Common use of Maximum Interest Clause in Contracts

Maximum Interest. Regardless of any provision contained in this Agreement or any of the Loan Documents, in no event shall the aggregate of all amounts that are contracted for, charged or collected pursuant to the terms of this Agreement, the Note or any of the Loan Documents, and that are deemed interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency whatsoever, shall entitle Bank to charge or receive, or to require Borrower to pay, interest or any amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as "Interest") in excess of the Maximum Rate, and all provisions hereof or in any Loan Document which may purport to require Borrower to pay Interest exceeding the Maximum Rate shall be without binding force or effect to the extent only of the excess of Interest over such Maximum Rate. Any Interest charged or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, at the option of Bank, either be applied to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interest, and no such interest will be collected by Bank. All monies paid to Bank hereunder or under any of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Bank, all interest at any time contracted for, charged or received from Borrower in connection with this Agreement shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of the Obligations. Borrower and Bank shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest; and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section shall be deemed to be incorporated into the Note and each Loan Document (whether or not any provision of this Section is referred to therein).

Maximum Interest. Regardless It is the intention of the parties hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of the Borrower to the Administrative Agent and each Lender under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to the Administrative Agent or such Lender limiting rates of interest which may be charged or collected by the Administrative Agent or such Lender. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any provision contained other jurisdiction whose laws may be mandatorily applicable) with respect to the Administrative Agent or a Lender then, in that event, notwithstanding anything to the contrary in this Agreement or any Agreement, it is agreed as follows: (a) the provisions of the Loan Documents, in no event this Section shall govern and control; (b) the aggregate of all amounts that are contracted for, charged or collected pursuant to the terms of this Agreement, the Note or any of the Loan Documents, and that are deemed consideration which constitutes interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency whatsoever, shall entitle Bank to charge or receive, or to require Borrower to pay, interest or any amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as "Interest") in excess of the Maximum Rate, and all provisions hereof or in any Loan Document which may purport to require Borrower to pay Interest exceeding the Maximum Rate shall be without binding force or effect to the extent only of the excess of Interest over such Maximum Rate. Any Interest charged or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, at the option of Bank, either be applied to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interest, and no such interest will be collected by Bank. All monies paid to Bank hereunder or under any of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants applicable law that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been is contracted for, charged or received by Bankunder this Agreement, all interest at or under any time contracted for, charged of the other aforesaid agreements or received from Borrower otherwise in connection with this Agreement by the Administrative Agent or such Lender shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender herein called the “Highest Lawful Rate”), and any excess shall be credited to the Borrower by the Administrative Agent or such Lender (or, if such consideration shall have been paid in full, such excess refunded to the Borrower); (c) all sums paid, or agreed to be paid, to the Administrative Agent or such Lender for the use, forbearance and detention of the Indebtedness of the Borrower to the Administrative Agent or such Lender hereunder shall, to the extent permitted by Applicable Lawapplicable law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such Indebtedness until payment in full so that the Obligationsactual rate of interest is uniform throughout the full term thereof; and (d) if at any time the interest provided pursuant to Section 3.2 together with any other fees payable pursuant to this Agreement and the other Loan Documents and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to the Administrative Agent or such Lender pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to the Administrative Agent or such Lender pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to the Administrative Agent or such Lender if a varying rate per annum equal to the interest provided pursuant to Section 3.2 had at all times been in effect, plus the amount of fees which would have been received but for the effect of this Section. Borrower and Bank shallFor purposes of Section 303.201 of the Texas Finance Code, as amended, to the maximum extent, if any, applicable to the Administrative Agent or a Lender, the Borrower agrees that the Highest Lawful Rate shall be the “indicated (weekly) rate ceiling” as defined in said Section, provided that the Administrative Agent or such Lender may also rely, to the extent permitted by applicable laws, on alternative maximum rates of interest under Applicable Law, (i) characterize any non-principal payment as an expense, fee other laws applicable to the Administrative Agent or premium rather than as Interest; and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section shall be deemed to be incorporated into the Note and each Loan Document (whether or not any provision of this Section is referred to therein)such Lender if greater.

Maximum Interest. Regardless of Notwithstanding any provision contained in this Agreement or any of the Loan Documents, in no event shall the aggregate of all amounts that are contracted for, charged or collected pursuant to the terms of this Agreement, the Note or any of the Loan Documents, and that are deemed interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement contrary contained herein or in any other Loan Document, Lender shall not collect a rate of the Loan Documents interest on any obligation or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment liability due and owing by Borrower of any of the Obligations or the occurrence of any contingency whatsoever, shall entitle Bank to charge or receive, or to require Borrower to pay, interest or any amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as "Interest") Lender in excess of the Maximum Ratemaximum contract rate of interest permitted by applicable law (such excess referred to as "Excess Interest"). Lender and Borrower agree that the interest laws of the State of Arizona shall govern the relationship among them and understand and believe that the transactions contemplated by the Loan Documents comply with the usury laws of the State of Arizona, but in the event of a final adjudication to the contrary, Borrower shall be obligated to pay, nunc pro tunc, to Lender only such interest as then shall be permitted by the laws of the state found to govern the contract relationship between Lender and all provisions hereof Borrower. If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Loan Agreement or any other Loan Document which may purport to require Document, then in such event (i) Borrower shall not be obligated to pay such Excess Interest, (ii) any Excess Interest exceeding the Maximum Rate collected by Lender shall be without binding force or effect be, at Lender's option, (A) applied to the extent only of the excess of Interest over Principal Balance in such Maximum Rate. Any Interest charged manner as Lender may elect or received to accrued and unpaid interest not in excess of the maximum rate permitted by applicable law (the "Maximum Rate") or (B) refunded to the payor thereof, (iii) the interest rates provided for herein (the "Stated Rate") shall be automatically reduced to the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, at the option of Bank, either be applied to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interest, and no such interest will be collected by Bank. All monies paid to Bank hereunder or under any of the Loan Documents shall be subject deemed to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excesshave been, and shall be, modified to reflect such reduction and (iiiv) Borrower shall not seek or pursue have any other remedy, legal or equitable, action against Bank, based in whole or in part upon contracting for, charging or receiving Lender for any Interest in excess damages arising out of the Maximum Rate. For the purpose payment or collection of determining whether or not any such Excess has been contracted for, charged or received by Bank, all interest at any time contracted for, charged or received from Borrower in connection with this Agreement shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of the Obligations. Borrower and Bank shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest; and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section shall be deemed to be incorporated into the Note and each Loan Document (whether or not any provision of this Section is referred to therein).provided,

Maximum Interest. Regardless of any provision contained in this Agreement or any It is the intention of the Loan Documentsparties hereto to conform strictly to applicable usury laws and, in no event shall the aggregate of all amounts that are contracted for, charged or collected pursuant to the terms of this Agreement, the Note or any of the Loan Documents, and that are deemed interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement anything herein or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any other Loan Document or to the prepayment by Borrower contrary notwithstanding, the obligations of any of the Obligations or the occurrence of any contingency whatsoever, shall entitle Bank to charge or receive, or to require Borrower to pay, interest or any amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as "Interest") in excess of Lender under this Agreement and the Maximum Rate, and all provisions hereof or in any Loan Document which may purport to require Borrower to pay Interest exceeding the Maximum Rate shall be without binding force or effect to the extent only of the excess of Interest over such Maximum Rate. Any Interest charged or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, at the option of Bank, either be applied to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interest, and no such interest will be collected by Bank. All monies paid to Bank hereunder or under any of the other Loan Documents shall be subject to any rebate the limitation that payments of unearned interest as and shall not be required to the extent required that receipt or charging thereof would be contrary to provisions of law applicable to Lender limiting rates of interest which may be charged or collected by Applicable LawLender. By Accordingly, if the execution transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to Lender, then, in that event, notwithstanding anything to the contrary in this Agreement or the other Loan Documents, it is agreed as follows: (a) the provisions of this Agreement, Borrower covenants that Section shall govern and control; (ib) the credit or return aggregate of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been all consideration which constitutes interest under applicable law that is contracted for, charged or received by Bankunder this Agreement and the other Loan Documents, all interest at or under any time contracted for, charged of the other aforesaid agreements or received from Borrower otherwise in connection with this Agreement by Lender shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to Lender herein called the "Highest Lawful Rate"), and any excess shall be credited to Borrower by Lender (or, if such consideration shall have been paid in full, such excess refunded to Borrower); (c) all sums paid, or agreed to be paid, to Lender for the use, forbearance and detention of the amounts owed under this Agreement by Borrower to Lender hereunder shall, to the extent permitted by Applicable Lawapplicable law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such amounts owed under this Agreement and the Obligations. Borrower and Bank shall, to other Loan Documents until payment in full so that the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interestactual rate of interest is uniform throughout the full term thereof; and (iid) exclude voluntary prepayments if at any time the interest provided pursuant to this Agreement together with any other fees payable pursuant to this Agreement and the effects thereof. The provisions other Loan Documents and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest, swap breakage, and any such fees to accrue to Lender pursuant to this Section Agreement and the other Loan Documents shall be limited, notwithstanding anything to the contrary in this Agreement or in any other Loan Document to that amount which would have accrued at the Highest Lawful Rate, but any reductions in the interest otherwise provided pursuant to this Agreement, as applicable, shall be carried forward and collected in periods in which the amount of interest accruing otherwise pursuant to this Agreement shall be less than the Highest Lawful Rate until the total amount of interest (including such fees deemed to be incorporated into interest) accrued pursuant to this Agreement and the Note and each other Loan Document (whether or not any provision Documents equals the amount of interest which would have accrued to Lender if a varying rate per annum equal to the Coupon Interest Rate had at all times been in effect, plus the amount of fees which would have been received but for the effect of this Section is referred to therein)Section.

Maximum Interest. Regardless It is expressly stipulated and agreed to be the intent of any provision contained in this Agreement Borrower and Bank at all times to comply strictly with the applicable Texas law governing the maximum rate or amount of interest payable on the indebtedness evidenced by the Note or any Loan Document, and the Related Indebtedness (or applicable United States federal law to the extent that it permits Bank to contract for, charge, take, reserve or receive a greater amount of interest than under Texas law). If the applicable law is ever judicially interpreted so as to render usurious any amount (a) contracted for, charged, taken, reserved or received pursuant to the Note, any of the other Loan Documents or any other communication or writing by or between Borrower and Bank related to the transaction or transactions that are the subject matter of the Loan Documents, in no event shall the aggregate of all amounts that are (b) contracted for, charged charged, taken, reserved or collected received by reason of Bank’s exercise of the option to accelerate the maturity of the Note and/or any and all indebtedness paid or payable by Borrower to Bank pursuant to the terms of this Agreement, the Note or any of the Loan Documents, and that are deemed interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document other than the Note (such other indebtedness being referred to in this Section as the “Related Indebtedness”), or the (c) Borrower will have paid or Bank will have received by reason of any prepayment by Borrower of any the Note and/or the Related Indebtedness, then it is Borrower’s and Bank’s express intent that all amounts charged in excess of the Obligations Maximum Rate shall be automatically canceled, ab initio, and all amounts in excess of the Maximum Rate theretofore collected by Bank shall be credited on the principal balance of the Note and/or the Related Indebtedness (or, if the Note and the Related Indebtedness have been or would thereby be paid in full, refunded to Borrower), and the occurrence provisions of the Note and the other Loan Documents shall immediately be deemed reformed and the amounts thereafter collectible hereunder and thereunder reduced, without the necessity of the execution of any contingency whatsoevernew document, shall entitle so as to comply with the applicable law, but so as to permit the recovery of the fullest amount otherwise called for hereunder and thereunder; provided, however, if the Note has been paid in full before the end of the stated term of the Note, then Borrower and Bank to charge agree that Bank shall, with reasonable promptness after Bank discovers or receive, or to require is advised by Borrower to pay, that interest or any amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as "Interest") was received in an amount in excess of the Maximum Rate, and all provisions hereof or in either refund such excess interest to Borrower and/or credit such excess interest against the Note and/or any Loan Document which may purport to require Related Indebtedness then owing by Borrower to pay Interest exceeding the Maximum Rate Bank. Borrower hereby agrees that as a condition precedent to any claim or counterclaim (in which event such proceeding shall be without binding force or effect abated for such time period) seeking usury penalties against Bank, Borrower will provide written notice to the extent only Bank, advising Bank in reasonable detail of the excess of Interest over such Maximum Rate. Any Interest charged or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident nature and bona fide error, and shall, to the extent received by Bank, at the option of Bank, either be applied to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interestviolation, and no Bank shall have sixty (60) days after receipt of such notice in which to correct such usury violation, if any, by either refunding such excess interest will be collected to Borrower or crediting such excess interest against the Note to which the alleged violation relates and/or the Related Indebtedness then owing by Borrower to Bank. All monies paid to Bank hereunder or under any of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been sums contracted for, charged charged, taken, reserved or received by BankBank for the use, all interest at forbearance or detention of any time contracted for, charged or received from Borrower in connection with this Agreement debt evidenced by the Note and/or the Related Indebtedness shall, to the extent permitted by Applicable Lawapplicable law, be amortizedamortized or spread, proratedusing the actuarial method, allocated and spread in equal parts throughout the full stated term of the Obligations. Borrower Note and/or the Related Indebtedness (including any and Bank shall, all renewal and extension periods) until payment in full so that the rate or amount of interest on account of the Note and/or the Related Indebtedness does not exceed the Maximum Rate from time to time in effect and applicable to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment Note and/or the Related Indebtedness for so long as an expense, fee or premium rather than as Interest; and (ii) exclude voluntary prepayments and debt is outstanding. In no event shall the effects thereof. The provisions of this Section shall be deemed Chapter 346 of the Texas Finance Code which regulates certain revolving credit loan accounts and revolving triparty accounts apply to be incorporated into the Note and each and/or any of the Related Indebtedness. Notwithstanding anything to the contrary contained herein or in any of the other Loan Document (whether Documents, it is not the intention of Bank to accelerate the maturity of any interest that has not accrued at the time of such acceleration or not any provision to collect unearned interest at the time of this Section is referred to therein)such acceleration.

