Common use of Disbursements Clause in Contracts

Disbursements. An Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “Disbursement Date”) such payment shall be made (each such payment, a “Disbursement”). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor).

Disbursements. An Issuer will notify the applicable Borrower and the Revolving Loan Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “Disbursement Date”) such payment shall be made (each such payment, a “Disbursement”). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. on the first Business Day following the Disbursement Date, the applicable Borrower will reimburse the Revolving Loan Administrative Agent, for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, such payments to be made in Dollars (and in the amount which is the Dollar Equivalent of any such payment or disbursement made or denominated in an Alternate Currency) together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the each Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the a Borrower or a Subsidiary Guarantor).

Disbursements. An The Issuer will notify the U.S. Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such the Issuer, together with notice of the date (the “"Disbursement Date”") such payment shall be made (each such payment, a “"Disbursement”"). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. on the first Business Day following the Disbursement Date, the Borrower Borrowers will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such the Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower Borrowers hereby acknowledges acknowledge and agrees agree that it they shall be obligated obligated, jointly and severally, to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the any Borrower or a Subsidiary Guarantor).

Disbursements. An The Issuer will notify the Borrower Representative and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such the Issuer, together with notice of the date (the “Disbursement Date”) such payment shall be made (each such payment, a “Disbursement”). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. 12:00 p.m. (noon) on the first Business Day following the Disbursement Date, the Borrower Borrowers will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such the Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of CreditApplication, the theeach Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (hereunder, whether issued for the account party on such Letter of Credit is the thea Borrower or a Subsidiary Guarantor)any Obligor.

Disbursements. An Issuer will notify the applicable Borrower and the Administrative Agent promptly of the presentment for payment of any drawing under a Letter of Credit issued by such Issuer, together with notice of the date (the “Disbursement Date”) such payment shall be made (each such payment, a “Disbursement”). Subject to the terms and provisions of such Letter of Credit and this AgreementCredit, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. on the first Business Day following the Disbursement Date, the applicable Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, such payments to be made in Dollars (and in the amount which is the Dollar Equivalent of any such payment or disbursement made or denominated in an Alternate Currency) together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the each Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor Obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the a Borrower or a Subsidiary GuarantorSubsidiary).

Disbursements. An Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “"Disbursement Date”") such payment shall be made (each such payment, a “"Disbursement”"). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. 12:00 noon on the first Business Day following the Disbursement Date, the Borrower will reimburse (a) deliver a Borrowing Notice to the Administrative Agent, for Agent in order to refinance such Reimbursement Obligation with a Revolving Loan accruing at the account of Base Rate or (b) reimburse the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor).

Disbursements. An Each Issuer will notify the Revolving Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such IssuerCredit, together with notice of the date (the “Disbursement Date”a "DISBURSEMENT DATE") such payment shall be made (each such payment, a “Disbursement”)made. Subject to the terms and provisions of such Letter of Credit and this AgreementCredit, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. 10:00 a.m., San Francisco time, on the first Business Day following the Disbursement Date, the Revolving Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, Issuer for all amounts which such Issuer it has disbursed or is required to disburse under such the Letter of CreditCredit on such date. To the extent the applicable Issuer is not reimbursed in full in accordance with the THIRD SENTENCE of this Section, together with the Revolving Borrower's Reimbursement Obligation shall accrue interest thereon at a fluctuating rate equal to the rate per annum then in effect for Alternate Base Rate Loans (with through and including the then Applicable Margin for first Business Day after the Disbursement Date, and thereafter at a fluctuating rate equal to the Alternate Base Rate plus a margin of 2.0% PER ANNUM, in each case, payable on demand. The Revolving Borrower may borrow Revolving Loans accruing on such amount) pursuant hereunder in order to clause pay any Reimbursement Obligation, subject to the terms and conditions hereof (a) of Section 3.2.1 except for the period from minimum amounts for Borrowings set forth in SECTION 2.3) including satisfaction of the Disbursement Date through conditions set forth in SECTION 6.2, PROVIDED, HOWEVER, for the date purpose of determining the availability of the Commitments to make Revolving Loans immediately prior to giving effect to the application of the proceeds of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of CreditRevolving Loans, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it such Reimbursement Obligation shall be deemed not to be the obligor for purposes of each outstanding at such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor)time.

Disbursements. An Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the Issuer of such Letter of Credit will notify the Borrower Borrowers, and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such IssuerCredit, together with notice or of the date any draft thereunder (the “Disbursement Date”) such payment shall be made (each any such payment, a “Disbursement”). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable If an Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. on the first Business Day following the any Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement respect of a Letter of Credit, the Borrowers shall reimburse such Issuer in respect of such Disbursement by paying to the Administrative Agent an amount equal to such Disbursement not later than 3:00 p.m. on (i) the Business Day that the Lead Borrower receives notice of such Disbursement, if such notice is received prior to 10:00 a.m. (New York City time) or (ii) the Business Day immediately following the day that the applicable Borrower receives such notice, if such notice is not received prior to such time. To the extent the applicable Issuer is not reimbursed in full in accordance with the second sentence of this Section, the Borrowers’ Reimbursement Obligation shall accrue interest at the Default Rate, payable on demand. In the event the applicable Issuer is not reimbursed by the Borrowers on the Disbursement Date, or if such Issuer must for any reason return or disgorge such reimbursement, the Lenders shall, on the terms and it subject to the conditions of this Agreement, make Loans that are Alternate Base Rate Loans on the next Business Day in an aggregate amount equal to the Reimbursement Obligations as provided in Section 2.1 (the Lead Borrower being deemed to have given a timely Loan Request therefor for such amount); provided that, for the purpose of determining the availability of the Commitments immediately prior to giving effect to the application of the proceeds of such Loans, such Reimbursement Obligation shall be deemed not to be outstanding at such time. The proceeds of the obligor for purposes Loans made pursuant to the preceding sentence will be turned over to the applicable Issuer in satisfaction of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor)Reimbursement Obligation.

Disbursements. An Issuer will notify the Parent Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “Disbursement Date”) such payment shall be made (each such payment, a “Disbursement”). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior Not later than 1:00 p.m. on (i) a Disbursement Date, if the Parent Borrower shall have received notice of such Disbursement prior to 11:00 10:00 a.m. on such Disbursement Date, or (ii) the first Business Day immediately following the a Disbursement Date, if such notice is received after 10:00 a.m. on such Disbursement Date, the Parent Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under directly in full for such Letter Disbursement. Each such reimbursement shall be made in immediately available funds together (in the case of Credita reimbursement made on such immediately following Business Day, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursement, provided that if such reimbursement is not made when due pursuant to this Section 2.6.2, then the interest rates set forth in Section 3.2.2 shall apply. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Parent Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Parent Borrower or a Subsidiary GuarantorSubsidiary). In the event that an Issuer makes any Disbursement and the Parent Borrower shall not have reimbursed such amount in full to such Issuer pursuant to this Section 2.6.2, such Issuer shall promptly notify the Administrative Agent which shall promptly notify each Revolving Loan Lender of such failure, and each Revolving Loan Lender (other than such Issuer) shall promptly and unconditionally pay in same day funds to the Administrative Agent for the account of such Issuer the amount of such Revolving Loan Lender’s Revolving Loan Percentage of such unreimbursed Disbursement. If an Issuer so notifies the Administrative Agent, and the Administrative Agent so notifies the Revolving Loan Lenders prior to 2:00 p.m., on any Business Day, each such Revolving Loan Lender shall make available to such Issuer such Revolving Loan Lender’s Revolving Loan Percentage of the amount of such payment on such Business Day in same day funds (or if such notice is received by such Revolving Loan Lenders after 2:00 p.m. on the day of receipt, payment shall be made on the immediately following Business Day). If and to the extent such Revolving Loan Lender shall not have so made its Revolving Loan Percentage of the amount of such payment available to the applicable Issuer, such Revolving Loan Lender agrees to pay to such Issuer forthwith on demand such amount, together with interest thereon, for each day from such date until the date such amount is paid to the Administrative Agent for the account of such Issuer, at the Federal Funds Rate.

Disbursements. An Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “"Disbursement Date”") such payment shall be made (each such payment, a “"Disbursement”"). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. a.m., New York time, on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary GuarantorSubsidiary).

