30th day which is a Business Day after the date of Landlord's invoice therefor. All bills, invoices and such extension of time shall in such case be included in computing any interest if payable along statements rendered to Tenant with such payment. Notwithstanding the foregoing, if there exists a Defaulting Lender, each payment by the Borrower respect to such Defaulting Lender hereunder this Lease shall be applied in accordance with binding and conclusive on Tenant subject to Section 5.15(a)(ii).7.13

Manner of Payment. Each payment by the Borrower on account of the principal of or interest on the Loans or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement shall be made not later than 4:00 p.m. on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent’s Office for the account of the Lenders entitled to such payment in Dollars, in immediately available funds and shall be made without any set off, counterclaim or deduction whatsoever. Any payment received after such time shall be deemed a payment on such date for the purposes of Section 10.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each such Lender at its address for notices set forth herein its Commitment Percentage in respect of the relevant Credit Facility (or other applicable share as provided herein) of such payment and shall wire advice of the amount of such credit to each Lender. Each payment to the Administrative Agent on account of the principal of or interest on the Swingline Loans or of any fee, commission or other amounts payable to the Swingline Lender All payments due hereunder shall be made in like manner----------------- United States dollars by check drawn on money center banks without any deduction or withholding for or on account of, but for the any taxes, duties, levies, fees or charges except those taxes or duties levied against AAI which are legally required to be withheld by OraPharma. All taxes levied on account of the Swingline Lender. Each payment to the Administrative Agent of any Issuing Lender’s fees or L/C Participants’ commissions shall be made in like manner, but for the account of such Issuing Lender or the L/C Participants, as the case may be. Each payment to the Administrative Agent of the Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent and any amount payable to any Lender under Sections 5.9, 5.10, 5.11 or 12.3 shall be paid to the Administrative Agent for the account of the applicable Lender. Subject to the definition of Interest Period, if any payment accruing to AAI under this Agreement which constitutes income to AAI shall be specified to be the obligation of AAI, and, if provision is made upon a day which is not a Business Dayin law or regulation for withholding, it such tax shall be made on deducted by OraPharma from any payment then due, OraPharma shall pay such tax to the next succeeding day proper taxing authority, and receipt for payment of the tax secured shall be promptly sent to AAI by OraPharma. However, AAI shall have the right to appeal to the appropriate tax authority any such withholding and payments of any such tax. Both parties acknowledge that certain bulk drug and/or excipient materials have been sourced by OraPharma and that OraPharma has contracted directly with Third Parties for such materials. Further, the cost of the materials may be subject to price discounts if ordered in sufficient quantity. If (a) OraPharma directly procures such raw materials to capture the price discount, or (b) AAI purchases bulk quantities at OraPharma's request (in which is a Business Day and case OraPharma shall pay to AAI the cost of the materials prior to AAI becoming obligated to make such extension of time shall in such case bulk purchase) then the Manufacturing Costs will be included in computing any interest if payable along with such payment. Notwithstanding the foregoing, if there exists a Defaulting Lender, each payment reduced accordingly as mutually agreed upon by the Borrower parties. After the Effective Date, AAI and OraPharma will take a physical inventory of all raw materials purchased by OraPharma and still remaining as raw material available for future production without modification. Such physical inventory will be adjusted to such Defaulting Lender hereunder reflect any OraPharma inventory used by AAI and billed to OraPharma in the period beginning with the first validation batch manufactured by AAI pursuant to ORAP 1006 through the date of the physical inventory, and thereafter, adjusted for any inventory rendered unusable due to shelf life or other issues not caused by AAI.. AAI shall be applied provide OraPharma with a credit in accordance with Section 5.15(a)(ii).the amount of $[*] per Batch for each Batch manufactured until the value of the inventory is exhausted. --------------- * Confidential Treatment Requested -11-