Maximum Interest. Regardless of any provision contained in this Agreement or any of the Loan DIP Financing Documents, in no contingency or event whatsoever shall the aggregate of all amounts that are contracted for, charged or collected received by Lender pursuant to the terms of this Agreement, the Note Agreement or any of the Loan Documents, other DIP Financing Documents and that are deemed interest under Applicable Law, Law exceed the Maximum Ratehighest rate permissible under any Applicable Law. No provision of agreements, conditions, provisions or stipulations contained in this Agreement or in any of the Loan other DIP Financing Documents or the exercise by Bank Lender of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any right hereunder or under option whatsoever contained in any Loan Document of the DIP Financing Documents, or the prepayment by Borrower Borrowers of any of the Obligations Obligations, or the occurrence of any contingency whatsoever, shall entitle Bank Lender to charge or receive, or to require Borrower to payreceive in any event, interest or any amounts charges, amounts, premiums or fees deemed interest by Applicable Law (such amounts being interest, charges, amounts, premiums and fees referred to herein collectively as "“Interest"”) in excess of the Maximum Rate, and in no event shall Borrowers be obligated to pay Interest exceeding such Maximum Rate, and all provisions hereof agreements, conditions or stipulations, if any, which may in any Loan Document which may purport event or contingency whatsoever operate to require Borrower bind, obligate or compel Borrowers to pay Interest exceeding the Maximum Rate shall be without binding force or effect effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. Any If any Interest is charged or received with respect to the Obligations in excess of the Maximum Rate ("“Excess"”), Borrowers stipulate that any such charge or receipt shall be conclusively presumed to be the result of an accident and bona fide error, and shallsuch Excess, to the extent received by Bankreceived, at the option of Bank, either shall be applied first to reduce the principal amount of such Obligations and the balance, if any, returned to Borrowers, it being the intent of the Obligations parties hereto not to enter into a usurious or returned to Borrowerotherwise illegal relationship. The right to accelerate Each Borrower recognizes that, with fluctuations in the maturity rates of any of the Obligations does not include the right to accelerate unaccrued interestinterest set forth in Section 3.1. 1, and no the Maximum Rate, such interest will be collected by Bankan unintentional result could inadvertently occur. All monies paid to Bank Lender hereunder or under any of the Loan Documents other DIP Financing Documents, whether at maturity or by prepayment, shall be subject to any rebate of unearned interest Interest as and to the extent required by Applicable Law. By the execution of this Agreement, each Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by such Borrower of such Excess, and (ii) such Borrower shall not seek or pursue any other remedy, legal or equitable, against BankLender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by BankLender, all interest Interest at any time contracted for, charged or received from Borrower Borrowers in connection with this Agreement any of the DIP Financing Documents shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of the Obligations. Borrower Borrowers and Bank Lender shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest; Interest and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section 3.8 shall be deemed to be incorporated into the Note and each Loan every DIP Financing Document (whether or not any provision of this Section is referred to therein). All such DIP Financing Documents and communications relating to any Interest owed by Borrowers and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrowers, and by any court considering the same, to give effect to the adjustments or credits required by this Section 3.8.

Maximum Interest. Regardless It is the intention of any provision the parties hereto ---------------- that each Lender shall conform strictly to usury laws applicable to it. Accordingly, the parties hereto stipulate and agree that none of the terms and provisions contained in the Notes, this Agreement Agreement, any Collateral Document or any other Loan Document shall ever be construed to create a contract to pay to any Lender for the use, forbearance, or retention of money at a rate in excess of the Loan DocumentsHighest Lawful Rate applicable to such Lender, in no event and that for purposes hereof, "interest" shall include the aggregate of all amounts that charges or other consideration which constitute interest under applicable law and are contracted for, charged taken, reserved, charged, or collected pursuant to the terms received under any of this Agreement, the Note Notes, the Collateral Documents or the other Loan Documents or otherwise in connection with the transactions contemplated by this Agreement. Further, if the transactions contemplated hereby would be usurious as to any Lender under laws applicable to it, then, in that event, notwithstanding anything to the contrary in the Notes, this Agreement, any Collateral Document or in any other Loan Document or agreement entered into in connection with or as security for the Notes, it is agreed as follows: the aggregate of all consideration which constitutes interest under law applicable to each such Lender that is contracted for, taken, reserved, charged, or received by such Lender under the Notes, this Agreement, or under any of the Loan Documents, and that are deemed interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement or in any of the other aforesaid Loan Documents or agreements or otherwise in connection with the exercise Notes shall under no circumstances exceed the maximum amount allowed by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency whatsoever, shall entitle Bank law applicable to charge or receive, or to require Borrower to pay, interest or any amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as "Interest") in excess of the Maximum RateLender, and all provisions hereof or in any Loan Document which may purport to require Borrower to pay Interest exceeding the Maximum Rate excess shall be without binding force or effect to the extent only of the excess of Interest over credited by such Maximum Rate. Any Interest charged or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, at the option of Bank, either be applied to reduce Lender on the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any Indebtedness of the Obligations does not include Borrower owed to such Lender (or, if the right to accelerate unaccrued interestprincipal amount of such Indebtedness shall have been paid in full, and no such interest will be collected by Bank. All monies paid to Bank hereunder or under any of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required such interest has been received by Applicable Lawa Lender it shall be refunded by such Lender to the Borrower). By The provisions of this Section 10.13 (a) shall control over all other provisions of ---------------- this Agreement, the execution Notes, the Collateral Documents and the other Loan Documents which may be in apparent conflict herewith. The parties further stipulate and agree that, without limitation on the foregoing, all calculations of the rate or amount of interest contracted for, taken, reserved, charged or received under any of this Agreement, Borrower covenants that (i) the credit or return of any Excess shall constitute Notes, the acceptance by Borrower of such Excess, Collateral Documents and (ii) Borrower shall not seek or pursue any the other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For Loan Documents which are made for the purpose of determining whether such rate or not any Excess has been contracted foramount exceed the Highest Lawful Rate shall be made, charged or received to the extent permitted by Bankapplicable law, by amortizing, prorating, allocating, and spreading during the period of the full stated term of the Indebtedness, and if longer and if permitted by applicable law, until payment in full, all interest at any time so contracted for, charged taken, reserved, charged, or received. (b) If at any time the effective rate of interest which would otherwise apply to any Indebtedness hereunder or evidenced by any Lender's Notes would exceed the Highest Lawful Rate applicable to such Lender (taking into account the interest rate applicable to such Indebtedness pursuant to the other provisions of this Agreement, plus all additional charges and consideration which have been contracted for, taken, reserved, charged, or received under this Agreement, such Lender's Notes, the Collateral Documents, and the other Loan Documents, or any of them, and which additional charges or consideration (the "Additional Charges") constitute interest with respect to such Indebtedness), ------------------ the effective interest rate to apply to such Indebtedness made by such Lender shall be limited to the Highest Lawful Rate, but any subsequent reductions in the interest rate applicable to such Indebtedness owed to such Lender shall not reduce the effective interest rate to apply to such Indebtedness owed to such Lender below the Highest Lawful Rate applicable to such Lender until the total amount of interest accrued on such Indebtedness equals the amount of interest which would have accrued if the interest rate from Borrower time to time applicable to such Indebtedness owed to such Lender had at all times been in connection effect with respect to such Indebtedness pursuant to the other provisions of this Agreement and the other Loan Documents and if the Lenders had collected all Additional Charges called for under this Agreement, the Notes, the Collateral Documents and the other Loan Documents. If at maturity or final payment of such Lender's Obligations the total amount of interest paid to any Lender hereunder and under the other Loan Documents (including amounts designated as "interest" plus any Additional Charges which constitute interest with respect to such Lenders, and taking into account the limitations of the first sentence of this Section ------- 10.13(b)) is less than the total amount of such "interest" which would have been -------- paid if all amounts were paid as required by this Agreement (without giving effect to this Section 10.13) and the other Loan Documents (the amount of the ------------- difference described above, the "Deficiency"), then the Borrower agrees, to the ---------- fullest extent permitted by the laws applicable to such Lender, to pay to such Lender an amount equal to the lesser of (i) the difference between (1) the amount of such "interest" which would have accrued on such Lender's Notes if the Highest Lawful Rate had at all times been in effect, and (2) the amount of interest actually paid on such Lender's Notes (including amounts designated as "interest" plus any Additional Charges which constitute interest with respect to such Lender's Notes) and (ii) the amount of the Deficiency. (c) Notwithstanding anything to the contrary contained above in this Section 10.13, it is understood and agreed that (i) all representations and ------------- warranties contained in this Agreement, in the Collateral Documents and in the other Loan Documents have been made without reliance upon, or giving effect to, the provisions of Section 10.13(a) and (ii) that the Lenders have relied upon ---------------- the accuracy of such representations and warranties. Furthermore, the Borrower acknowledges and agrees that each Lender shall, to the fullest extent permitted by Applicable Lawlaw, be amortized, prorated, allocated and spread entitled to recover damages from the Borrower in equal parts throughout the full term event of a material misrepresentation by the Obligations. Borrower and Bank shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest; and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section shall be deemed to be incorporated into the Note and each Loan Document (whether or not any provision of this Section is referred to therein)Borrower.

Maximum Interest. Regardless The provisions of this Security Instrument and of all agreements between Grantor and Beneficiary, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand or acceleration of the maturity of the Note or otherwise, shall the amount paid, or agreed to be paid ("Interest"), to Beneficiary for the use, forbearance or retention of the money loaned under the Note exceed the maximum amount permissible under applicable law. If, from any circumstance whatsoever, performance or fulfillment of any provision contained in this Agreement hereof or of any agreement between Grantor and Beneficiary shall, at the time performance or fulfillment of the Loan Documents, in no event such provision shall the aggregate of all amounts that are contracted for, charged or collected pursuant to the terms of this Agreement, the Note or any of the Loan Documents, and that are deemed interest under Applicable Lawbe due, exceed the Maximum Rate. No provision limit for Interest prescribed by law or otherwise transcend the limit of this Agreement validity prescribed by applicable law, then ipso facto the obligation to be performed or in fulfilled shall be reduced to such limit and if, from any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency circumstance whatsoever, Beneficiary shall entitle Bank to charge or receive, or to require Borrower to pay, interest or any amounts ever receive anything of value deemed interest Interest by Applicable Law (such amounts being referred to herein collectively as "Interest") applicable law in excess of the Maximum Ratemaximum lawful amount, and all provisions hereof or in an amount equal to any Loan Document which may purport to require Borrower to pay excessive Interest exceeding the Maximum Rate shall be without binding force or effect applied to the extent only reduction of the excess principal balance owing under the Note in the inverse order of Interest over such Maximum Rate. Any Interest charged its maturity (whether or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, not then due) or at the option of Bank, either Beneficiary be applied paid over to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interestGrantor, and no such interest will be collected by Banknot to the payment of Interest. All monies Interest (including any amounts or payments deemed to be Interest) paid or agreed to be paid to Bank hereunder or under any of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Bank, all interest at any time contracted for, charged or received from Borrower in connection with this Agreement Beneficiary shall, to the extent permitted by Applicable Lawapplicable law, be amortized, prorated, allocated and spread in equal parts throughout the full term period until payment in full of the Obligations. Borrower and Bank shall, to principal balance of the Note so that the Interest thereon for such full period will not exceed the maximum extent amount permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest; by applicable law. This Section 5.26 will control all agreements between Grantor and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section shall be deemed to be incorporated into the Note and each Loan Document (whether or not any provision of this Section is referred to therein)Beneficiary.

Maximum Interest. Regardless of any provision contained in this Agreement or any of the Loan Documents, in no event shall the aggregate of all amounts that are contracted for, charged or collected pursuant to the terms of this Agreement, the Note Notes or any of the Loan Documents, and that are deemed interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency whatsoever, shall entitle Bank to charge or receive, or to require Borrower to pay, interest or any amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as "Interest") in excess of the Maximum Rate, and all provisions hereof or in any Loan Document which may purport to require Borrower to pay Interest exceeding the Maximum Rate shall be without binding force or effect to the extent only of the excess of Interest over such Maximum Rate. Any Interest charged or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, at the option of Bank, either be applied to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interest, and no such interest will be collected by Bank. All monies paid to Bank hereunder or under any of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Bank, all interest at any time contracted for, charged or received from Borrower in connection with this Agreement shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of the Obligations. Borrower and Bank shall, to the maximum extent permitted under Applicable Law, Law (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest; Interest and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section shall be deemed to be incorporated into the Note Notes and each Loan Document (whether or not any provision of this Section is referred to therein).

Maximum Interest. Regardless It is the intention of the parties hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the Obligations of each Borrower to each Lender under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender limiting rates of interest which may be charged or collected by such Lender. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any provision contained other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender, then, in that event, notwithstanding anything to the contrary in this Agreement or any Agreement, it is agreed as follows: (a) the provisions of the Loan Documents, in no event this Section 4.11 shall govern and control; (b) the aggregate of all amounts that are contracted for, charged or collected pursuant to the terms of this Agreement, the Note or any of the Loan Documents, and that are deemed consideration which constitutes interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency whatsoever, shall entitle Bank to charge or receive, or to require Borrower to pay, interest or any amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as "Interest") in excess of the Maximum Rate, and all provisions hereof or in any Loan Document which may purport to require Borrower to pay Interest exceeding the Maximum Rate shall be without binding force or effect to the extent only of the excess of Interest over such Maximum Rate. Any Interest charged or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, at the option of Bank, either be applied to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interest, and no such interest will be collected by Bank. All monies paid to Bank hereunder or under any of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants applicable law that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been is contracted for, charged or received by Bankunder this Agreement, all interest at or under any time contracted for, charged other Loan Document or received from Borrower otherwise in connection with this Agreement by such Lender shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by such Lender (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (c) all sums paid, or agreed to be paid, to such Lender for the use, forbearance and detention of the indebtedness of such Borrower to such Lender hereunder shall, to the extent permitted by Applicable Lawapplicable law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until payment in full so that the Obligationsactual rate of interest is uniform throughout the full term thereof; and (d) if at any time the interest provided pursuant to Section 3.2, together with any other fees and expenses payable pursuant to this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, then the amount of interest and any such fees to accrue to such Lender pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement, to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender if a varying rate per annum equal to the interest provided pursuant to Section 3.2 had at all times been in effect, plus the amount of fees which would have been received but for the effect of this Section 4.11. Borrower and Bank shallFor purposes of Chapter 303 of the Texas Finance Code, as amended, to the maximum extent applicable, each Borrower agrees that the Highest Lawful Rate shall be the "indicated (weekly) rate ceiling" as defined in said Article, provided that such Lender may also rely, to the extent permitted by applicable laws, on alternative maximum rates of interest under Applicable Lawother laws applicable to such Lender, (i) characterize any non-principal payment as an expense, fee if greater. Chapter 346 of the Texas Finance Code shall not apply to this Agreement or premium rather than as Interest; and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section shall be deemed to be incorporated into the Note and each Loan Document (whether or not any provision of this Section is referred to therein)Notes.

Maximum Interest. Regardless of any provision contained in this ------------------ Agreement or any of the other Loan Documents, in no contingency or event whatsoever shall the aggregate of all amounts that are contracted for, charged or collected received by Lender pursuant to the terms of this Agreement, the Note Agreement or any of the other Loan Documents, Documents and that are deemed interest under Applicable Law, Laws exceed the Maximum Ratehighest rate permissible under any Applicable Laws. No provision of agreements, conditions, provisions or stipulations contained in this Agreement or in any of the other Loan Documents or the exercise by Bank Lender of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any right hereunder or under option whatsoever contained in any of the Loan Document Documents, or the prepayment by Borrower Borrowers of any of the Obligations Obligations, or the occurrence of any contingency whatsoever, shall entitle Bank Lender to charge or receive, or to require Borrower to payreceive in any event, interest or any amounts charges, amounts, premiums or fees deemed interest by Applicable Law Laws (such amounts being interest, charges, amounts, premiums and fees referred to herein collectively as "Interest") in excess of the Maximum Rate and in no event shall Borrowers be obligated to pay Interest exceeding such Maximum Rate, and all provisions hereof agreements, conditions or stipulations, if any, which may in any Loan Document which may purport event or contingency whatsoever operate to require Borrower bind, obligate or compel Borrowers to pay Interest exceeding the Maximum Rate shall be without binding force or effect effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. Any If any Interest is charged or received in excess of the Maximum Rate ("Excess"), each Borrower acknowledges and stipulates that any such charge or receipt shall be conclusively presumed to be the result of an accident and bona fide error, and shallsuch Excess, to the extent received by Bankreceived, at the option of Bank, either shall be applied first to reduce the principal amount Obligations and the balance, if any, returned to Borrowers, it being the intent of the Obligations parties hereto not to enter into a usurious or returned to Borrowerotherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interestany interest that has not otherwise accrued on the date of such acceleration, and no Lender does not intend to collect any unearned interest in the event of any such acceleration. Each Borrower recognizes that, with fluctuations in the rates of interest will be collected by Bankset forth in Section 2.1.1 of this Agreement and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Bank Lender hereunder or under any of the other Loan Documents Documents, whether at maturity or by prepayment, shall be subject to any rebate of unearned interest as and to the extent required by Applicable LawLaws. By the execution of this Agreement, each Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by Borrower Borrowers of such Excess, and (ii) Borrower Borrowers shall not seek or pursue any other remedy, legal or equitable, against BankLender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by BankLender, all interest at any time contracted for, charged or received from Borrower Borrowers in connection with this Agreement any of the Loan Documents shall, to the extent permitted by Applicable LawLaws, be amortized, prorated, allocated and spread in equal parts throughout the full term of the Obligations. Each Borrower and Bank Lender shall, to the maximum extent permitted under Applicable LawLaws, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest; Interest and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section shall be deemed to be incorporated into the Note and each every Loan Document (whether or not any provision of this Section is referred to therein). All such Loan Documents and communications relating to any Interest owed by Borrowers and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrowers, and by any court considering the same, to give effect to the adjustments or credits required by this Section.