Disbursements. An Issuer will notify (a) Company acknowledges that Escrow Agent shall be obligated to disburse Subscription Proceeds only in accordance with Section 3(b) and 3(c) below. (b) Upon confirmation by the Borrower and Escrow Agent that the Administrative Contingency has occurred, the Escrow Agent promptly shall disburse Subscription Proceeds in its possession to the account of the presentment for Company in accordance with the instructions and payment of any Letter of Credit issued by such Issuer, together with notice of file the date Placement Agent provides (the “Disbursement Date”) such payment shall be made (each such payment, a “Initial Disbursement”). Subject The Placement Agent shall notify the Escrow Agent (i) the timing and how to disburse Subscription Proceeds deposited after Initial Disbursement, if applicable, and (ii) upon the terms final disbursement of Subscription Proceeds, after which this Agreement terminates. (c) If the Contingency does not occur and provisions the Placement Agent has not theretofore notified the Escrow Agent in writing of an extension of the Offering, then upon receipt of a payment file from the Placement Agent, the Escrow Agent shall refund to each of the Subscribers the full amount of Subscription Proceeds furnished by each such Letter Subscriber, without deduction or payment of Credit interest. (d) On or before the execution and delivery of this Agreement, the applicable Issuer Company shall make such payment provide to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Placement Agent, for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon equal who will provide to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 for the period from the Disbursement Date through the date of such reimbursementEscrow Agent a completed Form W-9 or Form W-8, whichever is appropriate. Without limiting in any way the foregoing and notwithstanding Notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Creditprovided, the Borrower hereby acknowledges and agrees that it Escrow Agent shall be obligated have no duty to reimburse the applicable Issuer upon prepare or file any federal or state tax report or return with respect to any funds held pursuant to this Agreement or any income earned thereon. (e) The Company shall make a copy of this Agreement available to each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor)Rev. Subscriber.

Disbursements. An The Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such the Issuer, together with notice of the date (the “"Disbursement Date”") such payment shall be made (each such payment, a “"Disbursement”"). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. Not later than 12:00 noon on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such the Issuer has disbursed under such Letter of CreditCredit in good faith, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of CreditCredit made by the Issuer in good faith, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor).

Disbursements. An Issuer will On the 15th day of each calendar month or, if such day is not a business day, the immediately succeeding business day, the Manager shall deliver to the Owner a check representing all amounts in the Operating Expense Account (after allowing for outstanding checks written and deposits made pursuant to this Agreement which had not yet cleared such Operating Expense Account) in excess of the sum of (i) the amounts to be expended or disbursed by the Manager with respect to the Property during such calendar month as set forth in the Budget; (ii) amounts expended in any prior month in excess of the amount specified in the Budget with respect to which the Manager has not yet been reimbursed and which have been approved in writing by the Owner; and (iii) a cushion equal to 5% of the aggregate amount to be expended in accordance with the Budget in the immediately succeeding month or such other amount as may be designated by the Owner. If there is a deficit in the amount required in the preceding sentence relating to payroll costs, benefits and other payroll-related expenses, Owner shall fund such deficit from Owner's own funds. The Manager shall pay out of the Operating Expense Account for the Property all operating expenses of the Property in accordance with the Budget for such Property, as permitted by this Agreement or as otherwise approved in writing by the Owner. The Manager shall hold, remit or expend the funds in the Checking Account and Operating Expense Account according to the Budget or the directions of the Owner. The funds in the Checking Account and Operating Expense Account shall not be co-mingled with funds from any other projects or facilities managed or operated by the Manager and the Manager shall compile detailed records concerning all transactions relating to the Checking Account and Operating Expense Account and shall promptly deliver to the Owner copies of all statements or other correspondence received by the Manager with respect to such Checking Account and Operating Expense Account. Except in emergencies, the Manager shall not incur any obligation in excess of $2,000 which is not specifically included in the Budget, and neither shall the Manager incur any substantial overrun of any budgeted item without the Owner's prior written approval. Where an emergency relating to a Property precludes the Manager's obtaining the prior written consent of the Owner, the Manager shall make reasonable expenditures as necessary to abate the emergency and shall use its best efforts to contact the Ow▇▇▇ ▇y telephone or otherwise as soon as possible. The Manager shall also notify the Borrower and the Administrative Agent promptly of the presentment for payment Owner in writing of any Letter of Credit issued such emergency expenditures within 24 hours thereafter. Except as specifically authorized by such Issuerthe Owner, together with notice of the date Manager will not incur any obligation (whether or not in the “Disbursement Date”Budget) such payment which will exceed $10,000 or mature more than one year after its creation. At least two but no more than three persons (including Property Staff) shall be made (each such payment, a “Disbursement”). Subject responsible for handling cash in order to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor)maintain adequate financial control procedures.

Disbursements. An Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “Disbursement Date”) such payment shall be made (each such payment, a “Disbursement”). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. 1:00 p.m., Charlotte time, on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.3 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary GuarantorSubsidiary).

Disbursements. An Issuer will notify the Borrower Borrowers and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “Disbursement Date”) such payment shall be made (each such payment, a “Disbursement”). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. on the first Business Day following the Disbursement Date, the Borrower Borrowers will reimburse the Administrative AgentAgent (which may be financed by a Revolving Loan or Swing Line Loan), for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the each Borrower hereby acknowledges and agrees that it shall be obligated jointly and severally to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the a Borrower or a Subsidiary Guarantor).

Disbursements. An The Issuer will notify the Borrower KIL and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such the Issuer, together with notice of the date (the “Disbursement Date”) such payment shall be made (each such payment, a “Disbursement”). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment Disbursement to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. 5:00 p.m., New York City time, on the first Business Day following the Disbursement Date, the Borrower Borrowers will (or any one of them) reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such the Issuer has disbursed under such Letter of CreditCredit (in the currency in which such Disbursement was made), together with interest thereon (in the currency in which such Disbursement was made) at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the each Borrower hereby acknowledges and agrees that it shall be jointly and severally obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of CreditCredit (including Letters of Credit issued for the account of the other Borrowers or a Guarantor), and it each Borrower shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the such Borrower or a Subsidiary Guarantor).

Disbursements. An The Issuer will notify the applicable Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such IssuerCredit, together with notice of the date (the “a "Disbursement Date”") such payment shall be made (each such payment, a “Disbursement”)made. Subject to the terms and provisions of such Letter of Credit and this AgreementCredit, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. 10:00 A.M., New York time, on the first Business Day following the Disbursement Date, the applicable Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, Issuer for all amounts which such Issuer it has disbursed under such the Letter of Credit. To the extent the Issuer is not reimbursed in full in accordance with the third sentence of this Section, together with the Borrower's Reimbursement Obligation shall accrue interest thereon equal (i) during the three days following the Disbursement Date at the Prime Rate and (ii) thereafter at the Prime Rate plus a margin of 2% per annum, payable on demand. In the event the Issuer is not reimbursed by the applicable Borrower on the Disbursement Date (other than upon a deemed Disbursement under Section 4.7 when an actual Disbursement has not been made), or if the Issuer must for any reason return or disgorge such reimbursement, the Lenders (including the Issuer) shall, on the terms and subject to the rate per annum then in effect for Base conditions of this Agreement, fund the Reimbursement Obligation therefor by making Revolving Loans which shall be Prime Rate Loans (with the then Applicable Margin applicable Borrower being deemed to have given a timely Borrowing Request therefor for such amount); provided, however, for the purpose of determining the availability of the Commitments to make Revolving Loans accruing on such amount) pursuant immediately prior to clause (a) giving effect to the application of Section 3.2.1 for the period from the Disbursement Date through the date proceeds of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of CreditRevolving Loans, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it such Reimbursement Obligation shall be deemed not to be the obligor for purposes of each outstanding at such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor)time.

Disbursements. An Each Issuer of a Letter of Credit hereunder will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any such Letter of Credit issued by such IssuerCredit, together with notice of the date (the “"Disbursement Date”") such payment shall be made (each such payment, a “"Disbursement”"). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable such Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. Not later than 12:00 noon on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable such Issuer, for all amounts which such Issuer has disbursed under such Letter of CreditCredit in good faith, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Alternate Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable each Issuer upon each Disbursement by such Issuer of a Letter of CreditCredit made by such Issuer in good faith, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary GuarantorSubsidiary).

Disbursements. An Issuer will notify the applicable Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “Disbursement Date”) such payment shall be made (each such payment, a “Disbursement”). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. 12:00 p.m. on the first Business Day following the Disbursement Date, the Borrower Borrowers will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with plus the then Applicable Margin for Revolving such Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Revolving Loan Borrower (in respect of Revolving Letters of Credit) and each Borrower (in respect of Synthetic Letters of Credit) hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the a Borrower or a Subsidiary Guarantor).

