Funding Fee. [[Organization B:Organization]] shall pay to [[Organization C:Organization]] a Funding Fee for each Participated Mortgage Loan as compensation for [[Organization C:Organization]]’s costs and expenses incurred in connection with underwriting and processing its purchase of the Participation Interest in such Participated Mortgage Loan and administering such Participation Interest hereunder. The Funding Fee with respect to any Participated Mortgage Loan shall be: # earned in full by [[Organization C:Organization]] on the related Purchase Date; and # payable to [[Organization C:Organization]] by [[Organization B:Organization]] upon the earlier to occur of the date on which: # all or any portion of the related Participation Interest is to be repurchased by [[Organization B:Organization]] from [[Organization C:Organization]] as contemplated by and in accordance with the terms of this Agreement; # such Participated Mortgage Loan is sold to a Take-Out Purchaser as contemplated by and in accordance with the terms of this Agreement; or # the entire principal balance of such Participated Mortgage Loan has been paid in full by the related Borrower.

Loan Term. The term of this Loan shall commence on the Effective Date, and shall be repaid in the amount of $250,000 every quarter for four (4) years beginning on Oct 1, 2021. This Agreement and the Loan may be extended by mutual consent of the Parties, provided that any amendment complies with all applicable legal requirements

Term Loan. Subject to the terms and conditions of this Agreement, on the Seventh Amendment Effective Date each Lender with a Term Loan Commitment agrees (severally, not jointly or jointly and severally) to make term loans (collectively, the “Term Loan”) to Borrower in an amount equal to such Lender’s Pro Rata Share of the Term Loan Amount. The principal of the Term Loan shall be repaid on the following dates and in the following amounts:

Term Loan. The Borrower shall repay the outstanding principal amount of the Term Loan in equal quarterly installments of $3,125,000 on the last Business Day of each March, June, September and December, commencing December 31, 2017 (as such installments may hereafter be adjusted as a result of prepayments made pursuant to [Section 2.05(a)]), unless accelerated sooner pursuant to [Section 8.02]. The remaining outstanding principal balance of the Term Loan shall be due and payable on the Maturity Date.

Term Loan. Subject to the terms and conditions set forth herein and relying upon the representations and warranties set forth herein, the Initial Term [[Organization B:Organization]] agree, severally and not jointly, to make Initial Term Loans to the Borrower on the Closing Date in the original aggregate principal amount of $190,000,000.

Loan Origination Fee. Borrowers shall pay to the Bank a fully earned and non-refundable loan origination fee equal to $60,000.00.

First Amendment Date Additional Term Loan. Subject to the terms and conditions of this First Amendment and the Loan Agreement, pursuant to [Section 2.2] of the Loan Agreement, Lenders agree to make, and shall make, the First Amendment Date Additional Term Loan to Borrowers on the First Amendment Date, in an amount equal to $2,000,000.00, less certain of Agent’s and Lenders’ fees and expenses that are being deducted by the applicable Lenders at the closing of this First Amendment pursuant to [Section 2(d)] below (the “First Amendment Date Additional Term Loan Proceeds”).

Commitment Fee. At the Closing, Borrower shall pay to ​ (or Agent for the benefit of ​) a commitment fee in the amount of Two Hundred Twenty Four Thousand Nine Hundred Twenty Dollars ($224,920) (the “Initial Commitment Fee”) which Agent shall be permitted to deduct from the initial Loan. On Funding Date of the Loan made under an Additional Commitment, Borrower shall pay to ​ (or Agent for the benefit of ​) a commitment fee for such Loan in an amount equal to the principal amount of such Loan multiplied by 0.90% (the “Additional Commitment Fee”) which Agent shall be permitted to deduct from such Loan. The Initial Commitment Fee and the Additional Commitment Fee are fully earned upon payment.

Term of Loan. Each loan shall specify a repayment period that shall not extend beyond five years. If a Participant’s employment is involuntarily terminated in connection with the sale, outsourcing or other divestiture of an Employer, then the Committee may establish uniform rules pursuant to which a Participant may elect a rollover of his or her outstanding loan to an Eligible Retirement Plan. However, the five-year limit shall not apply to any loan used to acquire any dwelling unit that, within a reasonable time, is to be used (determined at the time the loan is made) as the principal residence of the Participant, in which event the time limit shall be 15 years.

Repurchase Term Loan. Interest will accrue in respect of the unpaid principal amount of the Repurchase Term Loan from the date of Borrowing thereof until the maturity date thereof (whether by acceleration or otherwise), at a fixed rate per annum equal to five percent (5.00%).