Maximum Interest. Regardless The provisions of this Agreement and of all other Loan Documents between Borrower and Lenders, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand or acceleration of the maturity of the Notes or otherwise, shall the amount paid, or agreed to be paid (“Interest”), to Lenders for the use, forbearance or retention of the money loaned under the Notes exceed the maximum amount permissible under applicable law. If, from any circumstance whatsoever, performance or fulfillment of any provision contained in this Agreement hereof or of any agreement between Borrower and Lenders shall, at the time performance or fulfillment of the Loan Documents, in no event such provision shall the aggregate of all amounts that are contracted for, charged or collected pursuant to the terms of this Agreement, the Note or any of the Loan Documents, and that are deemed interest under Applicable Lawbe due, exceed the Maximum Rate. No provision limit for Interest prescribed by law or otherwise transcend the limit of this Agreement validity prescribed by applicable law, then, ipso facto, the obligation to be performed or in fulfilled shall be reduced to such limit, and if, from any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency circumstance whatsoever, Lenders shall entitle Bank to charge or receive, or to require Borrower to pay, interest or any amounts ever receive anything of value deemed interest Interest by Applicable Law (such amounts being referred to herein collectively as "Interest") applicable law in excess of the Maximum Ratemaximum lawful amount, and all provisions hereof or in an amount equal to any Loan Document which may purport to require Borrower to pay excessive Interest exceeding the Maximum Rate shall be without binding force or effect applied to the extent only reduction of the excess principal balance owing under a Note in the inverse order of Interest over such Maximum Rate. Any Interest charged its maturity (whether or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Banknot then due) or, at the option of BankLender, either be applied to reduce the principal amount of the Obligations or returned paid over to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interest, and no such interest will be collected by Banknot to the payment of Interest. All monies Interest (including any amounts or payments deemed to be Interest) paid or agreed to be paid to Bank hereunder or under any of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Bank, all interest at any time contracted for, charged or received from Borrower in connection with this Agreement Lenders shall, to the extent permitted by Applicable Lawapplicable law, be amortized, prorated, allocated and spread in equal parts throughout the full term period until payment in full of the Obligationsprincipal balance of the Notes so that the Interest thereon for such full period will not exceed the maximum amount permitted by applicable law. This Section will control all agreements between Borrower and Bank shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest; and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section shall be deemed to be incorporated into the Note and each Loan Document (whether or not any provision of this Section is referred to therein)Lenders.

Maximum Interest. Regardless It is expressly stipulated and agreed to be the intent of any provision contained in this Agreement Borrower and Bank at all times to comply strictly with the applicable Texas law governing the maximum rate or amount of interest payable on the indebtedness evidenced by the Note or any Loan Document, and the Related Indebtedness (or applicable United States federal law to the extent that it permits Bank to contract for, charge, take, reserve or receive a greater amount of interest than under Texas law). If the applicable law is ever judicially interpreted so as to render usurious any amount (a) contracted for, charged, taken, reserved or received pursuant to any Note, any of the other Loan Documents or any other communication or writing by or between Borrower and Bank related to the transaction or transactions that are the subject matter of the Loan Documents, in no event shall the aggregate of all amounts that are (b) contracted for, charged charged, taken, reserved or collected pursuant to the terms received by reason of this Agreement, the Note or any Bank’s exercise of the Loan Documents, and that are deemed interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency whatsoever, shall entitle Bank to charge or receive, or to require Borrower to pay, interest or any amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as "Interest") in excess of the Maximum Rate, and all provisions hereof or in any Loan Document which may purport to require Borrower to pay Interest exceeding the Maximum Rate shall be without binding force or effect to the extent only of the excess of Interest over such Maximum Rate. Any Interest charged or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, at the option of Bank, either be applied to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interest, Note and/or any and no such interest will be collected all indebtedness paid or payable by Bank. All monies paid Borrower to Bank hereunder or under any of the Loan Documents shall be subject pursuant to any rebate of unearned interest Loan Document other than such Note (such other indebtedness being referred to in this Section as and to the extent required “Related Indebtedness”), or (c) Borrower will have paid or Bank will have received by Applicable Law. By the execution of this Agreement, Borrower covenants that (i) the credit or return reason of any Excess shall constitute the acceptance prepayment by Borrower of such Excessany Note and/or the Related Indebtedness, then it is Borrower’s and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest ’s express intent that all amounts charged in excess of the Maximum Rate. For Lawful Rate shall be automatically canceled, ab initio, and all amounts in excess of the purpose Maximum Lawful Rate theretofore collected by Bank shall be credited on the principal balance of determining whether such Note and/or the Related Indebtedness (or, if such Note and the Related Indebtedness have been or not would thereby be paid in full, refunded to Borrower), and the provisions of such Note and the other Loan Documents shall immediately be deemed reformed and the amounts thereafter collectible hereunder and thereunder reduced, without the necessity of the execution of any Excess new document, so as to comply with the applicable law, but so as to permit the recovery of the fullest amount otherwise called for hereunder and thereunder; provided, however, if such Note has been paid in full before the end of the stated term of such Note, then Borrower and Bank agree that Bank shall, with reasonable promptness after Bank discovers or is advised by Borrower that interest was received in an amount in excess of the Maximum Lawful Rate, either refund such excess interest to Borrower and/or credit such excess interest against such Note and/or any Related Indebtedness then owing by Borrower to Bank. Borrower hereby agrees that as a condition precedent to any claim or counterclaim (in which event such proceeding shall be abated for such time period) seeking usury penalties against Bank, Borrower will provide written notice to Bank, advising Bank in reasonable detail of the nature and amount of the violation, and Bank shall have sixty (60) days after receipt of such notice in which to correct such usury violation, if any, by either refunding such excess interest to Borrower or crediting such excess interest against such Note to which the alleged violation relates and/or the Related Indebtedness then owing by Borrower to Bank. All sums contracted for, charged charged, taken, reserved or received by BankBank for the use, all interest at forbearance or detention of any time contracted for, charged or received from Borrower in connection with this Agreement debt evidenced by such Note and/or the Related Indebtedness shall, to the extent permitted by Applicable Lawapplicable law, be amortizedamortized or spread, proratedusing the actuarial method, allocated and spread in equal parts throughout the full stated term of such Note and/or the ObligationsRelated Indebtedness (including any and all renewal and extension periods) until payment in full so that the rate or amount of interest on account of such Note and/or the Related Indebtedness does not exceed the Maximum Lawful Rate from time to time in effect and applicable to such Note and/or the Related Indebtedness for so long as debt is outstanding. Borrower In no event shall the provisions of Chapter 346 of the Texas Finance Code which regulates certain revolving credit loan accounts and Bank shall, revolving triparty accounts apply to such Note and/or any of the Related Indebtedness. Notwithstanding anything to the maximum extent permitted under Applicable LawLOAN AGREEMENT contrary contained herein or in any of the other Loan Documents, (i) characterize it is not the intention of Bank to accelerate the maturity of any non-principal payment as an expense, fee interest that has not accrued at the time of such acceleration or premium rather than as Interest; and (ii) exclude voluntary prepayments and to collect unearned interest at the effects thereof. The provisions time of this Section shall be deemed to be incorporated into the Note and each Loan Document (whether or not any provision of this Section is referred to therein)such acceleration.

Maximum Interest. Regardless The provisions of any provision contained this Deed of Trust and of all agreements between Grantor and Beneficiary, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in this Agreement no contingency or any event whatsoever, whether by reason of demand or acceleration of the Loan Documents, in no event shall the aggregate maturity of all amounts that are contracted for, charged or collected pursuant to the terms of this Agreement, the Note or any of the Loan Documents, and that are deemed interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency whatsoeverotherwise, shall entitle Bank to charge or receivethe amount paid, or agreed to require Borrower to pay, interest or any amounts deemed interest by Applicable Law be paid (such amounts being referred to herein collectively as "Interest") to Beneficiary for the use, forbearance or detention of the money loaned under the Note exceed the maximum amount permissible under applicable law. If, from any circumstance whatsoever, performance or fulfillment of any provision hereof or of any agreement between Grantor and Beneficiary shall, at the time performance or fulfillment of such provision shall be due, exceed the limit for Interest prescribed by law or otherwise transcend the limit of validity prescribed by applicable law, then ipso facto the obligation to be performed or fulfilled shall be reduced to such limit, and if, from any circumstance whatsoever, Beneficiary shall ever receive anything of value deemed Interest by applicable law in excess of the Maximum Ratemaximum lawful amount, and all provisions hereof or in an amount equal to any Loan Document which may purport to require Borrower to pay excessive Interest exceeding the Maximum Rate shall be without binding force or effect applied to the extent only reduction of the excess principal balance owing under the Note in the inverse order of Interest over such Maximum Rate. Any Interest charged its maturity (whether or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, not then due) or at the option of Bank, either Beneficiary be applied paid over to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interestGrantor, and no such interest will be collected by Banknot to the payment of Interest. All monies paid Interest (including any amounts or payments judicially or otherwise under law deemed to Bank hereunder or under any of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants that (iInterest) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged charged, taken, reserved, paid or received by Bank, all interest at any time contracted for, charged or received from Borrower in connection with this Agreement agreed to be paid to Beneficiary shall, to the extent permitted by Applicable Lawapplicable law, be amortized, prorated, allocated and spread in equal parts throughout the full term of the Obligations. Borrower Note, including any extensions and Bank shall, to renewals thereof until payment in full of the principal balance of the Note so that the Interest thereon for such full term will not exceed at any time the maximum extent amount permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest; by applicable law. This Section will control all agreements between Grantor and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section shall be deemed to be incorporated into the Note and each Loan Document (whether or not any provision of this Section is referred to therein)Beneficiary.

Maximum Interest. Regardless The provisions of any provision contained this Deed of Trust and of all ---------------- agreements between Grantor and Beneficiary, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in this Agreement no contingency or any event whatsoever, whether by reason of demand or acceleration of the Loan Documentsmaturity of the Note or otherwise, in no event shall the aggregate of all amounts that are amount contracted for, charged or collected pursuant to the terms of this Agreementcharged, the Note or any of the Loan Documentstaken, and that are deemed interest under Applicable Lawreserved, exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency whatsoever, shall entitle Bank to charge or receivepaid, or agreed to require Borrower to pay, interest or any amounts deemed interest by Applicable Law be paid (such amounts being referred to herein collectively as "Interest") to Beneficiary for the -------- use, forbearance or detention of the money loaned under the Note exceed the maximum amount permissible under applicable law. If, from any circumstance whatsoever, performance or fulfillment of any provision hereof or of any agreement between Grantor and Beneficiary shall, at the time performance or fulfillment of such provision shall be due, exceed the limit for Interest prescribed by law or otherwise transcend the limit of validity prescribed by applicable law, then ipso facto the obligation to be performed or fulfilled ---- ----- shall be reduced to such limit, and if, from any circumstance whatsoever, Beneficiary shall ever receive anything of value deemed Interest by applicable law in excess of the Maximum Ratemaximum lawful amount, and all provisions hereof or in an amount equal to any Loan Document which may purport to require Borrower to pay excessive Interest exceeding the Maximum Rate shall be without binding force or effect applied to the extent only reduction of the excess principal balance owing under the Note in the inverse order of Interest over such Maximum Rate. Any Interest charged its maturity (whether or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, not then due) or at the option of Bank, either Beneficiary be applied paid over to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interestGrantor, and no such interest will be collected by Banknot to the payment of Interest. All monies paid Interest (including any amounts or payments judicially or otherwise under law deemed to Bank hereunder or under any of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants that (iInterest) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged charged, taken, reserved, paid or received by Bank, all interest at any time contracted for, charged or received from Borrower in connection with this Agreement agreed to be paid to Beneficiary shall, to the extent permitted by Applicable Lawapplicable law, be amortized, prorated, allocated and spread in equal parts throughout the full term of the ObligationsNote, including any extensions and renewals thereof until payment in full of the principal balance of the Note so that the Interest thereon for such full term will not exceed at any time the maximum amount permitted by applicable law. Borrower and Bank shallTo the extent that Beneficiary is relying on Article 5069-1.04, as amended, of the Revised Civil Statutes of Texas to determine the maximum amount of Interest permitted by applicable law on the principal of the Note, Beneficiary will utilize the indicated (weekly) rate ceiling from time to time in effect as provided in Article 5069-1.04, as amended. To the extent United States federal law permits a greater amount of interest than is permitted under Texas law, Beneficiary will rely on United States federal law instead of said Article 5069-1.04 for the purpose of determining the maximum amount permitted by applicable law. Additionally, to the maximum extent permitted by applicable law now or hereafter in effect, Beneficiary may, at its option and from time to time, implement any other method of computing the maximum lawful rate under Applicable LawArticle 5069-1.04, (i) characterize any non-principal payment as an expenseamended, fee or premium rather than under other applicable law by giving notice, if required, to Grantor as Interest; and (ii) exclude voluntary prepayments and provided by applicable law now or hereafter in effect. In no event shall the effects thereof. The provisions of this Section shall be deemed ▇▇▇▇, ▇▇. 15 of the Revised Civil Statutes of Texas (which regulates certain revolving credit loan accounts and revolving tri-party accounts) apply to be incorporated into the Note indebtedness evidenced hereby. This paragraph will control all agreements between Grantor and each Loan Document (whether or not any provision of this Section is referred to therein)Beneficiary.

