Equity Interests or other securities acquired in connection with the satisfaction or enforcement of Indebtedness or claims due or owing to a Loan Party or its Restricted Subsidiaries (in bankruptcy of customers or suppliers or otherwise outside the ordinary course of business) or as security for any such Indebtedness or claims,

Investments that are made in # an amount equal to the amount of Excluded Contributions previously received and the Borrower elects to apply under this [clause (y) or (ii)])])] without duplication with [clause (i)], in an amount equal to the Net Proceeds from a Disposition in respect of property or assets acquired after the Closing Date, if the acquisition of such property or assets was financed with Excluded Contributions, in each case, to the extent Not Otherwise Applied;

Dispositions of assets acquired pursuant to or in order to effectuate a Permitted Acquisition which assets are not used or useful to the core or principal business of the Borrower and the Restricted Subsidiaries; # any surrender or waiver of contract rights or the settlement, release or surrender of contract rights or other litigation claims, in each case, in the ordinary course of business;

money market funds that # comply with the criteria set forth in Securities and Exchange Commission Rule 2a-7 under the Investment Company Act of 1940, # are rated AAA by S&P and Aaa by Moody’s and # have portfolio assets of at least ​.

Indebtedness of any Loan Party arising pursuant to Permitted Intercompany Advances,

Investments owned by any Loan Party or any of its Subsidiaries on the Closing Date and set forth on [Schedule P]-2 to the Agreement, # guarantees permitted under the definition of Permitted Indebtedness, # Permitted Intercompany Advances,

intercompany loans or advances made by any Loan Party to any Subsidiary that is a Loan Party and made by any Subsidiary to a Loan Party; provided, that # any such loans and advances made by a Loan Party shall be evidenced by a promissory note pledged and delivered (with appropriate endorsement) to Administrative Agent pursuant to the Security Agreement, and # the aggregate amount of any intercompany loans and advances made by any Borrower to any Loan Party that is not a Borrower (together with outstanding investments permitted under [clause (e)] of the definition of “Permitted Intercompany Investments”) shall not exceed ​ at any time outstanding (in each case determined without regard to any write-downs or write-offs), and # any and all intercompany loans and advances made by a Subsidiary that is not a Loan Party to or in a Loan Party, shall at all times be subject to a Subordination Agreement;

Seller or the Seller’s Guarantor will deliver to the Purchaser within ten (10) days after the date of this Agreement a complete and accurate list and of all Intercompany Accounts as of the date thereof. As of the Completion Date, Seller or the Seller’s Guarantor has caused all Intercompany Accounts to be settled, discharged, offset, paid, terminated and/or extinguished in full, except as otherwise permitted by Clause 4.1.7.

Advances. Subject to the terms and conditions of this Agreement, from the date on which this Agreement becomes effective until the Maturity Date, ​ will make Advances to ​ not exceeding the Credit Limit (subject at all times to the Domestic Credit Limit and the EXIM Credit Limit) or the Borrowing Base (subject at all times to the Domestic Borrowing Base and EXIM Borrowing Base), whichever is less; provided that in no event shall ​ be obligated to make any Advance that results in an Overadvance or while any Overadvance is outstanding. Amounts borrowed under this Section may be repaid and reborrowed during the term of this Agreement. It shall be a condition to each Advance that # ​ shall have received an Advance Request acceptable to ​ accompanied by updated reporting required by [[Sections 4.8(g), (h), and (i)(ii)])])]], each updated to no earlier than 2 business days prior to the date of the Advance Request, and otherwise meeting the requirements of [Sections 4.8(g), (h), and (i)(ii), (b)])])])])] all of the representations and warranties set forth in [Section 3] are true and correct on the date of such Advance as though made at and as of each such date, and # no Default has occurred and is continuing, or would result from such Advance.

Advances. As of the Original Issue Date, the Investor has advanced the ​ an amount equal to ​ under this Note. From time to time from the date of the Original Issue Date and for a period of three (3) months thereafter, upon at least ten (10) Business Days prior written notice, the Investor shall advance up to another ​ under this Note, provided that no Event of Default has occurred or is continuing.