Manner of Payment. Each payment by On or before December 31, 1988 and ----------------- December 31 of each subsequent calendar year during the Borrower on account Term, or as soon thereafter as practicable, Landlord shall furnish to Tenant an itemized statement setting forth the Estimated Increased Operating Expenses. On the first day of each calendar month during the ensuing calendar year, Tenant shall pay in advance one-twelfth (1/12th) of Tenant's Share of the principal Estimated Increased Operating Expenses; provided, however, that if such notice is not given in December, Tenant shall continue to pay one-twelfth (1/12th) of Tenant's Share of the Estimated Increased Operating Expenses of the previous calendar year until the month after such statement is given. Within one hundred twenty (120) days after the end of each calendar year during the Term or interest as soon thereafter as practicable, Landlord shall furnish to Tenant a statement of Tenant's Share of the actual increase or decrease in Operating Expenses for such calendar year above or below the Base Year Operating Expenses. If Tenant's Share of Estimated Increased Operating Expenses paid by Tenant during such calendar year is less than Tenant's Share of the actual increase in Operating Expenses for such period over the Base Year Operating Expenses as shown on Landlord's statement, then Tenant shall pay the Loans or difference to Landlord within ten (10) days after the date of any feeLandlord's statement. If Tenant's Share of Estimated Increased Operating Expenses paid by Tenant during such calendar year is more than Tenant's Share of the actual increase in Operating Expenses for such period over the Base Year Operating Expenses as shown on such statement, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement then Tenant shall be made not later than 4:00 p.m. allowed a credit on the date specified future payments of Tenant's Share of Estimated Increased Operating Expenses for payment under this Agreement to the Administrative Agent at the Administrative Agent’s Office for the account of the Lenders entitled to such payment in Dollars, in immediately available funds and shall be made without any set off, counterclaim or deduction whatsoever. Any payment received after such time shall be deemed a payment on such date for the purposes of Section 10.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each such Lender at its address for notices set forth herein its Commitment Percentage in respect of the relevant Credit Facility (or other applicable share as provided herein) of such payment and shall wire advice of the amount of such credit to each Lender. Each payment excess, or, if the statement is given by Landlord with respect to the Administrative Agent on account calendar year in which the Term expires, Landlord shall pay such excess to Tenant together with such statement. Landlord's statements of Operating Expenses, including Operating Expenses for the Base Year, shall be prepared and certified to be correct by an officer or principal of or interest on the Swingline Loans or of any feeLandlord, commission or other amounts payable to the Swingline Lender shall be made in like manner, but for the account of the Swingline Lender. Each payment to the Administrative Agent of any Issuing Lender’s fees or L/C Participants’ commissions shall be made in like manner, but for the account of such Issuing Lender or the L/C Participants, as the case may be. Each payment to the Administrative Agent of the Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent and any amount payable to any Lender under Sections 5.9, 5.10, 5.11 or 12.3 shall be paid to the Administrative Agent for the account of the applicable Lender. Subject to the definition of Interest Period, if any payment under this Agreement shall be specified to be made upon a day which is not a Business Day, it shall be made on the next succeeding day which is a Business Day and such extension of time shall in such case be included in computing any interest if payable along with such payment. Notwithstanding the foregoing, if there exists a Defaulting Lender, each payment by the Borrower to such Defaulting Lender hereunder shall be applied prepared in accordance with Section 5.15(a)(ii)acceptable accounting principles, and shall be binding and conclusive on the parties.

Manner of Payment. Each payment Tenant shall pay all Rent as the same shall become due and payable under this Lease (a) in the case of Fixed Rent and Recurring Additional Charges, by wire transfer of immediately available federal funds as directed in writing by Landlord, and (b) in the Borrower case of all other sums, either by wire transfer as aforesaid or by check (subject to collection) drawn on account a bank that clears through The Clearing House Payments Company L.L.C., in each case at the times provided herein without notice or demand and without setoff or counterclaim. All Rent shall be paid in lawful money of the principal of United States to Landlord at its office or such other place as Landlord may from time to time designate in writing. If Tenant fails timely to pay any Rent, Tenant shall pay interest on thereon from the Loans or of any fee, commission or other amounts (including the Reimbursement Obligation) payable date when such Rent became due to the Lenders date of Landlord’s receipt thereof at the Interest Rate. If Tenant fails to timely pay any installment of Fixed Rent or Recurring Additional Rent on 2 occasions within any rolling 365-day period, in addition to all other rights and remedies Landlord may have under this Agreement shall be made not later than 4:00 p.m. on Lease and the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent’s Office for the account of the Lenders entitled to such payment in Dollars, in immediately available funds and shall be made without any set off, counterclaim or deduction whatsoever. Any payment received after such time shall be deemed a payment on such date for the purposes of Section 10.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each such Lender at its address for notices set forth herein its Commitment Percentage in respect of the relevant Credit Facility (or other applicable share interest as provided herein) in the immediately preceding sentence, Tenant shall pay to Landlord, as Additional Charges, together with such 2nd late payment of Fixed Rent or Recurring Additional Rent (and any subsequent late payment of Fixed Rent or Recurring Additional Rent within any such payment and shall wire advice 365-day period), a fee in the amount of 2% of the amount of such credit the late Fixed Rent or Recurring Additional Rent payment in order to each Lenderdefray Landlord’s costs in connection with Tenant’s late payment of Fixed Rent or Recurring Additional Rent. Each payment to the Administrative Agent on account of the principal of or Tenant shall pay interest on such fee at the Swingline Loans Interest Rate from the date the applicable late payment of Fixed Rent or Recurring Additional Rent was due until the date of any Landlord’s receipt of such fee, commission or other amounts payable to the Swingline Lender . Any Additional Charges for which no due date is specified in this Lease shall be made in like manner, but for due and payable on the account 30th day after the date of the Swingline Lender. Each payment to the Administrative Agent of any Issuing Lender’s fees or L/C Participants’ commissions shall be made in like manner, but for the account of such Issuing Lender or the L/C Participants, as the case may be. Each payment to the Administrative Agent of the Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent and any amount payable to any Lender under Sections 5.9, 5.10, 5.11 or 12.3 shall be paid to the Administrative Agent for the account of the applicable Lenderinvoice. Subject to the definition of Interest Period, if any payment under this Agreement shall be specified to be made upon a day which is not a Business Day, it shall be made on the next succeeding day which is a Business Day and such extension of time shall in such case be included in computing any interest if payable along with such payment. Notwithstanding the foregoing, if there exists a Defaulting Lenderwhenever this Lease shall provide that Landlord or Tenant shall pay the out-of-pocket costs of the other party, each payment by the Borrower party seeking reimbursement of such out-of-pocket costs shall deliver to the requesting party bills, receipts, invoices or other reasonable supporting documentation reasonably evidencing such Defaulting Lender hereunder shall be applied in accordance with Section 5.15(a)(ii)costs.