Maximum Interest. Regardless It is expressly stipulated and agreed to be the intent of any provision contained in this Agreement Borrower and Bank at all times to comply strictly with the applicable Texas law governing the maximum rate or amount of interest payable on the indebtedness evidenced by the Note or any Loan Document, and the Related Indebtedness (or applicable United States federal law to the extent that it permits Bank to contract for, charge, take, reserve or receive a greater amount of interest than under Texas law). If the applicable law is ever judicially interpreted so as to render usurious any amount (a) contracted for, charged, taken, reserved or received pursuant to any Note, any of the other Loan Documents or any other communication or writing by or between Borrower and Bank related to the transaction or transactions that are the subject matter of the Loan Documents, in no event shall the aggregate of all amounts that are (b) contracted for, charged charged, taken, reserved or collected pursuant to the terms received by reason of this Agreement, the Note or any Bank’s exercise of the Loan Documents, and that are deemed interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency whatsoever, shall entitle Bank to charge or receive, or to require Borrower to pay, interest or any amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as "Interest") in excess of the Maximum Rate, and all provisions hereof or in any Loan Document which may purport to require Borrower to pay Interest exceeding the Maximum Rate shall be without binding force or effect to the extent only of the excess of Interest over such Maximum Rate. Any Interest charged or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, at the option of Bank, either be applied to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interest, Note and/or any and no such interest will be collected all indebtedness paid or payable by Bank. All monies paid Borrower to Bank hereunder or under any of the Loan Documents shall be subject pursuant to any rebate of unearned interest Loan Document other than such Note (such other indebtedness being referred to in this Section as and to the extent required “Related Indebtedness”), or (c) Borrower will have paid or Bank will have received by Applicable Law. By the execution of this Agreement, Borrower covenants that (i) the credit or return reason of any Excess shall constitute the acceptance prepayment by Borrower of such Excessany Note and/or the Related Indebtedness, then it is Borrower’s and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest ’s express intent that all amounts charged in excess of the Maximum Rate. For Lawful Rate shall be automatically canceled, ab initio, and all amounts in excess of the purpose Maximum Lawful Rate theretofore collected by Bank shall be credited on the principal balance of determining whether such Note and/or the Related Indebtedness (or, if such Note and the Related Indebtedness have been or not would thereby be paid in full, refunded to Borrower), and the provisions of such Note and the other Loan Documents shall immediately be deemed reformed and the amounts thereafter collectible hereunder and thereunder reduced, without the necessity of the execution of any Excess new document, so as to comply with the applicable law, but so as to permit the recovery of the fullest amount otherwise called for hereunder and thereunder; provided, however, if such Note has been paid in full before the end of the stated term of such Note, then Borrower and Bank agree that Bank shall, with reasonable promptness after Bank discovers or is advised by ▇▇▇▇▇▇▇▇ that interest was received in an amount in excess of the Maximum Lawful Rate, either refund such excess interest to Borrower and/or credit such excess interest against such Note and/or any Related Indebtedness then owing by Borrower to Bank. Borrower hereby agrees that as a condition precedent to any claim or counterclaim (in which event such proceeding shall be abated for such time period) seeking usury penalties against Bank, ▇▇▇▇▇▇▇▇ will provide written notice to Bank, advising Bank in reasonable detail of the nature and amount of the violation, and Bank shall have sixty (60) days after receipt of such notice in which to correct such usury violation, if any, by either refunding such excess interest to Borrower or crediting such excess interest against such Note to which the alleged violation relates and/or the Related Indebtedness then owing by Borrower to Bank. All sums contracted for, charged charged, taken, reserved or received by BankBank for the use, all interest at forbearance or detention of any time contracted for, charged or received from Borrower in connection with this Agreement debt evidenced by such Note and/or the Related Indebtedness shall, to the extent permitted by Applicable Lawapplicable law, be amortizedamortized or spread, proratedusing the actuarial method, allocated and spread in equal parts throughout the full stated term of such Note and/or the ObligationsRelated Indebtedness (including any and all renewal and extension periods) until payment in full so that the rate or amount of interest on account of such Note and/or the Related Indebtedness does not exceed the Maximum Lawful Rate from time to time in effect and applicable to such Note and/or the Related Indebtedness for so long as debt is outstanding. Borrower In no event shall the provisions of Chapter 346 of the Texas Finance Code which regulates certain revolving credit loan accounts and Bank shall, revolving triparty accounts apply to such Note and/or any of the Related Indebtedness. Notwithstanding anything to the maximum extent permitted under Applicable Lawcontrary contained herein or in any of the other Loan Documents, (i) characterize it is not the intention of Bank to accelerate the maturity of any non-principal payment as an expense, fee interest that has not accrued at the time of such acceleration or premium rather than as Interest; and (ii) exclude voluntary prepayments and to collect unearned interest at the effects thereof. The provisions time of this Section shall be deemed to be incorporated into the Note and each Loan Document (whether or not any provision of this Section is referred to therein)such acceleration.

Maximum Interest. Regardless of any provision contained in this Agreement or any of the Loan Documents, in no contingency or event whatsoever shall the aggregate of all amounts that are contracted for, charged or collected received by Agent and Lenders pursuant to the terms of this Agreement, the Note Agreement or any of the other Loan Documents, Documents and that are deemed interest under Applicable Law, Law exceed the Maximum Ratehighest rate permissible under any Applicable Law. No provision of agreements, conditions, provisions or stipulations contained in this Agreement or in any of the other Loan Documents or the exercise by Bank Agent of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any right hereunder or under option whatsoever contained in any of the Loan Document Documents, or the prepayment by Borrower Borrowers of any of the Obligations Obligations, or the occurrence of any contingency whatsoever, shall entitle Bank Agent or any Lender to charge or receive, or to require Borrower to payreceive in any event, interest or any amounts charges, amounts, premiums or fees deemed interest by Applicable Law (such amounts being interest, charges, amounts, premiums and fees referred to herein collectively as "Interest") in excess of the Maximum Rate and in no event shall Borrowers be obligated to pay Interest exceeding such Maximum Rate, and all provisions hereof agreements, conditions or stipulations, if any, which may in any Loan Document which may purport event or contingency whatsoever operate to require Borrower bind, obligate or compel Borrowers to pay Interest exceeding the Maximum Rate shall be without binding force or effect effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. Any If any Interest is charged or received in excess of the Maximum Rate ("Excess"), each Borrower acknowledges and stipulates that any such charge or receipt shall be conclusively presumed to be the result of an accident and bona fide error, and shallsuch Excess, to the extent received by Bankreceived, at the option of Bank, either shall be applied first to reduce the principal amount Obligations and the balance, if any, returned to Borrowers, it being the intent of the Obligations parties hereto not to enter into a usurious or returned to Borrowerotherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interestany Interest that has not otherwise accrued on the date of such acceleration, and no Agent and Lenders do not intend to collect any unearned Interest in the event of any such acceleration. Each Borrower recognizes that, with fluctuations in the rates of interest will be collected by Bankset forth in Section 2.1.1 of this Agreement or in the Notes, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Bank Agent or any Lender hereunder or under any of the other Loan Documents Documents, whether at maturity or by prepayment, shall be subject to any rebate of unearned interest Interest as and to the extent required by Applicable Law. By the execution of this Agreement, each Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by such Borrower of such Excess, and (ii) such Borrower shall not seek or pursue any other remedy, legal or equitable, against BankAgent or any Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by BankAgent or any Lender, all interest Interest at any time contracted for, charged or received from Borrower Borrowers in connection with this Agreement any of the Loan Documents shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of the Obligations. Borrower Borrowers, Agent and Bank Lenders shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest; Interest and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section 2.11 shall be deemed to be incorporated into the Note and each every Loan Document (whether or not any provision of this Section is referred to therein). All such Loan Documents and communications relating to any Interest owed by Borrowers and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrowers, and by any court considering the same, to give effect to the adjustments or credits required by this Section 2.11.

Maximum Interest. Regardless It is expressly stipulated and agreed to be the intent of Borrower and Bank at all times to comply strictly with the applicable Texas law governing the maximum rate or amount of interest payable on the indebtedness evidenced by any provision contained in this Agreement Note or any Loan Document, and the Related Indebtedness (or applicable United States federal law to the extent that it permits Bank to contract for, charge, take, reserve or receive a greater amount of interest than under Texas law). If the applicable law is ever judicially interpreted so as to render usurious any amount (a) contracted for, charged, taken, reserved or received pursuant to any Note, any of the other Loan Documents or any other communication or writing by or between Borrower and Bank related to the transaction or transactions that are the subject matter of the Loan Documents, in no event shall the aggregate of all amounts that are (b) contracted for, charged charged, taken, reserved or collected received by reason of Bank’s exercise of the option to accelerate the maturity of any Note and/or any and all indebtedness paid or payable by Borrower to Bank pursuant to the terms of this Agreement, the Note or any of the Loan Documents, and that are deemed interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document other than any Note (such other indebtedness being referred to in this Section as the “Related Indebtedness”), or the (c) Borrower will have paid or Bank will have received by reason of any voluntary prepayment by Borrower of any Note, then it is Borrower’s and Bank’s express intent that all amounts charged in excess of the Obligations or Maximum Rate shall be automatically canceled, ab initio, and all amounts in excess of the occurrence Maximum Rate theretofore collected by Bank shall be credited on the principal balance of any contingency whatsoeverNote and (or, if any Note has been or would thereby be paid in full, refunded to Borrower), and the provisions of any Note and the other Loan Documents shall entitle immediately be deemed reformed and the amounts thereafter collectible hereunder and thereunder reduced, without the necessity of the execution of any new document, so as to comply with the applicable law, but so as to permit the recovery of the fullest amount otherwise called for hereunder and thereunder; provided, however, if any Note has been paid in full before the end of the stated term of any such Note, then Borrower and Bank to charge agree that Bank shall, with reasonable promptness after Bank discovers or receive, or to require is advised by Borrower to pay, that interest or any amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as "Interest") was received in an amount in excess of the Maximum Rate, and all provisions hereof or in either refund such excess interest to Borrower and/or credit such excess interest against such Note and/or any Loan Document which may purport to require Related Indebtedness then owing by Borrower to pay Interest exceeding the Maximum Rate shall be without binding force or effect Bank. Borrower hereby agrees that as a condition precedent to the extent only any claim seeking usury penalties against Bank, Borrower will provide written notice to Bank, advising Bank in reasonable detail of the excess of Interest over such Maximum Rate. Any Interest charged or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident nature and bona fide error, and shall, to the extent received by Bank, at the option of Bank, either be applied to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interestviolation, and no Bank shall have sixty (60) days after receipt of such notice in which to correct such usury violation, if any, by either refunding such excess interest will be collected to Borrower or crediting such excess interest against the Note to which the alleged violation relates and/or the Related Indebtedness then owing by Borrower to Bank. All monies paid to Bank hereunder or under any of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been sums contracted for, charged charged, taken, reserved or received by BankBank for the use, all interest at forbearance or detention of any time contracted for, charged or received from Borrower in connection with this Agreement debt evidenced by any Note and/or the Related Indebtedness shall, to the extent permitted by Applicable Lawapplicable law, be amortizedamortized or spread, proratedusing the actuarial method, allocated and spread in equal parts throughout the full stated term of such Note and/or the ObligationsRelated Indebtedness (including any and all renewal and extension periods) until payment in full so that the rate or amount of interest on account of any Note and/or the Related Indebtedness does not exceed the Maximum Rate from time to time in effect and applicable to such Note and/or the Related Indebtedness for so long as debt is outstanding. Borrower In no event shall the provisions of Chapter 346 of the Texas Finance Code (which regulates certain revolving credit loan accounts and Bank shall, revolving triparty accounts) apply to any Note and/or any of the Related Indebtedness. Notwithstanding anything to the maximum extent permitted under Applicable Lawcontrary contained herein or in any of the other Loan Documents, (i) characterize it is not the intention of Bank to accelerate the maturity of any non-principal payment as an expense, fee interest that has not accrued at the time of such acceleration or premium rather than as Interest; and (ii) exclude voluntary prepayments and to collect unearned interest at the effects thereof. The provisions time of this Section shall be deemed to be incorporated into the Note and each Loan Document (whether or not any provision of this Section is referred to therein)such acceleration.

Maximum Interest. Regardless It is expressly stipulated and agreed to be the intent of any provision contained in this Agreement Borrowers and Additional Borrowers and Lender at all times to comply strictly with the applicable Texas law governing the maximum rate or amount of interest payable on the indebtedness evidenced by the Note or any other Loan Document (or applicable United States federal law to the extent that it permits Lender to contract for, charge, take, reserve or receive a greater amount of interest than under Texas law). If the applicable law is ever judicially interpreted so as to render usurious any amount (a) contracted for, charged, taken, reserved or received pursuant to the Note, any of the other Loan Documents or any other communication or writing by or between Borrowers and Additional Borrowers and Lender related to the transaction or transactions that are the subject matter of the Loan Documents, in no event shall the aggregate of all amounts that are (b) contracted for, charged charged, taken, reserved or collected received by reason of Lender's exercise of the option to accelerate the maturity of the Note and/or any and all indebtedness paid or payable by Borrowers and Additional Borrowers to Lender pursuant to the terms of this Agreement, the Note or any of the Loan Documents, and that are deemed interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document other than the Note, or the (c) Borrowers or Additional Borrowers will have paid or Lender will have received by reason of any prepayment by Borrower of any Borrowers and Additional Borrowers of the Obligations or the occurrence of any contingency whatsoeverNote, shall entitle Bank to charge or receive, or to require Borrower to pay, interest or any then it is Borrowers and Additional Borrowers' and Lender's express intent that all amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as "Interest") charged in excess of the Maximum RateLawful Rate shall be automatically canceled, ab initio, and all provisions hereof or in any Loan Document which may purport to require Borrower to pay Interest exceeding the Maximum Rate shall be without binding force or effect to the extent only of the excess of Interest over such Maximum Rate. Any Interest charged or received amounts in excess of the Maximum Lawful Rate theretofore collected by Lender shall be credited on the principal balance of the Note ("Excess"or, if the Note has been or would thereby be paid in full, refunded to Borrower), shall be conclusively presumed to be and the result of an accident and bona fide error, and shall, to the extent received by Bank, at the option of Bank, either be applied to reduce the principal amount provisions of the Obligations or returned to Borrower. The right to accelerate Note and the maturity of any of the Obligations does not include the right to accelerate unaccrued interest, and no such interest will be collected by Bank. All monies paid to Bank hereunder or under any of the other Loan Documents shall immediately be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Bank, all interest at any time contracted for, charged or received from Borrower in connection with this Agreement shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of the Obligations. Borrower and Bank shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest; and (ii) exclude voluntary prepayments deemed reformed and the effects thereof. The provisions amounts thereafter collectible hereunder and thereunder reduced, without the necessity of this Section shall be deemed to be incorporated into the Note and each Loan Document 18 6502991 V5 (whether or not any provision of this Section is referred to therein78055.00001.000).