Disbursements. An The Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such IssuerCredit, together with notice of the date (the “a "Disbursement Date”") such payment shall be made (each such payment, a “Disbursement”)made. Subject to the terms and provisions of such Letter of Credit and this AgreementCredit, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. (New York City, New York time) on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, Issuer for all amounts which such Issuer it has disbursed under such Letter of Credit, together with interest thereon equal except to the rate per annum then extent such amounts are in effect for Base Rate Loans respect of an LOC Liquidity Disbursement (in which case such amounts shall be reimbursed to the Issuer or the Lenders by the applicable SPC in accordance with the then Applicable Margin provisions of the Enhancement Letter of Credit Application and Agreement relating thereto (the obligation of such SPC to reimburse the Issuer or the Lenders for Revolving Loans accruing such amounts in accordance with such terms being herein referred to as a "Liquidity Obligation")). To the extent the Issuer is not reimbursed in full in respect of any Reimbursement Obligation payable by the Borrower in accordance with the immediately preceding sentence, such Reimbursement Obligation shall accrue interest at a fluctuating rate determined by reference to the Alternate Base Rate, plus a margin of 2.0% per annum, payable on such amount) pursuant to clause (a) of Section 3.2.1 for demand. In the period from event the Issuer is not reimbursed by the Borrower on the Disbursement Date through for any Reimbursement Obligation in respect of any General Letter of Credit due and owing on such Disbursement Date, or if the date Issuer must for any reason return or disgorge such reimbursement, the Lenders (including the Issuer) shall, on the terms and subject to the conditions of this Agreement (including the conditions set forth in Article VI), fund such Reimbursement Obligation by making, on the next Business Day, Loans which are ABR Loans as provided in Section 2.3 (the Borrower being deemed to have given a timely Borrowing Request therefor for such amount); provided, however, for the purpose of determining the availability of the Commitments to make Loans immediately prior to giving effect to the application of the proceeds of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of CreditLoans, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it such Reimbursement Obligation shall be deemed not to be the obligor for purposes of each outstanding at such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor)time.

Disbursements. An Issuer will notify the applicable Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “"Disbursement Date”") such payment shall be made (each such payment, a “"Disbursement”"). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. 12:00 p.m. on the first Business Day following the Disbursement Date, the Borrower Borrowers will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with plus the then Applicable Margin for Revolving such Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Revolving Loan Borrower (in respect of Revolving Letters of Credit) and each Borrower (in respect of Synthetic Letters of Credit) hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the a Borrower or a Subsidiary Guarantor).

Disbursements. An Each Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such IssuerCredit, together with notice of the date (the “"Disbursement Date”") such payment shall be made (each such payment, a “Disbursement”)made. Subject to the terms and provisions of such Letter of Credit and this AgreementCredit, the applicable Issuer shall make such payment (the "Disbursement") to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 11:30 a.m. (U.S. Central time) on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, Issuer for all amounts which such Issuer it has disbursed under such the Letter of Credit. In the event the applicable Issuer is not reimbursed by the Borrower on the Disbursement Date, together with interest thereon equal or if such Issuer must for any reason return or disgorge such reimbursement, the Lenders (including such Issuer) shall, on the terms and subject to the rate per annum then in effect for conditions of this Agreement, fund the Reimbursement Obligation therefor by making, on the next Business Day, Revolving Loans which are Base Rate Loans as provided in Section 2.1.1 (with the then Applicable Margin Borrower being deemed to have given a timely Borrowing Request therefor for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 ); provided, however, for the period from purpose of determining the Disbursement Date through availability of the date Commitments to make Loans immediately prior to giving effect to the application of the proceeds of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of CreditLoans, the Borrower hereby acknowledges and agrees that it such Reimbursement Obligation shall be obligated deemed not to reimburse be outstanding at such time. To the extent the applicable Issuer upon each Disbursement is not reimbursed in full in accordance with the preceding sentences, the Borrower's Reimbursement Obligation shall accrue interest at a fluctuating rate determined by reference to the LIBO Rate, plus a margin of a Letter of Credit2% per annum, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party payable on such Letter of Credit is the Borrower or a Subsidiary Guarantor)demand.

Disbursements. An Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “"Disbursement Date”") such payment shall be made (each such payment, a “"Disbursement”"). Subject to the terms and provisions of such Letter of Credit and this AgreementCredit, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. (New York City time) on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Base Rate Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursementreimbursement is due (and thereafter, at such rate plus 2.0%). Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor)hereunder.

Disbursements. An The Issuer will notify the Borrower SIHL and the ------------- Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such the Issuer, together with notice of the date (the “"Disbursement Date”") such payment shall be made (each such payment, a “------------------ "Disbursement”"). Subject to the terms and provisions of such Letter of ------------- Credit and this Agreement, the applicable Issuer shall make such payment Disbursement to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. 5:00 p.m., New York City time, on the first Business Day following the Disbursement Date, the Borrower Borrowers will (or any one of them) reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such the Issuer has disbursed under such Letter of CreditCredit (in the currency in which such Disbursement was made), together with interest thereon (in the currency in which such Disbursement was made) at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the each Borrower hereby acknowledges and agrees that it shall be jointly and severally obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of CreditCredit (including Letters of Credit issued for the account of the other Borrowers or a Guarantor), and it each Borrower shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the such Borrower or a Subsidiary Guarantor).

Disbursements. An Issuer will notify The Trustee shall disburse or transfer funds from the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together In‐ Kind Consideration Account in accordance with notice of the date (the “Disbursement Date”) such payment shall be made (each such payment, a “Disbursement”)this Section. Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer The Trustee shall make such payment disbursements or transfers in a prompt and timely manner and provide the Government with written notice confirming completion of such disbursement or transfers. (a) The Trustee shall disburse funds from the In‐Kind Consideration Account to the beneficiary (or its designee) Lessee upon presentation to the Trustee from time‐to‐time the following: i. A consecutively numbered invoice executed by a duly authorized officer of the Lessee attesting that the Lessee has provided in‐kind consideration to the Government, and attesting to the amount Lessee is entitled to be reimbursed for the provision of such Letter in‐ kind consideration; and ii. a certification executed by the Government, through the Secretary of Credit. Prior the Air Force or his duly authorized designee, attesting that the Lessee is entitled to 11:00 a.m. reimbursement in the amount set forth on the first Business Day following subject invoice. If the Disbursement DateGovernment certifies that Lessee is entitled to less than the entire amount set forth in the subject invoice, the Borrower will reimburse Trustee shall make payment from the Administrative AgentIn‐Kind Consideration Account only in such amount as the Government certifies. (b) The Trustee shall disburse funds from the In‐Kind Consideration Account to the Government for deposit in the special Treasury Account established under the Enabling Statute upon presentation to the Trustee a certification executed by the Government, through the Secretary of the Air Force or his duly authorized designee, attesting to one or more of the following: i. That the Government has received the deferred in‐kind consideration required under the Lease, that the Lessee has been reimbursed from the In‐Kind Consideration Account for the account agreed‐upon cost of the applicable Issuerdeferred in‐kind consideration and that the Government is entitled to receive the remaining balance of the In‐Kind Consideration Account. ii. That a Event of Default has occurred and is continuing iii. That the Government has not received all or part of the deferred in‐kind consideration for any reason, including without limitation (a) the Government’s election not to issue a Project Notice under the In‐Kind Consideration Delivery Agreement (b) the failure of the Parties to execute a Work Order Agreement (as defined in an pursuant to the In‐Kind Consideration Delivery Agreement) for the deferred in‐kind consideration; (c) a default by the Lessee under a Work Order Agreement; or (d) the termination of a Work Order Agreement by agreement or for the convenience of the Government. (c) Upon the Government’s receipt of notice from the Trustee of the Lessee’s failure to pay all amounts which or a portion of the Extraordinary Expenses in accordance with Section 3.05 (b), the Government may (but shall not be obligated to), in its sole discretion, provide written direction for a disbursement of funds on deposit in the In‐Kind Consideration Account to the Trustee in such Issuer has disbursed under amount as necessary to cure the Lessee’s default in payment of the Extraordinary Expenses. Upon any such Letter disbursement, the Lessee shall be liable to the Government for the amount of Credit, the disbursement together with interest thereon equal to at the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor)Reimbursement Rate.

Disbursements. An Issuer will notify the applicable Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “Disbursement Date”"DISBURSEMENT DATE") such payment shall be made (each such payment, a “Disbursement”"DISBURSEMENT"). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. on the first Business Day following the Disbursement Date, the applicable Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 SECTION 3.2 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the each Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the applicable Borrower or a Subsidiary Guarantor).

Disbursements. An Each Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such IssuerCredit, together with notice of the date (the “"Disbursement Date”") such payment shall be made (each such payment, a “Disbursement”)made. Subject to the terms and provisions of such Letter of Credit and this AgreementCredit, the applicable Issuer shall make such payment (the "Disbursement") to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 11:30 a.m. (U.S. Central time) on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, Issuer for all amounts which such Issuer it has disbursed under such the Letter of Credit. In the event the applicable Issuer is not reimbursed by the Borrower on the Disbursement Date, together with interest thereon equal or if such Issuer must for any reason return or disgorge such reimbursement, the Lenders (including such Issuer) shall, on the terms and subject to the rate per annum then conditions of this Agreement, fund the Reimbursement Obligation therefor by making, on the next Business Day, Revolving Loans (in effect for accordance with each Lender's Percentage without regard to whether the underlying Disbursement arises with respect to a Revolving Loan Letter of Credit) which are Base Rate Loans as provided in Section 2.1.1 (with the then Applicable Margin Borrower being deemed to have given a timely Borrowing Request therefor for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 ); provided, however, for the period from purpose of determining the Disbursement Date through availability of the date Commitments to make Loans immediately prior to giving effect to the application of the proceeds of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of CreditLoans, the Borrower hereby acknowledges and agrees that it such Reimbursement Obligation shall be obligated deemed not to reimburse be outstanding at such time. To the extent the applicable Issuer upon each Disbursement is not reimbursed in full in accordance with the preceding sentences, the Borrower's Reimbursement Obligation shall accrue interest at a fluctuating rate determined by reference to the LIBO Rate, plus a margin of a Letter of Credit2% per annum, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party payable on such Letter of Credit is the Borrower or a Subsidiary Guarantor)demand.

