“Regulation D” means Regulation D of the Federal Reserve Board, as in effect from time to time and all official rulings and interpretations thereunder or thereof.

"Facility D Loan" means a loan made or to be made under Facility D or the principal amount outstanding for the time being of that loan.

“Person” shall have the meaning given in Section 3(a)(9) of the Exchange Act, as modified and used in [Sections 13(d) and 14(d)])] thereof.

The first sentence of [Section 3.05] is amended by deleting the word “or” immediately before [clause (d)] thereof and adding immediately after such [clause (d)] the following:

“SEC Regulation D” means Regulation D as promulgated under the Securities Act of 1933, as amended, as the same may be in effect from time to time.

(d) Existing Investments

D Solvency Certificate

Pursuant to the Prior Agreement, [[Organization A:Organization]] has issued and sold to the Series D Purchasers $40,000,000 aggregate principal amount of its 2.57% Series D Senior Notes due March 17, 2028 (as amended, restated, supplemented or otherwise modified from time to time, the “Series D Notes”, such term to include any such notes issued in substitution therefor pursuant to Section 13).

If a Party exercises its rights under Sections 3.1(d), 3.2(c) or 3.2(d) to refer a dispute relating to the payment obligations for a Reversion Product (a “Valuation Dispute”), then the Parties will follow the expedited dispute resolution process in this Exhibit I (and not the dispute resolution process in Article 17 of this Agreement). The Parties agree and acknowledge that any good faith dispute under Sections 3.1(d), 3.2(c) or 3.2(d) will not be deemed to be a material breach of this Agreement.

Applicable Contribution. See §37(d).