Maximum Interest. Regardless It is the intention of the parties hereto to conform strictly to applicable usury laws, and, anything herein to the contrary notwithstanding, the Obligations of the Borrower to each Lender under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender limiting rates of interest that may be charged or collected by such Lender. Accordingly, if the transactions contemplated hereby would be usurious under Governmental Requirements (including the Federal and state laws of the United States of America, or of any provision contained other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender, then, in that event, notwithstanding anything to the contrary in this Agreement or any Agreement, it is agreed as follows: (a) the provisions of the Loan Documents, in no event this Section 12.12 shall govern and control; (b) the aggregate of all amounts consideration that are contracted for, charged or collected pursuant to the terms of this Agreement, the Note or any of the Loan Documents, and that are deemed constitutes interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency whatsoever, shall entitle Bank to charge or receive, or to require Borrower to pay, interest or any amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as "Interest") in excess of the Maximum Rate, and all provisions hereof or in any Loan Document which may purport to require Borrower to pay Interest exceeding the Maximum Rate shall be without binding force or effect to the extent only of the excess of Interest over such Maximum Rate. Any Interest charged or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, at the option of Bank, either be applied to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interest, and no such interest will be collected by Bank. All monies paid to Bank hereunder or under any of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants Governmental Requirements that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been is contracted for, charged or received by Bankunder this Agreement, all interest at or under any time contracted for, charged other Loan Document or received from Borrower otherwise in connection with this Agreement by such Lender shall under no circumstances exceed the Highest Lawful Rate, and any excess shall be credited to the Borrower by such Lender (or, if such consideration shall have been paid in full, such excess promptly refunded to the Borrower); (c) all sums paid, or agreed to be paid, to such Lender for the use, forbearance and detention of the indebtedness of the Borrower to such Lender hereunder shall, to the extent permitted by Applicable LawGovernmental Requirements, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until payment in full so that the Obligations. Borrower and Bank shall, to actual rate of interest is uniform throughout the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interestfull term thereof; and (iid) exclude voluntary prepayments if at any time the interest provided pursuant to Section 3.02, together with any other fees and expenses payable pursuant to this Agreement and the effects thereof. The provisions other Loan Documents and deemed interest under Governmental Requirements, exceeds that amount that would have accrued at the Highest Lawful Rate, then the amount of interest and any such fees to accrue to such Lender pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement, to that amount that would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest that would have accrued to such Lender if a varying rate per annum equal to the interest provided pursuant to Section 3.02 had at all times been in effect, plus the amount of fees that would have been received but for the effect of this Section shall be deemed to be incorporated into the Note and each Loan Document (whether or not any provision of this Section is referred to therein).12.12. ​

Maximum Interest. Regardless of any provision contained in this Agreement or any of the Loan Credit Documents, in no contingency or event whatsoever shall the aggregate of all amounts that are contracted for, charged or collected received by Agent or any Lender pursuant to the terms of this Agreement, the Note Agreement or any of the Loan Documents, other Credit Documents and that are deemed interest under Applicable Law, Law exceed the Maximum Ratehighest rate permissible under any Applicable Law. No provision of agreements, conditions, provisions or stipulations contained in this Agreement or in any of the Loan other Credit Documents or the exercise by Bank Agent of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any right hereunder or under option whatsoever contained in any Loan Document of the Credit Documents, or the prepayment by Borrower Borrowers of any of the Obligations Obligations, or the occurrence of any contingency whatsoever, shall entitle Bank Agent or any Lender to charge or receive, or to require Borrower to payreceive in any event, interest or any amounts charges, amounts, premiums or fees deemed interest by Applicable Law (such amounts being interest, charges, amounts, premiums and fees referred to herein collectively as "Interest") in excess of the Maximum Rate and in no event shall Borrowers be obligated to pay Interest exceeding such Maximum Rate, and all provisions hereof agreements, conditions or stipulations, if any, which may in any Loan Document which may purport event or contingency whatsoever operate to require Borrower bind, obligate or compel Borrowers to pay Interest exceeding the Maximum Rate shall be without binding force or effect effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. Any If any Interest is charged or received in excess of the Maximum Rate ("Excess"), each Borrower acknowledges and stipulates that any such charge or receipt shall be conclusively presumed to be the result of an accident and bona fide error, and shallsuch Excess, to the extent received by Bankreceived, at the option of Bank, either shall be applied first to reduce the principal amount Obligations and the balance, if any, returned to Borrowers, it being the intent of the Obligations parties hereto not to enter into a usurious or returned to Borrowerotherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interestany Interest that has not otherwise accrued on the date of such acceleration, and no neither Agent nor any Lenders intend to collect any unearned Interest in the event of any such acceleration. Each Borrower recognizes that, with fluctuations in the rates of interest will be collected by Bankset forth in Section 3.1.1 of this Agreement, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Bank Agent or any Lender hereunder or under any of the Loan Documents other Credit Documents, whether at maturity or by prepayment, shall be subject to any rebate of unearned interest Interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants Borrowers covenant that (i) the credit or return of any Excess shall constitute the acceptance by Borrower Borrowers of such Excess, and (ii) no Borrower shall not seek or pursue any other remedy, legal or equitable, against BankAgent or any Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by BankAgent or any Lender, all interest Interest at any time contracted for, charged or received from Borrower Borrowers in connection with this Agreement any of the Credit Documents shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of the Obligations. Borrower Borrowers, Agent and Bank Lenders shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest; Interest and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section 3.10 shall be deemed to be incorporated into the Note and each Loan every Credit Document (whether or not any provision of this Section is referred to therein). All such Credit Documents and communications relating to any Interest owed by Borrowers and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrowers, and by any court considering the same, to give effect to the adjustments or credits required by this Section 3.10.

Maximum Interest. Regardless It is the intention of the parties hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of the Borrower to the Agent and each Lender under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to the Agent or such Lender limiting rates of interest which may be charged or collected by the Agent or such Lender. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any provision contained other jurisdiction whose laws may be mandatorily applicable) with respect to the Agent or a Lender then, in that event, notwithstanding anything to the contrary in this Agreement or any Agreement, it is agreed as follows: (a) the provisions of the Loan Documents, in no event this Section shall govern and control; (b) the aggregate of all amounts that are contracted for, charged or collected pursuant to the terms of this Agreement, the Note or any of the Loan Documents, and that are deemed consideration which constitutes interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency whatsoever, shall entitle Bank to charge or receive, or to require Borrower to pay, interest or any amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as "Interest") in excess of the Maximum Rate, and all provisions hereof or in any Loan Document which may purport to require Borrower to pay Interest exceeding the Maximum Rate shall be without binding force or effect to the extent only of the excess of Interest over such Maximum Rate. Any Interest charged or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, at the option of Bank, either be applied to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interest, and no such interest will be collected by Bank. All monies paid to Bank hereunder or under any of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants applicable law that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been is contracted for, charged or received by Bankunder this Agreement, all interest at or under any time contracted for, charged of the other aforesaid agreements or received from Borrower otherwise in connection with this Agreement by the Agent or such Lender shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender herein called the "HIGHEST LAWFUL RATE"), and any excess shall be credited to the Borrower by the Agent or such Lender (or, if such consideration shall have been paid in full, such excess refunded to the Borrower); (c) all sums paid, or agreed to be paid, to the Agent or such Lender for the use, forbearance and detention of the Indebtedness of the Borrower to the Agent or such Lender hereunder shall, to the extent permitted by Applicable Lawapplicable law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such Indebtedness until payment in full so that the Obligationsactual rate of interest is uniform throughout the full term thereof; and (d) if at any time the interest provided pursuant to SECTION 4.1 together with any other fees payable pursuant to this Agreement and the other Loan Documents and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to the Agent or such Lender pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to the Agent or such Lender pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to the Agent or such Lender if a varying rate per annum equal to the interest provided pursuant to SECTION 3.2 had at all times been in effect, PLUS the amount of fees which would have been received but for the effect of this Section. Borrower and Bank shallFor purposes of Section 303.201 of the Texas Finance Code, as amended, to the maximum extent, if any, applicable to the Agent or a Lender, the Borrower agrees that the Highest Lawful Rate shall be the "indicated (weekly) rate ceiling" as defined in said Section, provided that the Agent or such Lender may also rely, to the extent permitted by applicable laws, on alternative maximum rates of interest under Applicable Law, other laws applicable to the Agent or such Lender if greater. Chapter 346 of the Texas Finance Code (i) characterize any nonwhich regulates certain revolving credit loan accounts and revolving tri-principal payment as an expense, fee or premium rather than as Interest; and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section shall be deemed to be incorporated into the Note and each Loan Document (whether or not any provision of this Section is referred to therein).party accounts

Maximum Interest. Regardless of any provision contained in this Agreement or any of the Loan Documents, in no contingency or event whatsoever shall the aggregate of all amounts that are contracted for, charged or collected received by Agent and Lenders pursuant to the terms of this Agreement, the Note Agreement or any of the other Loan Documents, Documents and that are deemed interest under Applicable Law, Law exceed the Maximum Ratehighest rate permissible under any Applicable Law. No provision of agreements, conditions, provisions or stipulations contained in this Agreement or in any of the other Loan Documents or the exercise by Bank Agent of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any right hereunder or under option whatsoever contained in any of the Loan Document Documents, or the prepayment by Borrower Borrowers of any of the Obligations Obligations, or the occurrence of any contingency whatsoever, shall entitle Bank Agent or any Lender to charge or receive, or to require Borrower to payin any event, interest or any amounts charges, amounts, premiums or fees deemed interest by Applicable Law (such amounts being interest, charges, amounts, premiums and fees referred to herein collectively as "Interest") in excess of the Maximum Rate and in no event shall Borrowers be obligated to pay Interest exceeding such Maximum Rate, ; and all provisions hereof agreements, conditions or stipulations, if any, which may in any Loan Document which may purport event or contingency whatsoever operate to require Borrower bind, obligate or compel Borrowers to pay Interest exceeding the Maximum Rate shall be without binding force or effect effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. Any If any Interest is charged or received in excess of the Maximum Rate ("Excess"), each Borrower acknowledges and stipulates that any such charge or receipt shall be conclusively presumed to be the result of an accident and bona fide error, and shallsuch Excess, to the extent received by Bankreceived, at the option of Bank, either shall be applied first to reduce the principal amount Obligations and the balance, if any, returned to Borrowers, it being the intent of the Obligations parties hereto not to enter into a usurious or returned to Borrowerotherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interestany Interest that has not otherwise accrued on the date of such acceleration, and no Agent and Lenders do not intend to collect any unearned Interest in the event of any such acceleration. Each Borrower recognizes that, with fluctuations in the rates of interest will be collected by Bankset forth in SECTION 2.1.1 of this Agreement, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Bank Agent or any Lender hereunder or under any of the other Loan Documents Documents, whether at maturity or by prepayment, shall be subject to any rebate of unearned interest Interest as and to the extent required by Applicable Law. By the execution of this Agreement, each Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by such Borrower of such Excess, and (ii) such Borrower shall not seek or pursue any other remedy, legal or equitable, against BankAgent or any Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by BankAgent or any Lender, all interest Interest at any time contracted for, charged or received from Borrower Borrowers in connection with this Agreement any of the Loan Documents shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of the Obligations. Borrower Borrowers, Agent and Bank Lenders shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest; Interest and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section SECTION 2.10 shall be deemed to be incorporated into the Note and each every Loan Document (whether or not any provision of this Section is referred to therein). All such Loan Documents and communications relating to any Interest owed by Borrowers and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrowers, and by any court considering the same, to give effect to the adjustments or credits required by this SECTION 2.10.

Maximum Interest. Regardless It is the intention of the parties hereto to conform strictly to applicable usury laws, and, anything herein to the contrary notwithstanding, the Obligations of the Borrower to each Lender under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender limiting rates of interest that may be charged or collected by such Lender. Accordingly, if the transactions contemplated hereby would be usurious under Governmental Requirements (including the Federal and state laws of the United States of America, or of any provision contained other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender, then, in that event, notwithstanding anything to the contrary in this Agreement or any Agreement, it is agreed as follows: (a) the provisions of the Loan Documents, in no event this Section 12.12 shall govern and control; (b) the aggregate of all amounts consideration that are contracted for, charged or collected pursuant to the terms of this Agreement, the Note or any of the Loan Documents, and that are deemed constitutes interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency whatsoever, shall entitle Bank to charge or receive, or to require Borrower to pay, interest or any amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as "Interest") in excess of the Maximum Rate, and all provisions hereof or in any Loan Document which may purport to require Borrower to pay Interest exceeding the Maximum Rate shall be without binding force or effect to the extent only of the excess of Interest over such Maximum Rate. Any Interest charged or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, at the option of Bank, either be applied to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interest, and no such interest will be collected by Bank. All monies paid to Bank hereunder or under any of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants Governmental Requirements that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been is contracted for, charged or received by Bankunder this Agreement, all interest at or under any time contracted for, charged other Loan Document or received from Borrower otherwise in connection with this Agreement by such Lender shall under no circumstances exceed the Highest Lawful Rate, and any excess shall be credited to the Borrower by such Lender (or, if such consideration shall have been paid in full, such excess promptly refunded to the Borrower); (c) all sums paid, or agreed to be paid, to such Lender for the use, forbearance and detention of the indebtedness of the Borrower to such Lender hereunder shall, to the extent permitted by Applicable LawGovernmental Requirements, be amortized, prorated, allocated 715347206 14464587 and spread in equal parts throughout the full term of such indebtedness until payment in full so that the Obligations. Borrower and Bank shall, to actual rate of interest is uniform throughout the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interestfull term thereof; and (iid) exclude voluntary prepayments if at any time the interest provided pursuant to Section 3.02, together with any other fees and expenses payable pursuant to this Agreement and the effects thereof. The provisions other Loan Documents and deemed interest under Governmental Requirements, exceeds that amount that would have accrued at the Highest Lawful Rate, then the amount of interest and any such fees to accrue to such Lender pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement, to that amount that would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest that would have accrued to such Lender if a varying rate per annum equal to the interest provided pursuant to Section 3.02 had at all times been in effect, plus the amount of fees that would have been received but for the effect of this Section shall be deemed to be incorporated into the Note and each Loan Document (whether or not any provision of this Section is referred to therein)12.12.

Maximum Interest. Regardless of any provision contained in this Agreement or any of the Loan Documents, in no contingency or event whatsoever shall the aggregate of all amounts that are contracted for, charged or collected received by Agent and Lenders pursuant to the terms of this Agreement, the Note Agreement or any of the other Loan Documents, Documents and that are deemed interest under Applicable Law, Law exceed the Maximum Ratehighest rate permissible under any Applicable Law. No provision of agreements, conditions, provisions or stipulations contained in this Agreement or in any of the other Loan Documents or the exercise by Bank Agent of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any right hereunder or under option whatsoever contained in any of the Loan Document Documents, or the prepayment by Borrower any or all Borrowers of any of the Obligations Obligations, or the occurrence of any contingency whatsoever, shall entitle Bank Agent or any Lender to charge or receive, or to require Borrower to payreceive in any event, interest or any amounts charges, amounts, premiums or fees deemed interest by Applicable Law (such amounts being interest, charges, amounts, premiums and fees referred to herein collectively as "Interest") in excess of the Maximum Rate and in no event shall Borrowers be obligated to pay Interest exceeding such Maximum Rate, and all provisions hereof agreements, conditions or stipulations, if any, which may in any Loan Document which may purport event or contingency whatsoever operate to require Borrower bind, obligate or compel Borrowers to pay Interest exceeding the Maximum Rate shall be without binding force or effect effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. Any If any Interest is charged or received in excess of the Maximum Rate ("Excess"), each Borrower acknowledges and stipulates that any such charge or receipt shall be conclusively presumed to be the result of an accident and bona fide error, and shallsuch Excess, to the extent received by Bankreceived, at the option of Bank, either shall be applied first to reduce the principal amount of the Obligations or and the balance, if any, returned to BorrowerBorrowers, it being the intent of the parties hereto not to enter into a usurious or otherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interestany Interest that has not otherwise accrued on the date of such acceleration, and no Agent and Lenders do not intend to collect any unearned Interest in the event of any such acceleration. Each Borrower recognizes that, with fluctuations in the rates of interest will be collected by Bankset forth in Section 3.1.1 of this Agreement, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Bank Agent or any Lender hereunder or under any of the other Loan Documents Documents, whether at maturity or by prepayment, shall be subject to any rebate of unearned interest Interest as and to the extent required by Applicable Law. By the execution of this Agreement, each Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by such Borrower of such Excess, and (ii) no Borrower shall not seek or pursue any other remedy, legal or equitable, against BankAgent or any Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by BankAgent or any Lender, all interest Interest at any time contracted for, charged or received from Borrower any or all Borrowers in connection with this Agreement any of the Loan Documents shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of the Obligations. Borrower Borrowers, Agent and Bank Lenders shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest; Interest and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section 3.10 shall be deemed to be incorporated into the Note and each every Loan Document (whether or not any provision of this Section is referred to therein). All such Loan Documents and communications relating to any Interest owed by any or all Borrowers and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrowers, and by any court considering the same, to give effect to the adjustments or credits required by this Section 3.10.

