Common use of NOL Usage Payment Clause in Contracts

NOL Usage Payment. The AAC Subgroup in the aggregate may utilize Pre-Determination Date NOLs to offset income for Federal Tax purposes in an amount up to the Allocated AAC NOL Amount (to the extent not previously utilized in a prior Taxable Period pursuant to this subclause 3(c)(i)(2)). During any Taxable Period that the AAC Subgroup offsets income for Federal Tax purposes by utilizing any portion of the available Allocated AAC NOL Amount with respect to any NOL Usage Tier set forth in the NOL Usage Table below (taking into account all prior NOL utilization within each NOL Usage Tier during any Amended and Restated Tax Sharing Agreement Taxable Period), AAC shall make payments to AFGI within the time and in the manner prescribed herein in an amount equal to (Y) the applicable percentages with respect to the applicable NOL Usage Tier, multiplied by (Z) the AAC Notional Federal Tax Amount attributable to the utilization of such portion of the Allocated AAC NOL Amount within the applicable NOL Usage Tier or NOL Usage Tiers, as the case may be. NOL Usage Tier Allocated AAC NOL Amount Applicable Percentage A The first $0.479 billion 15% B The next $1.057 billion after NOL Usage Tier A 40% C The next $1.057 billion after NOL Usage Tier B 10% D The next $1.057 billion after NOL Usage Tier C 15%

NOL Usage Payment. The AAC Subgroup in the aggregate may utilize Pre-Determination Date NOLs to offset income for Federal Tax purposes in an amount up to the Post-Deconsolidation Allocated AAC NOL Amount (to the extent not previously utilized in a prior Taxable Period pursuant to clause 3(c)(i) or this subclause 3(c)(i)(2clause 3(c)(ii)). During any Taxable Period that the AAC Subgroup offsets income for Federal Tax purposes by utilizing any portion of the available Post-Deconsolidation Allocated AAC NOL Amount with respect to any NOL Usage Tier set forth in the NOL Usage Table below (taking into account all prior NOL utilization within each NOL Usage Tier during any Amended and Restated Tax Sharing Agreement Taxable Period, including any utilization of any portion of the Allocated AAC NOL Amount under clause 3(c)(i)), AAC shall make payments to AFGI within the time and in the manner prescribed herein in an amount equal to (Y) the applicable percentages with respect to the applicable NOL Usage Tier, multiplied by (Z) the AAC Notional Federal Tax Amount attributable to the utilization of such portion of the Allocated AAC NOL Amount within the applicable NOL Usage Tier or NOL Usage Tiers, as the case may be. NOL Usage Tier Allocated AAC NOL Amount Applicable Percentage A The first $0.479 billion 15% B The next $1.057 billion after NOL Usage Tier A 40% C The next $1.057 billion after NOL Usage Tier B 10% D The next $1.057 billion after NOL Usage Tier C 15%

NOL Usage Payment. The AAC Subgroup in the aggregate may utilize Pre-Determination Date NOLs to offset income for Federal Tax purposes in an amount up to the Post- Deconsolidation Allocated AAC NOL Amount (to the extent not previously utilized in a prior Taxable Period pursuant to clause 3(c)(i) or this subclause 3(c)(i)(2clause 3(c)(ii)). During any Taxable Period that the AAC Subgroup offsets income for Federal Tax purposes by utilizing any portion of the available Post- Deconsolidation Allocated AAC NOL Amount with respect to any NOL Usage Tier set forth in the NOL Usage Table below (taking into account all prior NOL utilization within each NOL Usage Tier during any Amended and Restated Tax Sharing Agreement Taxable Period, including any utilization of any portion of the Allocated AAC NOL Amount under clause 3(c)(i)), AAC shall make payments to AFGI within the time and in the manner prescribed herein in an amount equal to (Y) the applicable percentages with respect to the applicable NOL Usage Tier, multiplied by (Z) the AAC Notional Federal Tax Amount attributable to the utilization of such portion of the Allocated AAC NOL Amount within the applicable NOL Usage Tier or NOL Usage Tiers, as the case may be. NOL Usage Tier Allocated AAC NOL Amount Applicable Percentage A The first $0.479 billion 15% B The next $1.057 billion after NOL Usage Tier A 40% C The next $1.057 billion after NOL Usage Tier B 10% D The next $1.057 billion after NOL Usage Tier C 15%

NOL Usage Payment. The AAC Subgroup in the aggregate may utilize Pre-Determination Date NOLs to offset income for Federal Tax purposes in an amount up to the Allocated AAC NOL Amount (to the extent not previously utilized in a prior Taxable Period pursuant to this subclause 3(c)(i)(2)). During any Taxable Period that the AAC Subgroup offsets income for Federal Tax purposes by utilizing any portion of the available Allocated AAC NOL Amount with respect to any NOL Usage Tier set forth in the NOL Usage Table below (taking into account all prior NOL utilization within each NOL Usage Tier during any 12 Amended and Restated Tax Sharing Agreement US1 3105335.10 Taxable Period), AAC shall make payments to AFGI within the time and in the manner prescribed herein in an amount equal to (Y) the applicable percentages with respect to the applicable NOL Usage Tier, multiplied by (Z) the AAC Notional Federal Tax Amount attributable to the utilization of such portion of the Allocated AAC NOL Amount within the applicable NOL Usage Tier or NOL Usage Tiers, as the case may be. NOL Usage Tier Allocated AAC NOL Amount Applicable Percentage A The first $0.479 billion 15% B The next $1.057 billion after NOL Usage Tier A 40% C The next $1.057 billion after NOL Usage Tier B 10% D The next $1.057 billion after NOL Usage Tier C 15%