Disbursements. An Issuer will notify Each Lender which is required to make a disbursement of the Borrower Loan under this Agreement shall make available to Agent (or the funding bank or entity designated by the Agent), the amount of such Lender’s Commitment in immediately available funds not later than 11:00 a.m. (New York time) on the Closing Date. Unless the Agent shall have been notified by any Lender prior to such time for funding that such Lender does not intend to make available to the Agent such Lender’s advance, the Agent may assume that such Lender has made such amount available to the Agent and the Administrative Agent, in its sole discretion, may, but shall not be obligated to, make available to Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Agent promptly of the presentment for payment of any Letter of Credit issued by such IssuerLender on or prior to the Closing Date, such Lender agrees to pay and Borrower agrees to repay to Agent forthwith on demand such corresponding amount together with notice interest thereon, for each day from the date such amount is made available to Borrower until the date such amount is paid or repaid to Agent, at (A) in the case of such Lender, the overnight cost of funds at which federal funds are made available to the Agent (such interest rate to change automatically effective as of the date of each change in the overnight cost of federal funds), and (B) in the “Disbursement Date”) such payment shall be made (each such payment, a “Disbursement”). Subject to the terms and provisions case of such Letter of Credit and this AgreementBorrower, the interest rate applicable Issuer shall make such payment at the time to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. a disbursement made on the first Business Day following the Disbursement Closing Date. If such Lender shall pay to Agent such corresponding amount, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under amount so paid shall constitute such Letter of Credit, together with interest thereon equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of CreditLender’s advance, and it if both such Lender and Borrower shall be deemed have paid and repaid, respectively, such corresponding amount, Agent shall promptly return to be the obligor for purposes of each Borrower such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor)corresponding amount in same day funds.

Disbursements. An The Issuer will notify the Administrative Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such the Issuer, together with notice of the date (the “"Disbursement Date”") such payment shall be made (each such payment, a “"Disbursement”"). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. on the first Business Day following the Disbursement Date, the applicable Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such the Issuer has disbursed under such Letter of Credit, Credit together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the each Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the a Borrower or a Subsidiary Guarantor).

Disbursements. An The Issuer will notify the Borrower Borrowers and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such the Issuer, together with notice of the date (the “Disbursement Date”) such payment shall be made (each such payment, a “Disbursement”). Subject Prior to noon, Houston time, on the terms and provisions Disbursement Date if the Borrowers shall have received such notice of such Letter Disbursement on or prior to 10:00 a.m., Houston time, or, if the Borrowers shall have received such notice of Credit and this AgreementDisbursement after 10:00 a.m., Houston time, on the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. Disbursement Date then not later than noon, Houston time, on the first Business Day following the Disbursement Date, the Borrower Borrowers will reimburse the Administrative Agent, Agent for the account of the applicable Issuer, for all amounts which such that the Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with including the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursement; provided that the Borrowers may, subject to the conditions set forth herein, request in accordance with Section 2.3 that such payment be financed with a Base Rate Loan in an equivalent amount and, to the extent so financed, the Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting Borrowing. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the each Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of pursuant to a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the a Borrower or a Subsidiary GuarantorSubsidiary).

Disbursements. An The Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuerit, together with notice of the date (the “"Disbursement Date”") such payment shall be made (each such payment, a “Disbursement”)made. Subject to the terms and provisions of such Letter of Credit and this AgreementCredit, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. a.m., Boston time, on the first Business Day following the Disbursement Date, the Borrower will, or will cause the Subsidiary for whose account the Letter of Credit was issued to, reimburse the Administrative Agent, for the account of the applicable Issuer, Issuer for all amounts which such the Issuer has disbursed under such Letter of Credit, together with interest thereon equal to Credit issued by it. To the rate per annum then extent the Issuer is not reimbursed in effect for Base Rate Loans (full in accordance with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) third sentence of this Section 3.2.1 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit5.5, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement Reimbursement Obligations in respect of a Letter of CreditCredit shall accrue interest at a fluctuating rate determined by reference to the Alternate Base Rate, and it plus the Alternate Base Rate Margin, payable on demand. In the event the Issuer is not reimbursed by the Borrower or any of its Subsidiaries on the Disbursement Date, or if the Issuer must for any reason return or disgorge such reimbursement, the Lenders (including the Issuer) shall fund the Reimbursement Obligations therefor by making Revolving Loans which are Base Rate Tranches as provided in Section 3.1 (the Borrower being deemed to have given a timely Loan Request therefor for such amount); provided, however, that for the purpose of determining the availability of the Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, such Reimbursement Obligations shall be deemed not to be the obligor for purposes of each outstanding at such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor)time.

Disbursements. An Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the Issuer of such Letter of Credit will notify the Borrower Borrowers, and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such IssuerCredit, together with notice or of the date any draft thereunder (the “Disbursement Date”) such payment shall be made (each any such payment, a “Disbursement”). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable If an Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. on the first Business Day following the any Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement respect of a Letter of Credit, the Borrowers shall reimburse such Issuer in respect of such Disbursement by paying to the Administrative Agent an amount equal to such Disbursement not later than 3:00 p.m. on (i) the Business Day that the Lead Borrower receives notice of such Disbursement, if such notice is received prior to 10:00 a.m. (New York City time) or (ii) the Business Day immediately following the day that the applicable Borrower receives such notice, if such notice is not received prior to such time. To the extent the applicable Issuer is not reimbursed in full in accordance with the second sentence of this Section, the Borrowers’ Reimbursement Obligation shall accrue interest at the Default Rate, payable on demand. In the event the applicable Issuer is not reimbursed by the Borrowers on the Disbursement Date, or if such Issuer must for any reason return or disgorge such reimbursement, the Lenders shall, on the terms and it shall be subject to the conditions of this Agreement, make Loans that are Alternate Base Rate Loans on the next Business Day in an aggregate amount equal to the Reimbursement Obligations as provided in Section 2.1 (the Lead Borrower being deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or have given a Subsidiary Guarantor).timely Loan Request

Disbursements. An Each Issuer will notify the Borrower SIHL and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “Disbursement Date”"DISBURSEMENT DATE") such payment shall be made (each such payment, a “Disbursement”"DISBURSEMENT"). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. a.m., New York City time, on the first Business Day following the Disbursement Date, the Borrower Borrowers will (or any one of them) reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Base Rate Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the each Borrower hereby acknowledges and agrees that it shall be jointly and severally obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of CreditCredit (including Letters of Credit issued for the account of the other Borrowers or a Guarantor), and it each Borrower shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the such Borrower or a Subsidiary Guarantor).

Disbursements. An (a) The Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “Disbursement Date”) such payment shall be made (each such payment, a “Disbursement”)made. Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. . (b) Prior to 11:00 a.m. Closing Office Time on the first Business Day following the Disbursement Date, a Loan will be deemed made by the Borrower will Senior Lenders hereunder and evidenced by the Senior Note to reimburse the Administrative Agent, for Issuer to Agent at the account of the applicable Issuer, Closing Office for all amounts which such disbursed or to be disbursed by the Issuer has disbursed on that day (the “Disbursement”) under such Letter of CreditCredit (the “Reimbursement Obligation”); provided, together with interest thereon equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credithowever, the that neither Borrower hereby acknowledges and agrees that it nor Lenders shall be obligated to reimburse the applicable Issuer upon each for any wrongful Disbursement of a Letter of Credit, and it shall be deemed to be made by the obligor for purposes of each such Issuer under any Letter of Credit issued hereunder (whether as a result of acts or omissions constituting gross negligence or willful misconduct on the account party on such Letter part of Credit is the Issuer. Borrower shall notify the Lenders if Borrower objects to the funding of any Loan to pay a Reimbursement Obligation as a result of the gross negligence or a Subsidiary Guarantor)willful misconduct of the Issuer.