Maximum Interest. Regardless of any provision contained in this Agreement or any of the Loan Documents, in no contingency or event whatsoever shall the aggregate of all amounts that are contracted for, charged or collected received by Agent and Lenders pursuant to the terms of this Agreement, the Note Agreement or any of the other Loan Documents, Documents and that are deemed interest under Applicable Law, Law exceed the Maximum Ratehighest rate permissible under any Applicable Law. No provision of agreements, conditions, provisions or stipulations contained in this Agreement or in any of the other Loan Documents or the exercise by Bank Agent of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any right hereunder or under option whatsoever contained in any of the Loan Document Documents, or the prepayment by Borrower Borrowers of any of the Obligations Obligations, or the occurrence of any contingency whatsoever, shall entitle Bank Agent or any Lender to charge or receive, or to require Borrower to payreceive in any event, interest or any amounts charges, amounts, premiums or fees deemed interest by Applicable Law (such amounts being interest, charges, amounts, premiums and fees referred to herein collectively as "Interest") in excess of the Maximum Rate and in no event shall Borrowers be obligated to pay Interest exceeding such Maximum Rate, ; and all provisions hereof agreements, conditions or stipulations, if any, which may in any Loan Document which may purport event or contingency whatsoever operate to require Borrower bind, obligate or compel Borrowers to pay Interest exceeding the Maximum Rate shall be without binding force or effect effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. Any If any Interest is charged or received in excess of the Maximum Rate ("Excess"), each Borrower acknowledges and stipulates that any such charge or receipt shall be conclusively presumed to be the result of an accident and bona fide error, and shallsuch Excess, to the extent received by Bankreceived, at the option of Bank, either shall be applied first to reduce the principal amount Obligations and the balance, if any, returned to Borrowers, it being the intent of the Obligations parties hereto not to enter into a usurious or returned to Borrowerotherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interestany Interest that has not otherwise accrued on the date of such acceleration, and no Agent and Lenders do not intend to collect any unearned Interest in the event of any such acceleration. Each Borrower recognizes that, with fluctuations in the rates of interest will be collected by Bankset forth in Section 2.1.1 of this Agreement, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Bank Agent or any Lender hereunder or under any of the other Loan Documents Documents, whether at maturity or by prepayment, shall be subject to any rebate of unearned interest Interest as and to the extent required by Applicable Law. By the execution of this Agreement, each Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by such Borrower of such Excess, and (ii) such Borrower shall not seek or pursue any other remedy, legal or equitable, against BankAgent or any Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by BankAgent or any Lender, all interest Interest at any time contracted for, charged or received from Borrower Borrowers in connection with this Agreement any of the Loan Documents shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of the Obligations. Borrower Borrowers, Agent and Bank Lenders shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest; Interest and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section 2.10 shall be deemed to be incorporated into the Note and each every Loan Document (whether or not any provision of this Section is referred to therein). All such Loan Documents and communications relating to any Interest owed by Borrowers and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrowers, and by any court considering the same, to give effect to the adjustments or credits required by this Section 2.10.

Maximum Interest. Regardless It is the intention of the parties hereto to conform strictly to applicable usury laws, and, anything herein to the contrary notwithstanding, the Obligations of the Borrower to each Lender under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender limiting rates of interest that may be charged or collected by such Lender. Accordingly, if the transactions contemplated hereby would be usurious under Governmental Requirements (including the Federal and state laws of the United States of America, or of any provision contained other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender, then, in that event, notwithstanding anything to the contrary in this Agreement or any Agreement, it is agreed as follows: (a) the provisions of the Loan Documents, in no event this Section 12.12 shall govern and control; (b) the aggregate of all amounts consideration that are contracted for, charged or collected pursuant to the terms of this Agreement, the Note or any of the Loan Documents, and that are deemed constitutes interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency whatsoever, shall entitle Bank to charge or receive, or to require Borrower to pay, interest or any amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as "Interest") in excess of the Maximum Rate, and all provisions hereof or in any Loan Document which may purport to require Borrower to pay Interest exceeding the Maximum Rate shall be without binding force or effect to the extent only of the excess of Interest over such Maximum Rate. Any Interest charged or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, at the option of Bank, either be applied to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interest, and no such interest will be collected by Bank. All monies paid to Bank hereunder or under any of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants Governmental Requirements that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been is contracted for, charged or received by Bankunder this Agreement, all interest at or under any time contracted for, charged other Loan Document or received from Borrower otherwise in connection with this Agreement by such Lender shall under no circumstances exceed the Highest Lawful Rate, and any excess shall be credited to the Borrower by such Lender (or, if such consideration shall have been paid in full, such excess promptly refunded to the Borrower); (c) all sums paid, or agreed to be paid, to such Lender for the use, forbearance and detention of the indebtedness of the Borrower to such Lender hereunder shall, to the extent permitted by Applicable LawGovernmental Requirements, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until payment in full so that the Obligations. Borrower and Bank shall, to actual rate of interest is uniform throughout the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interestfull term thereof; and (iid) exclude voluntary prepayments if at any time the interest provided pursuant to Section 3.02, together with any other fees and expenses payable pursuant to this Agreement and the effects thereof. The provisions other Loan Documents and deemed interest under Governmental Requirements, exceeds that amount that would have accrued at the Highest Lawful Rate, then the amount of interest and any such fees to accrue to such Lender pursuant to this Agreement shall be limited, notwithstanding anything to 715347206 14464587 the contrary in this Agreement, to that amount that would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest that would have accrued to such Lender if a varying rate per annum equal to the interest provided pursuant to Section 3.02 had at all times been in effect, plus the amount of fees that would have been received but for the effect of this Section shall be deemed to be incorporated into the Note and each Loan Document (whether or not any provision of this Section is referred to therein)12.12.

Maximum Interest. Regardless It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any provision contained other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement or any Agreement, it is agreed as follows: (i) the provisions of the Loan Documents, in no event this Section 10.6 shall govern and control; (ii) the aggregate of all amounts that are contracted for, charged or collected pursuant to the terms of this Agreement, the Note or any of the Loan Documents, and that are deemed consideration which constitutes interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency whatsoever, shall entitle Bank to charge or receive, or to require Borrower to pay, interest or any amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as "Interest") in excess of the Maximum Rate, and all provisions hereof or in any Loan Document which may purport to require Borrower to pay Interest exceeding the Maximum Rate shall be without binding force or effect to the extent only of the excess of Interest over such Maximum Rate. Any Interest charged or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, at the option of Bank, either be applied to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interest, and no such interest will be collected by Bank. All monies paid to Bank hereunder or under any of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants applicable law that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been is contracted for, charged or received by Bankunder this Agreement, all interest at or under any time contracted for, charged of the other aforesaid agreements or received from Borrower otherwise in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder shall, to the extent permitted by Applicable Lawapplicable law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until payment in full so that the Obligations. Borrower and Bank shall, to actual rate of interest is uniform throughout the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interestfull term thereof; and (iiiv) exclude voluntary prepayments if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the effects thereof. The provisions Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section shall be deemed to be incorporated into the Note and each Loan Document (whether or not any provision of this Section is referred to therein)10.6.

Maximum Interest. Regardless Notwithstanding the foregoing paragraphs and all other provisions of any provision contained in this Agreement or any and the Notes, none of the Loan Documents, in no event shall the aggregate of all amounts that are contracted for, charged or collected pursuant to the terms of this Agreement, the Note or any of the Loan Documents, and that are deemed interest under Applicable Law, exceed the Maximum Rate. No provision provisions of this Agreement or in any the Notes shall ever be construed to create a contract to pay to the Lenders for the use, forbearance or detention of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency whatsoever, shall entitle Bank to charge or receive, or to require Borrower to paymoney, interest or any amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as "Interest") in excess of the Maximum Ratemaximum amount of interest permitted to be charged by the Lenders to the Borrower under applicable state or federal law from time to time in effect, and all provisions hereof or in any Loan Document which may purport to require the Borrower shall never be required to pay Interest exceeding the Maximum Rate shall be without binding force or effect to the extent only of the excess of Interest over such Maximum Rate. Any Interest charged or received interest in excess of such maximum amount. If, for any reason interest is paid hereon in excess of such maximum amount, then promptly upon any determination that such excess has been paid the Maximum Rate ("Excess")Lenders will, shall be conclusively presumed to be the result of an accident and bona fide errorat their option, and shall, either refund such excess to the extent received by Bank, at the option of Bank, either be applied Borrower or apply such excess to reduce the principal amount of owing under the Obligations or returned Notes." 7. Exhibit G to Borrowerthe Credit Agreement, BORROWING BASE CERTIFICATE, is hereby amended by deleting the words "except for ineligibility due to delinquencies which is addressed on an aggregated basis by an adjustment to the Borrowing Base" from footnote 1 thereto. 8. The right to accelerate Except as specifically modified hereby, the maturity of any of the Obligations does not include the right to accelerate unaccrued interest, Credit Agreement is and no such interest will be collected by Bankremains unmodified and in full force and effect and is hereby ratified and confirmed. All monies paid to Bank hereunder or under any of references in the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By "Agreement" or the execution of this "Credit Agreement, Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Bank, all interest at any time contracted for, charged or received from Borrower in connection with this Agreement shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of the Obligations. Borrower and Bank shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest; and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section " henceforth shall be deemed to refer to the Credit Agreement as amended by this Amendment. 9. This Amendment may be incorporated into executed in any number of counterparts, all of which taken together shall constitute one agreement, and any of the Note parties hereto may execute this Amendment by signing any such counterpart. This Amendment shall be construed in accordance with the internal laws (and not the law of conflicts) of the State of Illinois, but giving effect to federal laws applicable to national banks. This Amendment shall be effective when it has been executed by Borrower, the Initial Lenders and the New Lender and each Loan Document (whether party has notified the Agent by telecopy or not any provision of this Section is referred to therein)telephone that it has taken such action.

Maximum Interest. Regardless The provisions of this Deed of Trust and of all agreements between Grantor and Beneficiary, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand or acceleration of the maturity of the Note or otherwise, shall the amount paid, or agreed to be paid (“Interest”) to Beneficiary for the use, forbearance or detention of the money loaned under the Note exceed the maximum amount permissible under applicable law. If, from any circumstance whatsoever, performance or fulfillment of any provision contained in this Agreement hereof or of any agreement between Grantor and Beneficiary shall, at the time performance or fulfillment of the Loan Documents, in no event such provision shall the aggregate of all amounts that are contracted for, charged or collected pursuant to the terms of this Agreement, the Note or any of the Loan Documents, and that are deemed interest under Applicable Lawbe due, exceed the Maximum Rate. No provision limit for Interest prescribed by law or otherwise transcend the limit of this Agreement validity prescribed by applicable law, then ipso facto the obligation to be performed or in fulfilled shall be reduced to such limit, and if, from any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency circumstance whatsoever, Beneficiary shall entitle Bank to charge or receive, or to require Borrower to pay, interest or any amounts ever receive anything of value deemed interest Interest by Applicable Law (such amounts being referred to herein collectively as "Interest") applicable law in excess of the Maximum Ratemaximum lawful amount, and all provisions hereof or in an amount equal to any Loan Document which may purport to require Borrower to pay excessive Interest exceeding the Maximum Rate shall be without binding force or effect applied to the extent only reduction of the excess principal balance owing under the Note in the inverse order of Interest over such Maximum Rate. Any Interest charged its maturity (whether or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, not then due) or at the option of Bank, either Beneficiary be applied paid over to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interestGrantor, and no such interest will be collected by Banknot to the payment of Interest. All monies paid Interest (including any amounts or payments judicially or otherwise under law deemed to Bank hereunder or under any of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants that (iInterest) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged charged, taken, reserved, paid or received by Bank, all interest at any time contracted for, charged or received from Borrower in connection with this Agreement agreed to be paid to Beneficiary shall, to the extent permitted by Applicable Lawapplicable law, be amortized, prorated, allocated and spread in equal parts throughout the full term of the Obligations. Borrower Note, including any extensions and Bank shall, to renewals thereof until payment in full of the principal balance of the Note so that the Interest thereon for such full term will not exceed at any time the maximum extent amount permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest; by applicable law. This Section will control all agreements between Grantor and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section shall be deemed to be incorporated into the Note and each Loan Document (whether or not any provision of this Section is referred to therein)Beneficiary.

Maximum Interest. Regardless of any provision contained in this Agreement or any of the Loan Credit Documents, in no contingency or event whatsoever shall the aggregate of all amounts that are contracted for, charged or collected received by Agent or any Lender pursuant to the terms of this Agreement, the Note Agreement or any of the Loan Documents, other Credit Documents and that are deemed interest under Applicable Law, Law exceed the Maximum Ratehighest rate permissible under any Applicable Law. No provision of agreements, conditions, provisions or stipulations contained in this Agreement or in any of the Loan other Credit Documents or the exercise by Bank Agent of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any right hereunder or under option whatsoever contained in any Loan Document of the Credit Documents, or the prepayment by Borrower Borrowers of any of the Obligations Obligations, or the occurrence of any contingency whatsoever, shall entitle Bank Agent or any Lender to charge or receive, or to require Borrower to payreceive in any event, interest or any amounts charges, amounts, premiums or fees deemed interest by Applicable Law (such amounts being interest, charges, amounts, premiums and fees referred to herein collectively as "“Interest"”) in excess of the Maximum Rate and in no event shall Borrowers be obligated to pay Interest exceeding such Maximum Rate, and all provisions hereof agreements, conditions or stipulations, if any, which may in any Loan Document which may purport event or contingency whatsoever operate to require Borrower bind, obligate or compel Borrowers to pay Interest exceeding the Maximum Rate shall be without binding force or effect effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. Any If any Interest is charged or received in excess of the Maximum Rate ("“Excess"”), each Borrower acknowledges and stipulates that any such charge or receipt shall be conclusively presumed to be the result of an accident and bona fide error, and shallsuch Excess, to the extent received by Bankreceived, at the option of Bank, either shall be applied first to reduce the principal amount Obligations and the balance, if any, returned to Borrowers, it being the intent of the Obligations parties hereto not to enter into a usurious or returned to Borrowerotherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interestany Interest that has not otherwise accrued on the date of such acceleration, and no neither Agent nor any Lenders intend to collect any unearned Interest in the event of any such acceleration. Each Borrower recognizes that, with fluctuations in the rates of interest will be collected by Bankset forth in Section 3.1.1 of this Agreement, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Bank Agent or any Lender hereunder or under any of the Loan Documents other Credit Documents, whether at maturity or by prepayment, shall be subject to any rebate of unearned interest Interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants Borrowers covenant that (i) the credit or return of any Excess shall constitute the acceptance by Borrower Borrowers of such Excess, and (ii) no Borrower shall not seek or pursue any other remedy, legal or equitable, against BankAgent or any Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by BankAgent or any Lender, all interest Interest at any time contracted for, charged or received from Borrower Borrowers in connection with this Agreement any of the Credit Documents shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of the Obligations. Borrower Borrowers, Agent and Bank Lenders shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest; Interest and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section 3.10 shall be deemed to be incorporated into the Note and each Loan every Credit Document (whether or not any provision of this Section is referred to therein). All such Credit Documents and communications relating to any Interest owed by Borrowers and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrowers, and by any court considering the same, to give effect to the adjustments or credits required by this Section 3.10.