NOL Usage Payment. The AAC Subgroup in the aggregate may utilize Pre-Determination Date NOLs to offset income for Federal Tax purposes in an amount up to the Allocated AAC NOL Amount (to the extent not previously utilized in a prior Taxable Period pursuant to this subclause 3(c)(i)(2)). During any Taxable Period that the AAC Subgroup offsets income for Federal Tax purposes by utilizing any portion of the available Allocated AAC NOL Amount with respect to any NOL Usage Tier set forth in the NOL Usage Table below (taking into account all prior NOL utilization within each NOL Usage Tier during any Amended and Restated Tax Sharing Agreement Taxable Period), AAC shall make payments to AFGI within the time and in the manner prescribed herein in an amount equal to (Y) the applicable percentages with respect to the applicable NOL Usage Tier, multiplied by (Z) the AAC Notional Federal Tax Amount attributable to the utilization of such portion of the Allocated AAC NOL Amount within the applicable NOL Usage Tier or NOL Usage Tiers, as the case may be. Amended and Restated Tax Sharing Agreement NOL Usage Tier Allocated AAC NOL Amount Applicable Percentage A The first $0.479 0.5 billion 15% B The next $1.057 1.1 billion after NOL Usage Tier A 40% C The next $1.057 1.1 billion after NOL Usage Tier B 10% D The next $1.057 1.1 billion after NOL Usage Tier C 15%

NOL Usage Payment. The AAC Subgroup in the aggregate may utilize Pre-Determination Date NOLs to offset income for Federal Tax purposes in an amount up to the Post- Deconsolidation Allocated AAC NOL Amount (to the extent not previously utilized in a prior Taxable Period pursuant to clause 3(c)(i) or this subclause 3(c)(i)(2clause 3(c)(ii)). During any Taxable Period that the AAC Subgroup offsets income for Federal Tax purposes by utilizing any portion of the available Post- Deconsolidation Allocated AAC NOL Amount with respect to any NOL Usage Tier set forth in the NOL Usage Table below (taking into account all prior NOL utilization within each NOL Usage Tier during any Amended and Restated Tax Sharing Agreement Taxable Period, including any utilization of any portion of the Allocated AAC NOL Amount under clause 3(c)(i)), AAC shall make payments to AFGI within the time and in the manner prescribed herein in an amount equal to (Y) the applicable percentages with respect to the applicable NOL Usage Tier, multiplied by (Z) the AAC Notional Federal Tax Amount attributable to the utilization of such portion of the Allocated AAC NOL Amount within the applicable NOL Usage Tier or NOL Usage Tiers, as the case may be. NOL Usage Tier Allocated AAC NOL Amount Applicable Percentage A The first $0.479 0.5 billion 15% B The next $1.057 1.1 billion after NOL Usage Tier A 40% C The next $1.057 1.1 billion after NOL Usage Tier B 10% D The next $1.057 1.1 billion after NOL Usage Tier C 15%

NOL Usage Payment. The AAC Subgroup in the aggregate may utilize Pre-Determination Date NOLs to offset income for Federal Tax purposes in an amount up to the Post-Deconsolidation Allocated AAC NOL Amount (to the extent not previously utilized in a prior Taxable Period pursuant to Amended and Restated Tax Sharing Agreement clause 3(c)(i) or this subclause 3(c)(i)(2clause 3(c)(ii)). During any Taxable Period that the AAC Subgroup offsets income for Federal Tax purposes by utilizing any portion of the available Post-Deconsolidation Allocated AAC NOL Amount with respect to any NOL Usage Tier set forth in the NOL Usage Table below (taking into account all prior NOL utilization within each NOL Usage Tier during any Amended and Restated Tax Sharing Agreement Taxable Period, including any utilization of any portion of the Allocated AAC NOL Amount under clause 3(c)(i)), AAC shall make payments to AFGI within the time and in the manner prescribed herein in an amount equal to (Y) the applicable percentages with respect to the applicable NOL Usage Tier, multiplied by (Z) the AAC Notional Federal Tax Amount attributable to the utilization of such portion of the Allocated AAC NOL Amount within the applicable NOL Usage Tier or NOL Usage Tiers, as the case may be. NOL Usage Tier Allocated AAC NOL Amount Applicable Percentage A The first $0.479 0.5 billion 15% B The next $1.057 1.1 billion after NOL Usage Tier A 40% C The next $1.057 1.1 billion after NOL Usage Tier B 10% D The next $1.057 1.1 billion after NOL Usage Tier C 15%

NOL Usage Payment. The AAC Subgroup in the aggregate may utilize Pre-Determination Date NOLs to offset income for Federal Tax purposes in an amount up to the Allocated AAC NOL Amount (to the extent not previously utilized in a prior Taxable Period pursuant to this subclause 3(c)(i)(2)). During any Taxable Period that the AAC Subgroup offsets income for Federal Tax purposes by utilizing any portion of the available Allocated AAC NOL Amount with respect to any NOL Usage Tier set forth in the NOL Usage Table below (taking into account all prior NOL utilization within each NOL Usage Tier during any Amended and Restated Tax Sharing Agreement Taxable Period), AAC shall make payments to AFGI within the time and in the manner prescribed herein in an amount equal to (Y) the applicable percentages with respect to the applicable NOL Usage Tier, multiplied by (Z) the AAC Notional Federal Tax Amount attributable to the utilization of such portion of the Allocated AAC NOL Amount within the applicable NOL Usage Tier or NOL Usage Tiers, as the case may be. NOL Usage Tier Allocated AAC NOL Amount Applicable Percentage A The first $0.479 0.5 billion 15% B The next $1.057 1.1 billion after NOL Usage Tier A 40% C The next $1.057 1.1 billion after NOL Usage Tier B 10% D The next $1.057 1.1 billion after NOL Usage Tier C 15%