Disbursements. An The Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuerit, together with notice of the date (the “"Disbursement Date”") such payment shall be made (each such payment, a “Disbursement”)made. Subject to the terms and provisions of such Letter of Credit and this AgreementCredit, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. 1:00 p.m., San ▇▇▇▇ time, on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, Issuer for all amounts which such the Issuer has disbursed under such Letter of Credit, together with interest thereon equal to Credit issued by it. To the rate per annum then extent the Issuer is not reimbursed in effect for Base Rate Loans (full in accordance with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) third sentence of this Section 3.2.1 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit5.5, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement Reimbursement Obligations in respect of a Letter of CreditCredit shall accrue interest at a fluctuating rate determined by reference to the Prime Rate, and it plus the Prime Rate Margin applicable to Facility A Loans, payable on demand. In the event the Issuer is not reimbursed by the Borrower on the Disbursement Date, or if the Issuer must for any reason return or disgorge such reimbursement, the Banks (including the Issuer) shall fund the Reimbursement Obligations therefor by making Facility A Loans which are Prime Rate Loans as provided in Section 3.1 (the Borrower being deemed to have given a timely Loan Request therefor for such amount); provided, however, that for the purpose of determining the availability of the Commitments immediately prior to giving effect to the application of the proceeds of such Loans, such Reimbursement Obligations shall be deemed not to be the obligor for purposes of each outstanding at such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor)time.

Disbursements. An Each Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such IssuerCredit, together with notice of the date (the “Disbursement Date”a "DISBURSEMENT DATE") such payment shall be made (each such payment, a “Disbursement”)made. Subject to the terms and provisions of such Letter of Credit and this AgreementCredit, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. 10:00 a.m., San Francisco time, on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, Issuer for all amounts which such Issuer it has disbursed or is required to disburse under such the Letter of CreditCredit on such date. To the extent the applicable Issuer is not reimbursed in full in accordance with the THIRD SENTENCE of this Section, together with the Borrower's Reimbursement Obligation shall accrue interest thereon at a fluctuating rate equal to the rate per annum then in effect for Alternate Base Rate through and including the first Business Day after the Disbursement Date, and thereafter at a fluctuating rate equal to the Alternate Base Rate plus a margin of 2.0% PER ANNUM, in each case, payable on demand. The Borrower may borrow Loans hereunder in order to pay any Reimbursement Obligation, subject to the terms and conditions hereof (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 except for the period from minimum amounts for Borrowings set forth in SECTION 2.3) including satisfaction of the Disbursement Date through conditions set forth in SECTION 6.2, PROVIDED, HOWEVER, for the date purpose of determining the availability of the Commitments to make Loans immediately prior to giving effect to the application of the proceeds of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of CreditLoans, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it such Reimbursement Obligation shall be deemed not to be the obligor for purposes of each outstanding at such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor)time.

Disbursements. An Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “Disbursement Date”"DISBURSEMENT DATE") such payment shall be made (each such payment, a “Disbursement”"DISBURSEMENT"). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. 1:00 p.m., New York time, on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 SECTION 3.3 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary GuarantorSubsidiary).

Disbursements. An Issuer will notify Agent shall, on the Borrower and date the Administrative Agent promptly requested Advance is to be made or as soon thereafter as all conditions precedent to such Advance have been satisfactorily met, (i) deliver checks to approved payees whose invoices are entitled to be paid from the proceeds of the presentment Advance, or (ii) at the discretion of Agent, such Advance may be made directly in Borrower's special account with Agent into which all Advances hereunder (but no other funds) may be deposited, and against which only checks shall be drawn for payment of items in the Approved Budget and items incidental thereto. Disbursements shall not be made more often than monthly, and Advances under the Construction Notes may, at the option of Agent, be recorded on the Construction Notes and/or by deposits to the foregoing account, and such records shall be conclusive evidence of all Advances made under the Construction Notes. Notwithstanding the foregoing disbursement procedure, (i) if an Event of Default occurs hereunder or under the terms of any Letter of Credit issued by such Issuer, together with notice of the date Loan Documents executed pursuant hereto, Agent may, with the approval of Banks, until such Event of Default is cured or for so long as required hereunder, make all disbursements to a title company escrow account, and such title company will draw checks on such account for payment of the items approved by Agent, and (ii) Agent shall not make any disbursement which would cause the “Disbursement Date”) such payment shall be aggregate amount of disbursements made under the Construction Notes to exceed eighty percent (each such payment, a “Disbursement”). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee80%) of such Letter of Credit. Prior to 11:00 a.m. on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, aggregate amount expended for the account construction of the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon equal Improvements up to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 for the period from the Disbursement Date through the date of such reimbursementdisbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter Any expense incurred because of Credit, the Borrower hereby acknowledges and agrees that it a disbursement through a controlled title company escrow account shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor)paid by Borrower.

Disbursements. An Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “"Disbursement Date”") such payment shall be made (each such payment, a “"Disbursement”"). Subject to the terms and provisions of such Letter of Credit and this AgreementCredit, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. New York time, on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary GuarantorSubsidiary).

Disbursements. An Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “"Disbursement Date”") such payment shall be made (each such payment, a “"Disbursement”"). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. 12:00 noon, New York time, on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary GuarantorRestricted Subsidiary).

Disbursements. An The Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “"Disbursement Date”") such payment shall be made (each such payment, a “"Disbursement”"). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. 1:00 p.m., New York time, on the Disbursement Date if the Borrower shall have received such notice of such Disbursement on or prior to 10:00 a.m., New York time, or, if the Borrower shall have received such notice of Disbursement after 10:00 a.m., New York time, on the Disbursement Date then not later than 1:00 p.m., New York time, on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, Agent for the account of the applicable Issuer, for all amounts which that such Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate ABR Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 2.5 for the period from the Disbursement Date through the date of such reimbursement; provided that the Borrower may, subject to the conditions to set forth herein, request in accordance with Section 2.2 that such payment be financed with a ABR Loan in an equivalent amount and, to the extent so financed, the Borrower's obligation to make such payment shall be discharged and replaced by the resulting Advance. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary GuarantorSubsidiary).

Disbursements. An The applicable Issuer will promptly notify the Borrower and the Administrative Agent promptly by telephone (confirmed by facsimile) of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “Disbursement Date”) such payment shall be made (each such payment, a “Disbursement”). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. 1:00 p.m. on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, not later than the first Business Day following the Disbursement Date for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for (i) in the case of Revolving Letters of Credit, Revolving Loans and (ii) in the case of Synthetic Letters of Credit, Term Loans, accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor).

Disbursements. An The DIP Letter of Credit Issuer will promptly notify the Borrower and the Administrative Agent promptly by telephone (confirmed by facsimile) of the presentment for payment of any DIP Letter of Credit issued by such DIP Letter of Credit Issuer, together with notice of the date (the “Disbursement Date”) such payment shall be made (each such payment, a “Disbursement”). Subject to the terms and provisions of such DIP Letter of Credit and this Agreement, the applicable DIP Letter of Credit Issuer shall make such payment to the beneficiary (or its designee) of such DIP Letter of Credit. Prior to 11:00 a.m. 1:00 p.m. on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, Agent for the account of the applicable Issuer, DIP Letter of Credit Issuer for all amounts which such DIP Letter of Credit Issuer has disbursed under such DIP Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for the NM Loans that are Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (aSection 3.2.1(a) of Section 3.2.1 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any DIP Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable DIP Letter of Credit Issuer upon each Disbursement of a DIP Letter of Credit, and it shall be deemed to be the obligor Obligor for purposes of each such DIP Letter of Credit issued hereunder (whether the account party on such DIP Letter of Credit is the Borrower or a Subsidiary Guarantor).

Disbursements. An Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “Disbursement Date”"DISBURSEMENT DATE") such payment shall be made (each such payment, a “Disbursement”"DISBURSEMENT"). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. 1:00 p.m., New York time, on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 SECTION 3.2 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary GuarantorSubsidiary).

Disbursements. An The Issuer will notify the applicable Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such the Issuer, together with notice of the date (the “"Disbursement Date”") such payment shall be made (each such payment, a “"Disbursement”"). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. on the first Business Day following the Disbursement Date, the applicable Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such the Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the each Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the applicable Borrower or a Subsidiary Guarantor).

Disbursements. An (a) Each Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “Disbursement Date”) such payment shall be made (each such payment, a “Disbursement”). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit or, in the case of any Second Lien Letter of Credit. Prior , cause sufficient proceeds to be withdrawn from the Second Lien Accounts and paid to the beneficiary (or its designee) of such Second Lien Letter of Credit. (b) In the case of Revolving Letters of Credit, prior to 11:00 a.m. on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Revolving Issuer, for all amounts which such Issuer has disbursed under such Revolving Letter of Credit, together with interest thereon at a rate per annum equal to (a) in the case of Revolving Letters of Credit denominated in Dollars, the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) and (b) in the case of Revolving Letters of Credit denominated in Euros, the rate per annum then in effect for Euro Loans with an Interest Period of one month (with the then Applicable Margin for Euro Loans accruing on such amount), in each case, pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Revolving Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Revolving Issuer upon each Disbursement of a Revolving Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor). (c) In the case of Second Lien Letters of Credit, immediately upon any Disbursement under any such Letter of Credit, an amount sufficient to satisfy the corresponding Reimbursement Obligation shall be withdrawn from the Second Lien Accounts pursuant to clauses (c)(i) and (ii) of Section 2.1.5, and a Second Lien Term Loan shall be deemed to have been made automatically upon (and in an amount equal to) such withdrawal from the Second Lien Deposit Account pursuant to clause (c)(ii) of Section 2.1.5. Once made (or deemed to be made), Second Lien Term Loans shall be subject, inter alia, to the Borrower’s payment and prepayment obligations in respect thereof as set forth herein, including Sections 3.1 and 3.2.

