Maximum Duration of Options. No Options granted to California Participants shall have a term in excess of 10 years measured from the Option grant date.

Duration of Options. Each Option shall be exercisable at such times and subject to such terms and conditions as the Board may specify in the applicable option agreement; provided, however, that no Option will be granted with a term in excess of 10 years.

DURATION OF OPTIONS. Each Option shall expire at such time as the Committee shall determine at the time of grant; provided, however, that in the case of an Incentive Stock Option, an Employee may not exercise such Incentive Stock Option after the date which is ten years (five years in the case of a Participant who owns more than ten percent of the voting power of the Company or a Subsidiary) after the date on which such Incentive Stock Option is granted.

Duration Fees. The Borrower shall pay to the Administrative Agent for the account of each Lender in accordance with its Percentage, a duration fee (the “Duration Fee”) equal to 0.15% on the aggregate principal amount of Loans outstanding on ​ (the “Duration Fee Payment Date”). The Duration Fee, if any, shall be due and payable on the Duration Fee Payment Date.

Duration; Survival. All representations and warranties of the Borrower contained herein or made in connection herewith shall survive the execution and delivery of this Agreement, the completion of the transactions hereunder, the termination of this Agreement and Payment In Full. All covenants and agreements of the Borrower contained herein relating to the payment of principal, interest, premiums, additional compensation or expenses and indemnification, including those set forth in the Term Loan Notes, [Article II], [Article III], [Section 11.3], [Section 11.10] or any other provision of any Loan Document and the agreement of the ​ set forth in [Section 11.3(c)], shall survive Payment In Full and shall protect the Administrative Agent, the ​ and any other Indemnitees against events arising after such termination as well as before. All other covenants and agreements of the Borrower shall continue in full force and effect from and after the date hereof and until Payment In Full.

Maximum Reduction. The maximum aggregate reduction with respect to any Licensed Product in any country during any Calendar Quarter pursuant to [Section 7.4.4] shall be capped at ​ of the amount of the royalty that would be payable in respect of Net Sales in such country under [Section 7.4.3], prior to any such reductions, and any unused portions of the reduction shall be carried-forward in future Calendar Quarters.

Maximum Rate. In no contingency or event whatsoever shall the aggregate of all amounts deemed interest under this Agreement charged or collected pursuant to the terms of this Agreement exceed the highest rate permissible under any Applicable Law which a court of competent jurisdiction shall, in a final determination, deem applicable hereto. In the event that such a court determines that ​ have charged or received interest hereunder in excess of the highest applicable rate, the rate in effect hereunder shall automatically be reduced to the maximum rate permitted by Applicable Law and ​ shall at the Administrative Agent’s option # promptly refund to the Borrower any interest received by ​ in excess of the maximum lawful rate or # apply such excess to the principal balance of the Obligations. It is the intent hereof that the Borrower not pay or contract to pay, and that neither the Administrative Agent nor any Lender receive or contract to receive, directly or indirectly in any manner whatsoever, interest in excess of that which may be paid by the Borrower under Applicable Law.

The Revolving A Facility Usage shall not exceed at any time the lesser of # the Maximum Revolving A Advance Amount, and # the Formula Amount. The amount of outstanding Revolving B Advances shall not exceed at any time the sum of # the Maximum Revolving B Advance Amount plus # any Revolving B PIK Interest accrued or paid-in-kind in accordance with this Agreement.

In no event whatsoever shall interest and other charges charged hereunder exceed the highest rate permissible under Applicable Law. In the event interest and other charges as computed hereunder would otherwise exceed the highest rate permitted under Applicable Law, such excess amount shall be first applied to any unpaid principal balance owed by ​, and if the then remaining excess amount is greater than the previously unpaid principal balance, Lenders shall promptly refund such excess amount to ​ and the provisions hereof shall be deemed amended to provide for such permissible rate.

Maximum Advances. In the case of any type of Advance requested to be made, after giving effect thereto, the aggregate amount of such type of Advance shall not exceed the maximum amount of such type of Advance permitted under this Agreement;