On any date that Borrower partially prepays the outstanding Secured Obligations pursuant to Section 2.5, Borrower shall pay the Lenders a charge equal to 6.55% of the original principal amount of such Term Loan Advances being prepaid.

End of Term Charge. On the earliest to occur of # the applicable Term Loan Maturity Date, # the date that Borrower prepays all the outstanding Secured Obligations (other than any inchoate indemnity obligations and any other obligations which, by their terms, are to survive the termination of this Agreement) in full, or # the date that the Secured Obligations become due and payable, Borrower shall pay Lender, in the case of each of the Tranche 2 Term Loan, a charge equal to 6.25% of the aggregate amount of the Term Loan Advance applicable to such Tranche; and with respect to the Tranche 1 Term Loan only, a charge equal to the greater of # 6.25% of the aggregate amount of Tranche 1 Term Loan Advances and # 6.25% of the aggregate amount of Tranche 1 Term Loan Advances plus 50% of the unfunded portion of the Tranche 1 Term Loan. Notwithstanding the required payment date of such charge, it shall be deemed earned by Lender as of the Closing Date.

On any date that Borrower partially prepays the outstanding Secured Obligations pursuant to Section 2.5(a), Borrower shall pay the Lenders a charge of 6.75% of such Term Loan Advances being prepaid.

End of Term Charge. On the earliest to occur of # the Maturity Date, # the date that Borrowers prepay the outstanding Secured Obligations (other than any inchoate indemnity obligations and any other obligations which, by their terms, are to survive the termination of this Agreement) in full or in part (in case of a prepayment pursuant to Section 2.4(a)), or # the date that the Secured Obligations become due and payable in full pursuant to the terms of this Agreement, Borrowers shall pay Lender a charge equal to # in case of a partial prepayment pursuant to [Section 2.4(a), (x)] 6.35% of any principal prepayment in respect of the Tranche I Advance, # 5.75% of any principal prepayment in respect of Tranche II Advance, and # 5.75% of any principal prepayment in respect of the Tranche III Advance, and # in connection with the payment in full of the outstanding Secured Obligations a charge in an amount equal to the sum # of $2,222,500, in respect of the Tranche I Advance, # $1,150,000, in respect of the Tranche II Advance, and # $1,150,000, in respect of the Tranche III Advance, less any charges paid prior to such date pursuant to the [foregoing clause (A)] in connection with partial prepayments. Any similar charge applicable to payment of the Discretionary Advance will be determined prior to the Advance Date thereof. Notwithstanding the required payment date of such charge, it shall be deemed earned by Lender as of the Closing Date.

End of Term Charge. On the earliest to occur of # the Term Loan Maturity Date, # the date that Borrower prepays the outstanding Secured Obligations (other than any inchoate indemnity obligations and any other obligations which, by their terms, are to survive the termination of this Agreement) in full, or # the date that the Secured Obligations become due and payable, Borrower shall pay the Lenders a charge equal to 7.55% of the aggregate principal amount of the Term Loan Advances (the “End of Term Charge”). Notwithstanding the required payment date of such End of Term Charge, the applicable pro rata portion of the End of Term Charge shall be deemed earned by the Lenders as of each date a Term Loan Advance is made. For the avoidance of doubt, if a payment hereunder becomes due and payable on a day that is not a Business Day, the due date thereof shall be the immediately following Business Day.

On the date of # the Specified Prepayment or # any date that the Loan Parties prepay the outstanding Secured Obligations (other than any inchoate indemnity obligations and any other obligations which, by their terms, are to survive the termination of this Agreement) in part, the Loan Parties shall pay Lenders the pro rata portion of the End of Term Charge.

End of Term Charge. On the earliest to occur of # January 1, 2023 (solely with respect to any Tranche I Advance, Tranche II Advance or Tranche III Advance), # the Maturity Date, # the date that Borrowers prepay the outstanding Secured Obligations (other than any inchoate indemnity obligations and any other obligations which, by their terms, are to survive the termination of this Agreement) in full or in part (in case of a prepayment pursuant to [Section 2.4(a)]), or # the date that the Secured Obligations become due and payable in full pursuant to the terms of this Agreement, Borrowers shall pay Lender a charge (each, an “End of Term Charge”) equal to # in case of a partial prepayment pursuant to [Section 2.4(a), (x)])] 6.35% of any principal prepayment in respect of the Tranche I Advance, # 5.75% of any principal prepayment in respect of Tranche II Advance, and # 5.75% of any principal prepayment in respect of the Tranche III Advance, and # in connection with the payment in full of the outstanding Secured Obligations, a charge in an amount equal to the sum # of $2,222,500, in respect of the Tranche I

End of Term Charge. On the earliest to occur of # September 1, 2020, # the date that Borrower prepays the outstanding Secured Obligations (other than any inchoate indemnity obligations and any other obligations which, by their terms, are to survive the termination of this Agreement) in full, or # the date that the Secured Obligations become due and payable, Borrower shall pay Lender, with respect to each Term Loan Advance, charges equal to the sum of # One Million Eight Hundred Thousand Dollars ($1,800,000) (the “2015 End of Term Charge”), # Four Hundred Fifty Thousand Dollars ($450,000) (the “2016 End of Term Charge”), and # Two Hundred Twenty-Five Thousand Dollars ($225,000) (the “2017 End of Term Charge” and, together with the 2015 End of Term Charge and 2016 End of Term Charge, collectively, the “End of Term Charge”). Notwithstanding the required payment date of such charge, the 2015 End of Term Charge shall be deemed earned by Lender as of September 30, 2015, the 2016 End of Term Charge shall be deemed earned by Lender as of the December 12, 2016, the 2017 End of Term Charge shall be deemed earned by Lender as of June 27, 2017.

On any date that Borrower partially prepays the outstanding Secured Obligations pursuant to Section 2.5, Borrower shall pay to the Lenders a charge of 6.55% of such Term Loan Advances being repaid.

End of Term Charge. On the earliest to occur of # the Term Loan Maturity Date, # the date that Borrower prepays the outstanding Secured Obligations (other than any inchoate indemnity obligations and any other obligations which, by their terms, are to survive the termination of this Agreement) in full, or # the date that the Secured Obligations become due and payable, Borrower shall pay Lender an amount equal to # $1,390,000, plus # if Borrower requests and Lender funds the Tranche II Loan, an additional $695,000, and plus # if Borrower requests and Lender funds the Tranche III Loan, an additional $695,000. Notwithstanding the required payment date of such charge, it shall be deemed earned by Lender as of the Closing Date in the case of the Tranche I Loan, and on each applicable Advance Date for the Tranche II Loan and Tranche III Loan, as the case may be.