Disbursements. An The Issuer will notify the Borrower and the Administrative ------------- Agent promptly of the presentment for payment of any the Letter of Credit issued by such IssuerCredit, together with notice of the date (the “"Disbursement Date”") such payment shall will be made ----------------- (each such payment, a “"Disbursement”"). Subject to the terms and provisions of such ------------ the Letter of Credit and this Agreement, the applicable Issuer shall make such payment Disbursement to the beneficiary (or its designee) of such the Letter of Credit. Prior to 11:00 a.m. A.M., Atlanta time, on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such the Issuer has disbursed under such the Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans Borrowings (with the then existing Applicable Margin Rate for Revolving Loans Base Borrowings accruing on such amount) pursuant to clause (a) of Section 3.2.1 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any the Letter of Credit, the Borrower and each other Obligor hereby acknowledges and agrees that it shall be each Obligor is jointly and severally obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of CreditDisbursement, and it shall be deemed to be the an obligor for purposes of each such the Letter of Credit issued hereunder (whether the account party on such the Letter of Credit is the Borrower Borrower, the Parent or a Subsidiary Guarantorof the Parent).

Disbursements. An Issuer will notify The Town and Developer agree to the Borrower and the Administrative Agent promptly of the presentment following process for payment of any Letter Escrow Funds. The Developer shall, promptly upon its completion of Credit issued by such Issuer, together with notice a portion of the Public Improvements and upon dedication and acceptance by the Town of the Public Improvements, deliver a copy of an invoice to the Town and Escrow Agent. Within Five (5) days after the date of delivery of each such invoice, the Town and the Developer shall deliver to the Escrow Agent a draw request (the “Disbursement DateDraw Request”) indicating the amount of the invoice to be paid by the Escrow Agent from the Escrow Funds and/or any objections by either party may have to such payment invoice. If either party fails to deliver such Draw Request within such five (5) day period, the party(ies) failing to deliver such Draw Request shall be made (each such payment, a “Disbursement”). Subject deemed to have unconditionally approved of the full amount of the invoice delivered to the terms Escrow Agent and provisions to have instructed the Escrow Agent to pay such invoice in full. a. An Escrow Agent shall, within three (3) days after the delivery of such Letter of Credit and this Agreement, the applicable Issuer Draw Request(s), or within three (3) days after the expiration of the foregoing five (5) day period, whichever occurs first, pay to the payee under such invoice the amount indicated in such Draw Request(s) and shall make provide written confirmation of such payment to the beneficiary Town and the Developer. b. In the event that either party disputes any portion of an invoice: (or its designeei) the Escrow Agent shall pay all undisputed portions of such Letter of Credit. Prior to 11:00 a.m. on invoice within the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor).above-indicated three

Disbursements. An The applicable Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “"Disbursement Date”") such payment shall be made (each such payment, a “"Disbursement”"). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. 1:00 p.m. on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary GuarantorGuarantor (other than UAS)).

Disbursements. An The Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such the Issuer, together with notice of the date (the “Disbursement Date”) such payment shall be made (each such payment, a “Disbursement”). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. 12:00 p.m. (noon) on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such the Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of CreditApplication, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (hereunder, whether issued for the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor)any Obligor.

Disbursements. An The Issuer will notify the U.S. Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such the Issuer, together with notice of the date (the “Disbursement Date”) such payment shall be made (each such payment, a “Disbursement”). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. on the first Business Day following the Disbursement Date, the Borrower Borrowers will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such the Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower Borrowers hereby acknowledges acknowledge and agrees agree that it they shall be obligated obligated, jointly and severally, to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the any Borrower or a Subsidiary Guarantor).

Disbursements. An Issuer will notify (a) Subject to Section 3.03 and Article IV, the Borrower and Loan shall be disbursed by EBRD from time to time on any Business Day during the Administrative Agent promptly Commitment Period in one or more Disbursements upon request of the presentment Borrower, provided that there shall be no more than 15 Disbursements. The Borrower may request a Disbursement by submitting to EBRD an original application for payment such Disbursement, in the form of any Letter Exhibit A and in substance satisfactory to EBRD, at least ten Business Days prior to the proposed date of Credit issued by such IssuerDisbursement. Such application shall, together with notice unless EBRD otherwise agrees, be irrevocable and binding on the Borrower. (b) Disbursements (other than a Disbursement of the date (entire undisbursed amount of the “Disbursement Date”Loan) such payment shall be made in amounts of not less than EUR 500,000. (each such payment, a “Disbursement”). Subject c) The proceeds of the Loan shall be used by the Borrower to finance up to 16 % of the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary contract value (or its designeeVAT exclusive) of each procurement contract specified in Schedule 3 (Procurement Plan) hereto or any other contract agreed by EBRD provided that such Letter of Credit. Prior to 11:00 a.m. contract: (i) was not awarded based on the first Business Day following nationality of the Disbursement Datetenderer, or the country of origin, or foreign content of the goods criteria, and (ii) has not been awarded to a supplier, contractor or consultant or any sub-supplier, sub-contractor or sub-consultant included on EBRD’s list of persons or entities ineligible to be awarded an EBRD-financed contract or for EBRD funding, as such list may be found on EBRD’s website. In the event there are loan savings under the Loan, EBRD will work together with the Borrower will reimburse the Administrative Agent, to devise possible ways for the account of the Borrower to utilise such savings, subject to obtaining all applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor)internal approvals.

Disbursements. An Issuer will notify (a) The Member Representative may, at any time, deliver to the Borrower Escrow Agent a written notice setting forth an amount of fees and the Administrative Agent promptly expenses incurred (or anticipated to be incurred) by or on behalf of the presentment for payment of any Letter of Credit issued by such Issuer, together Member Representative in connection with notice of the date Merger Agreement (the “Disbursement Date”) such payment shall be made (each such payment, a “DisbursementRelease Notice”). Subject The Escrow Agent shall, within five (5) business days following the receipt of such Release Notice, deliver to the terms and provisions Member Representative (or such other party the Member Representative instructs in a writing), Escrow Property having a value equal to the amount set forth in the Release Notice (or if the amount set forth in such Release Notice exceeds the value of such Letter the Escrow Property, then all of Credit and this Agreementthe Escrow Property held). (b) Within five (5) business days after the date that the Member Representative has notified the Escrow Agent in writing that all remaining Escrow Property shall be distributed, the applicable Issuer Escrow Agent shall make distribute or cause to be distributed to each of the Company Members, at such payment Company Member’s address set forth on Schedule A, Escrow Property having a value equal to the beneficiary such Company Member’s Allocable Portion (or its designeeas defined below) of such Letter Escrow Property. Each Company Member’s “Allocable Portion” of Credit. Prior the Escrow Property shall initially be as set forth on Schedule A, and updated from time to 11:00 a.m. on time by written notice from the first Business Day following Member Representative delivered to the Disbursement DateEscrow Agent. (c) In any case hereunder in which Escrow Agent is to receive instructions to disburse, the Borrower will reimburse the Administrative AgentEscrow Agent shall be entitled to entirely rely on such instructions with no responsibility to calculate or confirm amounts or percentages to disburse. (d) If any conflict, for the account disagreement or dispute arises between, among, or involving any of the applicable Issuerparties hereto concerning the meaning or validity of any provision hereunder or concerning any other matter relating to this Escrow Agreement, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon equal or the Escrow Agent is in doubt as to the rate per annum then action to be taken hereunder, the Escrow Agent may, at its option, retain the Escrow Property until the Escrow Agent (i) receives a final non-appealable order of a court of competent jurisdiction or a final non-appealable arbitration decision directing delivery of the Escrow Property, (ii) receives a written agreement executed by each of the parties involved in effect for Base Rate Loans such disagreement or dispute directing delivery of the Escrow Property, in which event the Escrow Agent shall be authorized to disburse the Escrow Property in accordance with such final court order, arbitration decision, or agreement, or (with the then Applicable Margin for Revolving Loans accruing on such amountiii) pursuant to clause (a) of Section 3.2.1 for the period from the Disbursement Date through the date of such reimbursement. Without limiting files an interpleader action in any way court of competent jurisdiction, and upon the foregoing and notwithstanding anything filing thereof, the Escrow Agent shall be relieved of all liability as to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges Escrow Property and agrees that it shall be obligated entitled to reimburse the applicable Issuer upon each Disbursement of a Letter of Creditrecover attorneys’ fees, expenses and it other costs incurred in commencing and maintaining any such interpleader action. The Escrow Agent shall be deemed entitled to be the obligor for purposes of each act on any such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower agreement, court order, or a Subsidiary Guarantor)arbitration decision without further question, inquiry, or consent.