Maximum Interest. Regardless of any provision contained in this Agreement or any of the other Loan DocumentsDocument, in no contingency or event whatsoever shall the aggregate of all amounts that are contracted for, charged or collected received by Lender pursuant to the terms of this AgreementAgreement or any other Loan Document and that are deemed interest under applicable law exceed the highest rate permissible under any applicable law, which a court of competent jurisdiction shall, in a final determination, deem applicable hereto or thereto. No agreements, conditions, provisions or stipulations contained in any of the Note Loan Documents nor the exercise by Lender of the right to accelerate the payment nor the maturity of all or any portion of the Obligations nor the exercise of any option whatsoever contained in any of the Loan Documents, and that are deemed interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or nor the prepayment by Borrower of any of the Obligations or Obligations, nor the occurrence of any contingency whatsoever, shall entitle Bank Lender to charge or receive, or to require Borrower to payin any event, interest or any amounts charges, amounts, premiums or fees deemed interest by Applicable Law applicable law (such amounts being interest, charges, amounts, premiums and fees referred to herein collectively as "“Interest"”) in excess of the Maximum Ratemaximum rate allowable under applicable law and in no event shall any Obligor be obligated to pay Interest exceeding such maximum rate, and all provisions hereof agreements, conditions, or stipulations, if any, which may in any Loan Document which may purport event or contingency whatsoever operate to require Borrower bind, obligate or compel any Obligor to pay Interest exceeding the Maximum Rate maximum rate allowable under applicable law shall be without binding force or effect effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Ratemaximum rate. Any If any Interest is charged or received in excess of the Maximum Rate maximum rate allowable under applicable law ("“Excess"”), Borrower acknowledges and stipulates that any such charge or receipt shall be conclusively presumed to be the result of an accident and bona fide error, and shallsuch Excess, to the extent received by Bankreceived, at the option of Bank, either shall be applied first to reduce the principal amount of Obligations and the Obligations or balance, if any, returned to Borrower, it being the intent of the parties hereto not to enter into a usurious or other illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interestany Interest that has not otherwise accrued on the date of such acceleration, and no such interest will be collected by Bank. All monies paid Lender does not intend to Bank hereunder or under collect any of unearned Interest in the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants that (i) the credit or return event of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rateacceleration. For the purpose of determining whether or not any Excess has been contracted for, charged or received by BankLender, all interest Interest at any time contracted for, charged or received from Borrower in connection with this Agreement any of the Loan Documents shall, to the extent permitted by Applicable Lawapplicable law, be amortized, prorated, allocated and spread in equal parts throughout the full term of the Obligations. Borrower and Bank shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest; and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section shall be deemed to be incorporated into the Note and each every Loan Document (whether or not any provision of this Section is referred to therein).

Maximum Interest. Regardless All agreements between the Companies and FPM are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of acceleration of maturity of the indebtedness evidenced hereby or otherwise, shall the amount paid or agreed to be paid to FPM for the use or the forbearance of the indebtedness evidenced hereby exceed the maximum permissible under applicable law. As used herein, the term "applicable law" shall mean the law in effect as of the date hereof; provided, however, that in the event there is a change in the law which results in a higher permissible rate of interest, then this Consignment, Forward Contracts and Trading Line Agreement shall be governed by such new law as of its effective date. In this regard, it is expressly agreed that it is the intent of the Companies and FPM in the execution, delivery and acceptance of this Consignment, Forward Contracts and Trading Line Agreement to contract in strict compliance with the laws of the State of Rhode Island from time to time in effect. If, under or from any circumstances whatsoever, fulfillment of any provision contained in this Agreement hereof or any at the time of performance of such provision shall be due, shall involve transcending the Loan Documentslimit of such validity prescribed by applicable law, in no event then the obligation to be fulfilled shall the aggregate of all amounts that are contracted for, charged or collected pursuant automatically be reduced to the terms limits of this Agreement, the Note or any of the Loan Documentssuch validity, and that are deemed if under or from circumstances whatsoever FPM should ever receive as interest under Applicable Law, an amount which would exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency whatsoeverhighest lawful rate, such amount which would be excessive interest shall entitle Bank to charge or receive, or to require Borrower to pay, interest or any amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as "Interest") in excess of the Maximum Rate, and all provisions hereof or in any Loan Document which may purport to require Borrower to pay Interest exceeding the Maximum Rate shall be without binding force or effect to the extent only of the excess of Interest over such Maximum Rate. Any Interest charged or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, at the option of Bank, either be applied to reduce the reduction of the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does balance evidenced hereby and not include the right to accelerate unaccrued interest, and no such interest will be collected by Bank. All monies paid to Bank hereunder or under any of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Lawpayment of interest. By the execution of this Agreement, Borrower covenants that (i) the credit or return of any Excess This provision shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any control every other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Bank, all interest at any time contracted for, charged or received from Borrower in connection with this Agreement shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of the Obligations. Borrower and Bank shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest; and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section shall be deemed to be incorporated into the Note and each Loan Document (whether or not any provision of this Section is referred to therein)all agreements between the Companies and FPM.

Maximum Interest. Regardless of any provision contained in this Agreement or any of the Loan Documents, in no contingency or event whatsoever shall the aggregate of all amounts that are contracted for, charged or collected received by Agent or any Lender pursuant to the terms of this Agreement, the Note Agreement or any of the other Loan Documents, Documents and that are deemed interest under Applicable Law, Law exceed the highest rate permissible under any Applicable Law (the “Maximum Rate”). No provision of agreements, conditions, provisions or stipulations contained in this Agreement or in any of the other Loan Documents or the exercise by Bank Agent of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any right hereunder or under option whatsoever contained in any of the Loan Document Documents, or the prepayment by Borrower any Obligor of any of the Obligations Obligations, or the occurrence of any contingency whatsoever, shall entitle Bank Agent or Lenders to charge or receive, or to require Borrower to payreceive in any event, interest or any amounts charges, amounts, premiums or fees deemed interest by Applicable Law (such amounts being interest, charges, amounts, premiums and fees referred to herein collectively as "“Interest"”) in excess of the Maximum Rate and in no event shall any Obligor be obligated to pay Interest exceeding such Maximum Rate, and all provisions hereof agreements, conditions or stipulations, if any, which may in any Loan Document which may purport event or contingency whatsoever operate to require Borrower bind, obligate or compel any Obligor to pay Interest exceeding the Maximum Rate shall be without binding force or effect effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. Any If any Interest is charged or received with respect to the Obligations in excess of the Maximum Rate ("“Excess"”), each Obligor stipulates that any such charge or receipt shall be conclusively presumed to be the result of an accident and bona fide error, and shallsuch Excess, to the extent received by Bankreceived, at the option of Bank, either shall be applied first to reduce the principal amount Obligations and the balance, if any, returned to the Obligors, it being the intent of the Obligations parties hereto not to enter into an usurious or returned to Borrowerotherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interest, and no such interest will be collected by Bank. All monies paid to Bank hereunder or under any of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Bank, all interest at any time contracted for, charged or received from Borrower in connection with this Agreement shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of the Obligations. Borrower and Bank shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest; and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section shall be deemed to be incorporated into the Note and each Loan Document (whether or not any provision of this Section is referred to therein).does

Maximum Interest. Regardless The provisions of this Deed of Trust and of all agreements between Grantor and Beneficiary, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand or acceleration of the maturity of the Note or otherwise, shall the amount paid, or agreed to be paid ("Interest"), to Beneficiary for the use, forbearance or retention of the money loaned under the Note exceed the maximum amount permissible under applicable law. If, from any circumstance whatsoever, performance or fulfillment of any provision contained in this Agreement hereof or of any agreement between Grantor and Beneficiary shall, at the time performance or fulfillment of the Loan Documents, in no event such provision shall the aggregate of all amounts that are contracted for, charged or collected pursuant to the terms of this Agreement, the Note or any of the Loan Documents, and that are deemed interest under Applicable Lawbe due, exceed the Maximum Rate. No provision limit for Interest prescribed by law or otherwise transcend the limit of this Agreement validity prescribed by applicable law, then ipso facto the obligation to be performed or in fulfilled shall be reduced to such limit and if, from any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency circumstance whatsoever, Beneficiary shall entitle Bank to charge or receive, or to require Borrower to pay, interest or any amounts ever receive anything of value deemed interest Interest by Applicable Law (such amounts being referred to herein collectively as "Interest") applicable law in excess of the Maximum Ratemaximum lawful amount, and all provisions hereof or in an amount equal to any Loan Document which may purport to require Borrower to pay excessive Interest exceeding the Maximum Rate shall be without binding force or effect applied to the extent only reduction of the excess principal balance owing under the Note in the inverse order of Interest over such Maximum Rate. Any Interest charged its maturity (whether or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, not then due) or at the option of Bank, either Beneficiary be applied paid over to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interestGrantor, and no such interest will be collected by Banknot to the payment of Interest. All monies Interest (including any amounts or payments deemed to be Interest) paid or agreed to be paid to Bank hereunder or under any of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Bank, all interest at any time contracted for, charged or received from Borrower in connection with this Agreement Beneficiary shall, to the extent permitted by Applicable Lawapplicable law, be amortized, prorated, allocated and spread in equal parts throughout the full term period until payment in full of the Obligations. Borrower and Bank shall, to principal balance of the Note so that the Interest thereon for such full period will not exceed the maximum extent amount permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest; by applicable law. This paragraph will control all agreements between Grantor and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section shall be deemed to be incorporated into the Note and each Loan Document (whether or not any provision of this Section is referred to therein)Beneficiary.

Maximum Interest. Regardless It is the intention of the parties hereto that each Bank shall conform strictly to usury laws applicable to it. Accordingly, if the transactions contemplated hereby would be usurious as to any provision contained in this Agreement Bank under laws applicable to it (including the laws of the United States of America and the State of Texas or any of other jurisdiction whose laws may be mandatorily applicable to such Bank notwithstanding the Loan Documents, in no event shall the aggregate of all amounts that are contracted for, charged or collected pursuant to the terms other provisions of this Agreement), then, in that event, notwithstanding anything to the Note or any of the Loan Documents, and that are deemed interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement or contrary in any of the Loan Documents or any agreement entered into in connection with or as security for the exercise Notes, it is agreed as follows: (i) the aggregate of all consideration which constitutes interest under law applicable to any Bank that is contracted for, taken, reserved, charged or received by such Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations Loan Documents or agreements or otherwise in connection with the occurrence of any contingency whatsoever, Notes shall entitle Bank to charge or receive, or to require Borrower to pay, interest or any amounts deemed interest under no circumstances exceed the maximum amount allowed by Applicable Law (such amounts being referred to herein collectively as "Interest") in excess of the Maximum Rateapplicable law, and all provisions hereof or in any Loan Document which may purport to require Borrower to pay Interest exceeding the Maximum Rate excess shall be without binding force or effect to the extent only of the excess of Interest over such Maximum Rate. Any Interest charged or received in excess of the Maximum Rate ("Excess"), cancelled automatically and if theretofore paid shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received credited by Bank, at the option of Bank, either be applied to reduce such Bank on the principal amount of the Obligations (or, to the extent that the principal amount of the Obligations shall have been or returned would thereby be paid in full, refunded by such Bank to the Borrower. The right to accelerate ); and (ii) in the event that the maturity of the Notes is accelerated by reason of an election of the holder thereof resulting from any Event of Default under this Agreement or otherwise, or in the event of any required or permitted prepayment, then such consideration that constitutes interest under law applicable to any Bank may never include more than the maximum amount allowed by such applicable law, and excess interest, if any, provided for in this Agreement or otherwise shall be cancelled automatically by such Bank as of the date of such acceleration or prepayment and, if theretofore paid, shall be credited by such Bank on the principal amount of the Obligations does not include the right to accelerate unaccrued interest(or, and no such interest will be collected by Bank. All monies paid to Bank hereunder or under any of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By that the execution of this Agreement, Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess principal amount of the Maximum RateObligations shall have been or would thereby be paid in full, refunded by such Bank to the Borrower). For All sums paid or agreed to be paid to any Bank for the purpose use, forbearance or detention of determining whether or not any Excess has been contracted for, charged or received by Bank, all interest at any time contracted for, charged or received from Borrower in connection with this Agreement sums due hereunder shall, to the extent permitted by Applicable Lawlaw applicable to such Bank, be amortized, prorated, allocated and spread in equal parts throughout the full term of the Obligations. Borrower and Bank shall, to Loans evidenced by the Notes until payment in full so that the rate or amount of interest on account of any Loans hereunder does not exceed the maximum extent permitted under Applicable Law, amount allowed by such applicable law. If at any time and from time to time (i) characterize the amount of interest payable to any non-principal payment as an expense, fee or premium rather than as Interest; Bank on any date shall be computed at the Highest Lawful Rate applicable to such Bank pursuant to this Section 9.9 and (ii) exclude voluntary prepayments and in respect of any subsequent interest computation period the effects thereof. The provisions amount of interest otherwise payable to such Bank would be less than the amount of interest payable to such Bank computed at the Highest Lawful Rate applicable to such Bank, then the amount of interest payable to such Bank in respect of such subsequent interest computation period shall continue to be computed at the Highest Lawful Rate applicable to such Bank until the total amount of interest payable to such Bank shall equal the total amount of interest which would have been payable to such Bank if the total amount of interest had been computed without giving effect to this Section shall be deemed to be incorporated into the Note and each Loan Document (whether or not any provision of this Section is referred to therein)9.

Maximum Interest. Regardless of any provision contained (A) Notwithstanding anything to the contrary in this Agreement or any of the Loan Documents, in no event shall the aggregate of all amounts that are contracted for, charged or collected pursuant to the terms of this Agreement, the Note or any of the Loan Documents, and that are deemed interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency whatsoever, shall entitle Bank to charge or receive, or to require Borrower to pay, interest or any amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as "Interest") in excess of the Maximum Rate, and all provisions hereof or in any Loan Document which may purport to require Borrower to pay Interest exceeding the Maximum Rate shall be without binding force or effect to the extent only of the excess of Interest over such Maximum Rate. Any Interest charged or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, at the option of Bank, either be applied to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interest, and no such interest will be collected by Bank. All monies paid to Bank hereunder or under any of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Bank, all interest at any time contracted for, charged or received from Borrower in connection with this Agreement shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of the Obligations. Borrower and Bank shall, to the maximum extent permitted under Applicable Lawotherwise, (i) characterize if at any non-principal payment time the amount of interest computed on the basis of an Applicable Annual Rate or a Default Rate would exceed the amount of such interest computed upon the basis of the maximum rate of interest permitted by applicable state or federal law in effect from time to time hereafter (the "Maximum Legal Rate"), the interest payable under this Agreement shall be computed upon the basis of the Maximum Legal Rate, but any subsequent reduction in such Applicable Annual Rate or Default Rate, as applicable, shall not reduce such interest thereafter payable hereunder below the amount computed on the basis of the Maximum Legal Rate until the aggregate amount of such interest accrued and payable under this Agreement equals the total amount of interest which would have accrued if such interest had been at all times computed solely on the basis of an expenseApplicable Annual Rate or Default Rate, fee or premium rather than as Interestapplicable; and (ii) exclude voluntary prepayments and unless preempted by federal law, an Applicable Annual Rate or Default Rate, as applicable, from time to time in effect hereunder may not exceed the effects thereof"monthly ceiling" from time to time in effect under Chapter 303 of the Texas Finance Code. The provisions If the applicable state or federal law is amended in the future to allow a greater rate of interest to be charged under this Section Agreement than is presently allowed by applicable state or federal law, then the limitation of interest hereunder shall be deemed increased to the maximum rate of interest allowed by applicable state or federal law as amended, which increase shall be incorporated into effective hereunder on the Note effective date of such amendment, and each Loan Document (whether or not any provision of this all interest charges owing to Agent and/or Lenders by reason thereof shall be payable in accordance with Section is referred to therein)3.2.2 hereof.