Disbursements. An The Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “Disbursement Date”) such payment shall be made (each such payment, a “Disbursement”). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. Credit on the first Business Day following the Disbursement Date, the . Borrower will reimburse the Administrative Agent, Agent for the account of the applicable Issuer, for all amounts which that such Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate ABR Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 2.5 for the period from the Disbursement Date through the date of such reimbursement; provided that the Borrower may, subject to the conditions to set forth herein, request in accordance with Section 2.2 that such payment be financed with a ABR Loan in an equivalent amount and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting Advance. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary GuarantorSubsidiary).

Disbursements. An Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “Disbursement Date”) such payment shall be made (each such payment, a “Disbursement”). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. 12:30 p.m. on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor).

Disbursements. An Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “"Disbursement Date”") such payment shall be made (each such payment, a “"Disbursement”"). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. 1:00 p.m. on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor).

Disbursements. An Issuer At the close of Escrow, the Escrow Agent will notify deliver or wire transfer (i) to each Seller, or their respective order, the Borrower and the Administrative Agent promptly allocable amount of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice Cash Portion of the date Purchase Price (based on each Seller’s respective ownership percentage and reduced by any portion allocated to (a) the “Disbursement Date”Exchange Option) and (b) disposition fees and commissions paid to securities broker dealers or fees paid to investment advisors engaged by any Seller if Seller has elected to participate in the Exchange Option, plus or minus any proration or other credits to which the parties will be entitled hereunder (such credits and prorations to consist solely of the rental payment due from the tenant of the Property and debt service payments), and (ii) to Buyer, or order, any excess funds theretofore delivered to the Escrow Agent by Buyer. All other disbursements by the Escrow Agent shall be made (each such payment, a “Disbursement”). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account by checks of the applicable IssuerEscrow Agent. For purposes of calculating prorations, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it Buyer shall be deemed to be in title to the obligor Property, and therefore, entitled to the income therefrom and responsible for purposes the expenses thereof for the entire day upon which the Closing occurs, proration shall be made on the basis of each such Letter the actual number of Credit issued hereunder days of the month which shall have elapsed as of the day of the Closing and based upon the actual number of days in the month and a three-hundred-sixty-five (whether 365) days per year, provided, however, no prorations shall be made for direct expense items paid by the tenant of the property. Insurance shall not be prorated. Except as expressly set forth in this Agreement, all items of income and expense which accrue for the period prior to the Closing will be for the account party of Seller and all items of income and expense which accrue for the period after Closing will for the account of Buyer. The balance of any operating reserve held by Seller’s agent may be distributed through the Escrow on a prorata basis, provided any Seller receiving such Letter of Credit distribution through escrow hereby represents and warrants that it is the Borrower or a Subsidiary Guarantor)authorized party entitled to such distribution and shall indemnify, defend and hold harmless Buyer from any claims with respect thereto. The provisions of this Section 12 shall survive closing.

Disbursements. An The Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such IssuerCredit, together with notice of the date (the “Disbursement Date”a "DISBURSEMENT DATE") such payment shall be made (each such payment, a “Disbursement”)made. Subject to the terms and provisions of such Letter of Credit and this AgreementCredit, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. 10:00 a.m., San Francisco time, on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, Issuer for all amounts which such the Issuer has notified the Borrower that it has disbursed under such the Letter of Credit. To the extent the Issuer is not reimbursed in full in accordance with the third sentence of this Section, together with the Borrower's Reimbursement Obligation shall accrue interest thereon equal at a fluctuating rate determined by reference to the rate Alternate Base Rate plus the Applicable Base Rate Margin plus 2% per annum then in effect annum, payable on demand. In the event the Issuer is not reimbursed by the Borrower on the Disbursement Date, or if the Issuer must for any reason return or disgorge such reimbursement, the Lenders (including the Issuer) shall, on the terms and subject to the conditions of this Agreement, fund the Reimbursement Obligation therefor by making, on the next Business Day, Working Capital Loans which are Base Rate Loans as provided in SECTION 3.2.1 (with the then Applicable Margin Borrower being deemed to have given a timely Borrowing Request therefor for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 ); PROVIDED, HOWEVER, for the period from purpose of determining the Disbursement Date through availability of the date Commitments to make Working Capital Loans immediately prior to giving effect to the application of the proceeds of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of CreditWorking Capital Loans, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it such Reimbursement Obligation shall be deemed not to be the obligor for purposes of each outstanding at such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor)time.

Disbursements. An Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “Disbursement Date”) such payment shall be made (each such payment, a “Disbursement”). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. 12:00 noon on the first Business Day following the Disbursement Date, the Borrower will reimburse (a) deliver a Borrowing Notice to the Administrative Agent, for Agent in order to refinance such Reimbursement Obligation with a Revolving Loan accruing at the account of Base Rate or (b) reimburse the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor).

Disbursements. An Issuer will notify the applicable Borrower and the Administrative Agent promptly of the presentment for payment of any drawing under a Letter of Credit issued by such Issuer, together with notice of the date (the “Disbursement Date”) such payment shall be made (each such payment, a “Disbursement”). Subject to the terms and provisions of such Letter of Credit and this AgreementCredit, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. on the first Business Day following the Disbursement Date, the applicable Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, such payments to be made in Dollars (and in the amount which is the Dollar Equivalent of any such payment or disbursement made or denominated in an Alternate Currency) together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the each Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the a Borrower or a Subsidiary GuarantorSubsidiary).

Disbursements. An Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “Disbursement Date”) such payment shall be made (each such payment, a “Disbursement”). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. 1:00 p.m., New York time, on the Disbursement Date if the Borrower shall have received such notice of such Disbursement on or prior to 10:00 a.m., New York time, or, if the Borrower shall have received such notice of Disbursement after 10:00 a.m., New York time, on the Disbursement Date then not later than 1:00 p.m., New York time, on the first Business Day following the Disbursement Date, the Borrower will reimburse pay to the Administrative Agent, Agent for the account of the applicable Issuer, for all amounts which that such Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor).

Disbursements. An (a) The Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “"Disbursement Date”") such payment shall be made (each such payment, a “Disbursement”)made. Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. . (b) Prior to 11:00 a.m. Closing Office Time on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for Issuer by making payment to Agent at the account of the applicable Issuer, Closing Office for all amounts which such disbursed or to be disbursed by the Issuer has disbursed on that day (the "Disbursement") under such Letter of CreditCredit (the "Reimbursement Obligation"). At Borrower's option, together but subject to the provisions of Sections 2 and 6A hereof, prior to 11:00 a.m. Closing Office Time on the Business Day before the Disbursement Date, Borrower may request in accordance with Section 2.2 (but without regard to the last sentence of Section 2.2(b) or the requirement that the borrowing be in a minimum amount of $250,000 and, if greater, in integral multiples of $100,000) that a Working Capital Loan (or an Acquisition Loan in the case of a Reimbursement Obligation relating to a Letter of Credit (Acquisition)) in the amount of the Reimbursement Obligation be made and that the proceeds of such Loan be used to so reimburse the Issuer. The proceeds of any such Working Capital Loan (or Acquisition Loan) shall be applied to so reimburse the Issuer. To the extent the Issuer is not reimbursed in full in accordance with this Section 2A.4(b), Borrower's Reimbursement Obligation shall accrue interest thereon at a rate per annum equal to the rate per annum then Past-Due Rate from time to time in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing effect, payable on such amount) pursuant to clause (a) of Section 3.2.1 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor)demand.

Disbursements. An (a) The Issuer will notify the Borrower Borrowers and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “Disbursement Date”) such payment shall be made (each such payment, a “Disbursement”)made. Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. . (b) Prior to 11:00 a.m. Closing Office Time on the first Business Day following the Disbursement Date, a Loan will be deemed made by the Borrower will Senior Lenders hereunder and evidenced by the Senior Note to reimburse the Administrative Agent, for Issuer to Agent at the account of the applicable Issuer, Closing Office for all amounts which such disbursed or to be disbursed by the Issuer has disbursed on that day (the “Disbursement”) under such Letter of CreditCredit (the “Reimbursement Obligation”); provided, together with interest thereon equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credithowever, the Borrower hereby acknowledges and agrees that it neither Borrowers nor Lenders shall be obligated to reimburse the applicable Issuer upon each for any wrongful Disbursement of a Letter of Credit, and it shall be deemed to be made by the obligor for purposes of each such Issuer under any Letter of Credit issued hereunder (whether as a result of acts or omissions constituting gross negligence or willful misconduct on the account party on such Letter part of Credit is the Borrower Issuer. Borrowers shall notify the Lenders if they object to the funding of any Loan to pay a Reimbursement Obligation as a result of the gross negligence or a Subsidiary Guarantor)willful misconduct of the Issuer.