Maximum Interest. Regardless The provisions of any provision contained this Deed of Trust and of all agreements between Grantor and Beneficiary, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in this Agreement no contingency or any event whatsoever, whether by reason of demand or acceleration of the Loan Documents, in no event shall the aggregate maturity of all amounts that are contracted for, charged or collected pursuant to the terms of this Agreement, the Note or any of the Loan Documents, and that are deemed interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency whatsoeverotherwise, shall entitle Bank to charge or receivethe amount paid, or agreed to require Borrower to pay, interest or any amounts deemed interest by Applicable Law be paid (such amounts being referred to herein collectively as "Interest") to Beneficiary for the use, forbearance or detention of the money loaned under the Note exceed the maximum amount permissible under applicable law, including as may be applicable under MCA 31-1-107 et.seq. If, from any circumstance whatsoever, performance or fulfillment of any provision hereof or of any agreement between Grantor and Beneficiary shall, at the time performance or fulfillment of such provision shall be due, exceed the limit for Interest prescribed by law or otherwise transcend the limit of validity prescribed by applicable law, then ipso facto the obligation to be performed or fulfilled shall be reduced to such limit, and if, from any circumstance whatsoever, Beneficiary shall ever receive anything of value deemed Interest by applicable law in excess of the Maximum Ratemaximum lawful amount, and all provisions hereof or in an amount equal to any Loan Document which may purport to require Borrower to pay excessive Interest exceeding the Maximum Rate shall be without binding force or effect applied to the extent only reduction of the excess principal balance owing under the Note in the inverse order of Interest over such Maximum Rate. Any Interest charged its maturity (whether or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, not then due) or at the option of Bank, either Beneficiary be applied paid over to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interestGrantor, and no such interest will be collected by Banknot to the payment of Interest. All monies paid Interest (including any amounts or payments judicially or otherwise under law deemed to Bank hereunder or under any of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants that (iInterest) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged charged, taken, reserved, paid or received by Bank, all interest at any time contracted for, charged or received from Borrower in connection with this Agreement agreed to be paid to Beneficiary shall, to the extent permitted by Applicable Lawapplicable law, be amortized, prorated, allocated and spread in equal parts throughout the full term of the Obligations. Borrower Note, including any extensions and Bank shall, to renewals thereof until payment in full of the principal balance of the Note so that the Interest thereon for such full term will not exceed at any time the maximum extent amount permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest; by applicable law. This Section will control all agreements between Grantor and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section shall be deemed to be incorporated into the Note and each Loan Document (whether or not any provision of this Section is referred to therein)Beneficiary.

Maximum Interest. Regardless of any provision contained in this Agreement or any of the Loan Documents, in no event shall the aggregate of all amounts that are contracted for, charged or collected pursuant to the terms of this Agreement, the Note Note(s) or any of the Loan Documents, and that are deemed interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency whatsoever, shall entitle Bank to charge or receive, or to require Borrower to pay, interest or any amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as "Interest") in excess of the Maximum Rate, and all provisions hereof or in any Loan Document which may purport to require Borrower to pay Interest exceeding the Maximum Rate shall be without binding force or effect to the extent only of the excess of Interest over such Maximum Rate. Any Interest charged or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, at the option of Bank, either be applied to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interest, and no such interest will be collected by Bank. All monies paid to Bank hereunder or under any of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Bank, all interest at any time contracted for, charged or received from Borrower in connection with this Agreement shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of the Obligations. Borrower and Bank shall, to the maximum extent permitted under Applicable Law, Law (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest; Interest and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section shall be deemed to be incorporated into the Note Note(s) and each Loan Document (whether or not any provision of this Section is referred to therein).

Maximum Interest. Regardless It is the intention of any provision contained in the parties hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of the Borrower to the Administrative Agent and each Lender under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to the Administrative Agent or any such Lender limiting rates of interest which may be charged or collected (a) the Loan Documents, in no event provisions of this Section shall govern and control; (b) the aggregate of all amounts that are contracted for, charged or collected pursuant to the terms of this Agreement, the Note or any of the Loan Documents, and that are deemed consideration which constitutes interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency whatsoever, shall entitle Bank to charge or receive, or to require Borrower to pay, interest or any amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as "Interest") in excess of the Maximum Rate, and all provisions hereof or in any Loan Document which may purport to require Borrower to pay Interest exceeding the Maximum Rate shall be without binding force or effect to the extent only of the excess of Interest over such Maximum Rate. Any Interest charged or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, at the option of Bank, either be applied to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interest, and no such interest will be collected by Bank. All monies paid to Bank hereunder or under any of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants applicable law that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been is contracted for, charged or received by Bankunder this Agreement, all interest at or under any time contracted for, charged of the other aforesaid agreements or received from Borrower otherwise in connection with this Agreement by the Administrative Agent or such Lender shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender herein called the “Highest Lawful Rate”), and any excess shall be credited to the Borrower by the Administrative Agent or such Lender (or, if such consideration shall have been paid in full, such excess refunded to the Borrower); (c) all sums paid, or agreed to be paid, to the Administrative Agent or such Lender for the use, forbearance and detention of the Indebtedness of the Borrower to the Administrative Agent or such Lender hereunder shall, to the extent permitted by Applicable Lawapplicable law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such Indebtedness until payment in full so that the Obligationsactual rate of interest is uniform throughout the full term thereof; and (d) if at any time the interest provided pursuant to Section 4.1 together with any other fees payable pursuant to this Agreement and the other Loan Documents and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to the Administrative Agent or such Lender pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to the Administrative Agent or such Lender pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to the Administrative Agent or such Lender if a varying rate per annum equal to the interest provided pursuant to Section 3.2 had at all times been in effect, plus the amount of fees which would have been received but for the effect of this Section. Borrower and Bank shallFor purposes of Section 303.201 of the Texas Finance Code, as amended, to the maximum extent, if any, applicable to the Administrative Agent or a Lender, the Borrower agrees that the Highest Lawful Rate shall be the “indicated (weekly) rate ceiling” as defined in said Section, provided that the Administrative Agent or such Lender may also rely, to the extent permitted by applicable laws, on alternative maximum rates of interest under Applicable Law, other laws applicable to the Administrative Agent or such Lender if greater. Chapter 346 of the Texas Finance Code (i) characterize any nonwhich regulates certain revolving credit loan accounts and revolving tri-principal payment as an expense, fee party accounts shall not apply to this Agreement or premium rather than as Interest; and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section shall be deemed to be incorporated into the Note and each other Loan Document (whether or not any provision of this Section is referred to therein)Documents.

Maximum Interest. Regardless The provisions of this Mortgage and of all agreements between Borrower and Lender, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand or acceleration of the maturity of the Note or otherwise, shall the amount paid, or agreed to be paid (“Interest”) to Lender for the use, forbearance, retention or detention of the money loaned under the Note exceed the maximum amount permissible under applicable law. If, from any circumstance whatsoever, performance or fulfillment of any provision contained in this Agreement hereof or of any agreement between Borrower and Lender shall, at the time performance or fulfillment of the Loan Documents, in no event such provision shall the aggregate of all amounts that are contracted for, charged or collected pursuant to the terms of this Agreement, the Note or any of the Loan Documents, and that are deemed interest under Applicable Lawbe due, exceed the Maximum Rate. No provision limit for Interest prescribed by law or otherwise transcend the limit of this Agreement validity prescribed by applicable law, then ipso facto the obligation to be performed or in fulfilled shall be reduced to such limit, and if, from any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency circumstance whatsoever, Lender shall entitle Bank to charge or receive, or to require Borrower to pay, interest or any amounts ever receive anything of value deemed interest Interest by Applicable Law (such amounts being referred to herein collectively as "Interest") applicable law in excess of the Maximum Ratemaximum lawful amount, and all provisions hereof or in an amount equal to any Loan Document which may purport to require Borrower to pay excessive Interest exceeding the Maximum Rate shall be without binding force or effect applied to the extent only reduction of the excess principal balance owing under the Note in the inverse order of Interest over such Maximum Rate. Any Interest charged its maturity (whether or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, not then due) or at the option of Bank, either Lender be applied to reduce the principal amount of the Obligations or returned paid over to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interest, and no such interest will be collected by Banknot to the payment of Interest. All monies paid Interest (including any amounts or payments judicially or otherwise under law deemed to Bank hereunder or under any of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants that (iInterest) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged charged, taken, reserved, paid or received by Bank, all interest at any time contracted for, charged or received from Borrower in connection with this Agreement agreed to be paid to Lender shall, to the extent permitted by Applicable Lawapplicable law, be amortized, prorated, allocated and spread in equal parts throughout the full term of the ObligationsNote, including any extensions and renewals thereof until payment in full of the principal balance of the Note so that the Interest thereon for such full term will not at any time exceed the maximum amount permitted by applicable law. This Section will control all agreements between Borrower and Bank shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest; and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section shall be deemed to be incorporated into the Note and each Loan Document (whether or not any provision of this Section is referred to therein)Lender.

Maximum Interest. Regardless of any provision contained in this Agreement or any It is the intention of the Loan Documents, in no event shall the aggregate of all amounts that are contracted parties hereto to comply with applicable usury laws. The parties hereto do not intend to contract for, charged charge or collected pursuant to the terms receive any interest or other charge which is usurious, and by execution of this Agreement, the Note Borrower agrees that the Banks have no such intent. This Agreement, and all other agreements between the Borrower and the Banks which are now existing or any hereafter arising, whether written or oral, are hereby expressly limited so that in no event whatsoever, whether by reason of acceleration of maturity of the Loan DocumentsNotes, and that are deemed interest under Applicable Lawor otherwise, shall the amount paid, or agreed to be paid, to the Banks for the use, forbearance or detention of the money to be due hereunder or otherwise, or for the payment or performance of any covenant or obligation contained herein or in any other document evidencing, securing, or pertaining to the indebtedness evidenced by the Notes, exceed the Maximum Rate. No provision The term "Maximum Rate," as used herein, shall mean, on any day, the highest non-usurious rate of this Agreement or in interest (if any) permitted by applicable law on such day. If from any of the Loan Documents or the exercise by Bank circumstance whatsoever fulfillment of any right hereunder provisions hereof or under any Loan Document or the prepayment by Borrower of any other document, at the time performance of the Obligations or the occurrence of any contingency whatsoeversuch provisions shall be due, shall entitle Bank involve transcending the valid limits prescribed by law, then, ipso facto, the obligation to charge or receive, or be fulfilled shall be reduced to require Borrower to pay, interest or any amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as "Interest") in excess of the Maximum Rate, and all provisions hereof if from any such circumstance the Banks shall ever receive as interest or in any Loan Document otherwise an amount which may purport to require Borrower to pay Interest exceeding will exceed the Maximum Rate Rate, such amount which would be excessive interest shall be without binding force or effect to the extent only of the excess of Interest over such Maximum Rate. Any Interest charged or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, at the option of Bank, either be applied to reduce the reduction of the principal amount owing under the Notes or on account of any other principal indebtedness of the Obligations Borrower to the Banks and not to the payment of interest, or returned if such excessive interest exceeds the unpaid balance of principal of the Notes and such other indebtedness, such excess shall be refunded to the Borrower. The right All sums paid and agreed to accelerate be paid to the maturity of any Banks for use, forbearance or detention of the Obligations does not include the right to accelerate unaccrued interest, and no such interest will be collected by Bank. All monies paid to Bank hereunder or under any indebtedness of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Bank, all interest at any time contracted for, charged or received from Borrower in connection with this Agreement shall, to the extent permitted by Applicable Lawapplicable law, be amortized, prorated, allocated allocated, and spread in equal parts throughout the period until payment in full term on the Notes (or any renewals, extensions and rearrangements thereof) so that the actual rate of interest on account of the Obligations. Borrower indebtedness evidenced by the Notes is uniform throughout the terms thereof (and Bank shallall renewals, to extensions and rearrangements thereof) and does not exceed the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest; and (ii) exclude voluntary prepayments and the effects thereofMaximum Rate. The terms and provisions of this Section paragraph shall be deemed to be incorporated into the Note control and each Loan Document (whether or not supersede any other provision of this Section is referred to therein)Agreement.

Maximum Interest. Regardless The provisions of any provision contained this Deed of Trust and of all ---------------- agreements between Grantor and Beneficiary, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in this Agreement no contingency or any event whatsoever, whether by reason of demand or acceleration of the Loan Documents, in no event shall the aggregate maturity of all amounts that are contracted for, charged or collected pursuant to the terms of this Agreement, the Note or any of the Loan Documents, and that are deemed interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency whatsoeverotherwise, shall entitle Bank to charge or receivethe amount paid, or agreed to require Borrower to pay, interest or any amounts deemed interest by Applicable Law be paid (such amounts being referred to herein collectively as "Interest") to Beneficiary for the use, forbearance or retention of the -------- money loaned under the Note exceed the maximum amount permissible under applicable law. If, from any circumstance whatsoever, performance or fulfillment of any provision hereof or of any agreement between Grantor and Beneficiary shall, at the time performance or fulfillment of such provision shall be due, exceed the limit for Interest prescribed by law or otherwise transcend the limit of validity prescribed by applicable law, then, ipso facto, the obligation to be ---- ----- performed or fulfilled shall be reduced to such limit, and if, from any circumstance whatsoever, Beneficiary shall ever receive anything of value deemed Interest by applicable law in excess of the Maximum Ratemaximum lawful amount, and all provisions hereof or in an amount equal to any Loan Document which may purport to require Borrower to pay excessive Interest exceeding the Maximum Rate shall be without binding force or effect applied to the extent only reduction of the excess principal balance owing under the Note in the inverse order of Interest over such Maximum Rate. Any Interest charged its maturity (whether or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Banknot then due) or, at the option of BankBeneficiary, either be applied paid over to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interestGrantor, and no such interest will be collected by Banknot to the payment of Interest. All monies Interest (including any amounts or payments deemed to be Interest) paid or agreed to be paid to Bank hereunder or under any of the Loan Documents shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Bank, all interest at any time contracted for, charged or received from Borrower in connection with this Agreement Beneficiary shall, to the extent permitted by Applicable Lawapplicable law, be amortized, prorated, allocated and spread in equal parts throughout the full term period until payment in full of the Obligations. Borrower and Bank shall, to principal balance of the Note so that the Interest thereon for such full period will not exceed the maximum extent amount permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest; by applicable law. This Section will control all agreements between Grantor and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section shall be deemed to be incorporated into the Note and each Loan Document (whether or not any provision of this Section is referred to therein)Beneficiary.