Disbursements. An Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “Disbursement Date”) such payment shall be made (each such payment, a “Disbursement”). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor).

Disbursements. An The Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such IssuerCredit, together with notice of the date (the “"Disbursement Date”") such payment shall be made (each such payment, a “Disbursement”)made. Subject to the terms and provisions of such Letter of Credit and this AgreementCredit, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. In paying any drawing under a Letter of Credit, the Issuer shall not have any responsibility to obtain any document (other than to obtain and review any sight draft and certificates expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. Prior to 11:00 a.m. 12:00 noon (Chicago time) on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, Issuer for all amounts which such Issuer it has disbursed under such the Letter of Credit. To the extent the Issuer is not reimbursed in full in accordance with the preceding sentence, together with the Borrower's Reimbursement Obligation shall accrue interest thereon at a fluctuating rate equal to the rate lesser of (i) the Highest Lawful Rate or (ii) the Alternate Base Rate, plus a margin of 3% per annum then annum, payable on demand. In the event the Issuer is not reimbursed by the Borrower on the Disbursement Date, or if the Issuer must for any reason return or disgorge such reimbursement, the Lender shall, on the terms and subject to the conditions of this Agreement, fund the Reimbursement Obligation therefor by making, on the next Business Day, Loans as provided in effect Section 2.1.1 (the Borrower being deemed to have given a timely Borrowing Request therefor for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 ); provided, however, for the period from purpose of determining the Disbursement Date through availability of the date Commitments to make Loans immediately prior to giving effect to the application of the proceeds of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of CreditLoans, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it such Reimbursement Obligation shall be deemed not to be the obligor for purposes of each outstanding at such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor)time.

Disbursements. An The Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such the Issuer, together with notice of the date (the “"Disbursement Date”") such payment shall be made (each such payment, a “"Disbursement”"). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such the Issuer has disbursed under such Letter of Credit, together with interest thereon (not counting the date of reimbursement made in accordance with Section 4.7) at a rate per annum equal to the rate per annum then in effect for Base Rate Term Loans (with the then Applicable Margin for Revolving Term Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor).

Disbursements. An The Issuer will notify the Borrower and the Administrative Agent promptly of the presentment for payment of under or draw upon any Letter of Credit issued by such IssuerCredit, together with notice of the date (the a “Disbursement Date”) such payment shall be made (each such paymentmade; provided, a “Disbursement”)however, that the failure of the Issuer to so notify the Borrower and the Administrative Agent shall not affect the rights of the Issuer or the Lenders to be reimbursed under the terms of this Agreement in any manner whatsoever. Subject to the terms and provisions of such Letter of Credit and this AgreementCredit, the applicable Issuer shall make such payment (a “Disbursement”) to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. 12:00 noon, New York time, on the first Business Day following the Disbursement Date, the Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, Issuer for all amounts which such Issuer it has disbursed under such the Letter of Credit. To the extent the Issuer is not reimbursed in full in accordance with the third sentence of this Section 4.5, together with the Borrower’s Reimbursement Obligation shall accrue interest thereon equal at the Default Rate, payable on demand. In the event the Issuer is not reimbursed by the Borrower on the Disbursement Date, or if the Issuer must for any reason return or disgorge such reimbursement, the Lenders (including the Issuer) shall, on the terms and subject to the rate per annum then in effect for conditions of this Agreement, fund the Reimbursement Obligation therefor by making, on the next Business Day, Loans which are Base Rate Loans as provided in Section 3.1 (with the then Applicable Margin Borrower being deemed to have given a timely Extension of Credit Request therefor for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse payable on demand and that shall accrue interest until paid in full at the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor)Default Rate.

Disbursements. An Issuer will notify the Borrower and the Administrative Agent promptly i. At least one (1) Business Day (by 11:00 a.m. Denver time) prior to each date a disbursement of the presentment for payment of any Letter of Credit issued by such Issuer, together with notice of the date (the “Disbursement Date”) such payment shall Loan is to be made (each such payment, a “Disbursement”). Subject hereunder pursuant to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer Agent shall notify each Bank of the proposed disbursement. Each Bank shall make available to Agent (or the funding Bank or entity designated by the Agent), the amount of such payment Bank's Percentage of such disbursement (with respect to such Bank, such amount being referred to herein as an "Advance") in immediately available funds not later than 11:00 a.m. (Denver time) on the date such disbursement is to be made (such date being referred to herein as a "Funding Date"). Unless the Agent shall have been notified by any Bank prior to such time for funding in respect of any Advance that such Bank does not intend to make available to the beneficiary (Agent such Bank's Advance, the Agent may assume that such Bank has made such amount available to the Agent and the Agent, in its sole discretion, may, but shall not be obligated to, make available to Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Agent by such Bank on or its designee) of such Letter of Credit. Prior prior to 11:00 a.m. on the first Business Day following the Disbursement respective Funding Date, the such Bank agrees to pay and Borrower will reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which agrees to repay to Agent forthwith on demand such Issuer has disbursed under such Letter of Credit, corresponding amount together with interest thereon equal thereon, for each day from the date such amount is made available to Borrower until the date such amount is paid or repaid to Agent, at (A) in the case of such Bank, the Federal Funds Effective Rate, and (B) in the case of Borrower, the interest rate applicable at the time to a disbursement made on such Funding Date. If such Bank shall pay to Agent such corresponding amount, such amount so paid shall constitute such Bank's Advance, and if both such Bank and Borrower shall have paid and repaid, respectively, such corresponding amount, Agent shall promptly return to Borrower such corresponding amount in same day funds. ii. Requests by the Agent for funding by the Banks of disbursements of the Loan will be made by facsimile. Each Bank shall make its Advance available to the rate per annum then Agent in effect for Base Rate Loans dollars and in immediately available funds to such Lenders and account as the Agent may designate, not later than Noon (with Denver time) on the then Applicable Margin for Revolving Loans accruing on such amountFunding Date. Nothing in this Section 21(d) pursuant to clause (a) of Section 3.2.1 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the Borrower hereby acknowledges and agrees that it shall be obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to relieve any Bank of its obligation hereunder to make any Advance on any Funding Date, nor shall any Bank be responsible for the obligor failure of any other Bank to perform its obligations to make any Advance hereunder, and the Commitment of any Bank shall not be increased or decreased as a result of the failure by any other Bank to perform its obligation to make any Advances hereunder. iii. As soon as practical Agent will promptly forward to each Bank copies of the Borrower's telecopy transmittal request for purposes Draws and shall cause the Lenders' Consultant to forward to each Bank a copy of the Lenders' Consultant's most recent audit inspection. Delivery of the Draw request documents and the Lenders' Consultant's audit inspection report shall not be a condition to funding any Advance. In addition, as soon as practical on a monthly basis, Agent shall forward to each such Letter Bank a copy of Credit issued hereunder (whether the account party on such Letter of Credit is the Borrower or a Subsidiary Guarantor)Borrowing Base Certificate and all backup materials received from Borrower.

Disbursements. An The Issuer will notify the Borrower Borrowers and the Administrative Agent promptly of the presentment for payment of any Letter of Credit issued by such the Issuer, together with notice of the date (the “"Disbursement Date”") such payment shall be made (each such payment, a “"Disbursement”"). Subject to the terms and provisions of such Letter of Credit and this Agreement, the applicable Issuer shall make such payment to the beneficiary (or its designee) of such Letter of Credit. Prior to 11:00 a.m. 12:00 noon, New York time, on the first Business Day following the Disbursement Date, the Borrower will Borrowers agree to jointly and severally reimburse the Administrative Agent, for the account of the applicable Issuer, for all amounts which such the Issuer has disbursed under such Letter of Credit, together with interest thereon at a rate per annum equal to the rate per annum then in effect for Base Rate Loans (with the then Applicable Margin for Revolving Loans accruing on such amount) pursuant to clause (a) of Section 3.2.1 3.2 for the period from the Disbursement Date through the date of such reimbursement. Without limiting in any way the foregoing and notwithstanding anything to the contrary contained herein or in any separate application for any Letter of Credit, the each Borrower hereby acknowledges and agrees that it shall be jointly and severally obligated to reimburse the applicable Issuer upon each Disbursement of a Letter of Credit, and it shall be deemed to be the obligor for purposes of each such Letter of Credit issued hereunder (whether the account party on such Letter of Credit is the a Borrower or a Subsidiary GuarantorRestricted Subsidiary).