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REVOLVING LOAN PROMISSORY NOTE

$90,000,000.00

May 4, 2023

New York, New York

FOR VALUE RECEIVED, the undersigned, Cascade Retail Holdings Inc., a Delaware corporation ("CRH"), and Cascade Retail Operating Company LLC, a Delaware limited liability company ("CROC," and together with CRH, jointly and severally, the "Borrowers"), hereby unconditionally promise to pay to the order of Northgate Capital Bank, a New York state-chartered bank (the "Lender"), at its office located at 400 Lexington Avenue, 18th Floor, New York, New York 10170, or at such other place as the holder hereof may designate in writing from time to time, the principal sum of NINETY MILLION AND 00/100 DOLLARS ($90,000,000.00), or such lesser amount as may be the aggregate unpaid principal amount of all Revolving Loans made by the Lender to the Borrowers pursuant to the Credit Agreement (as defined below), together with interest thereon as provided herein and in the Credit Agreement. This Revolving Loan Promissory Note (this "Note") is executed and delivered pursuant to the Credit Agreement and evidences the Revolving Loans made by the Lender to the Borrowers from time to time thereunder.

Section 1. Credit Agreement Reference.

This Note is one of the "Notes" referred to in, and is entitled to the benefits of, that certain Credit Agreement dated as of May 4, 2023 (as the same may be amended, restated, amended and restated, supplemented, refinanced, or otherwise modified from time to time, the "Credit Agreement"), among the Borrowers, Cascade Digital Commerce Inc., a Delaware corporation, Cascade Outlet Stores LLC, a Washington limited liability company, and Cascade Fulfillment Services Inc., a Delaware corporation, each in its capacity as a Guarantor (collectively, the "Guarantors"), the lenders from time to time party thereto (collectively, the "Lenders"), and Crescent Harbor Bank, N.A., a national banking association, in its capacity as Administrative Agent and Collateral Agent for the Lenders (in such capacities, the "Administrative Agent"). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to such terms in the Credit Agreement. The provisions of the Credit Agreement are hereby incorporated herein by reference.

The Credit Agreement, among other things, provides for a senior secured asset-based revolving credit facility in an aggregate principal amount of up to $300,000,000 (the "Aggregate Commitments"), pursuant to which the Lenders have agreed to make revolving credit loans to the Borrowers (the "Revolving Loans"), subject to the terms and conditions set forth therein. The Lender's Commitment under the Credit Agreement is $90,000,000, representing thirty percent (30%) of the Aggregate Commitments. This Note evidences the Lender's pro rata share of Revolving Loans outstanding from time to time under the Credit Agreement and is entitled to the benefits and subject to the provisions of the Credit Agreement and the other Loan Documents (as defined in the Credit Agreement).

Section 2. Interest.

(a) Applicable Rate. The unpaid principal amount of each Revolving Loan evidenced hereby shall bear interest at the rate or rates per annum determined in accordance with the terms and provisions of the Credit Agreement. Without limiting the foregoing, the applicable interest rate for Revolving Loans bearing interest by reference to the Term SOFR Rate shall be Adjusted Term SOFR plus three hundred basis points (3.00%) per annum (subject to adjustment as provided in the Credit Agreement). As used herein, "Adjusted Term SOFR" means the Term SOFR Rate for the applicable interest period, plus the applicable credit spread adjustment as set forth in clause (b) below.

(b) SOFR Credit Spread Adjustment. The credit spread adjustment applicable to the Term SOFR Rate shall be: (i) ten basis points (0.10%) per annum for one-month interest periods; and (ii) fifteen basis points (0.15%) per annum for three-month interest periods. Such credit spread adjustments are included in the calculation of Adjusted Term SOFR for purposes of determining the applicable interest rate on SOFR Loans.

(c) SOFR Floor. In no event shall the Term SOFR Rate used to calculate interest on Revolving Loans evidenced hereby be less than zero percent (0.00%) per annum (the "SOFR Floor"). If the Term SOFR Rate as determined in accordance with the Credit Agreement would be less than the SOFR Floor, the Term SOFR Rate shall be deemed to be the SOFR Floor for purposes of this Note and the Credit Agreement.

(d) Computation of Interest. Interest on the Revolving Loans evidenced hereby shall be computed on the basis of a 360-day year for the actual number of days elapsed in each interest period (including the first day but excluding the last day of each such interest period). Each determination of an interest rate by the Administrative Agent pursuant to any provision of the Credit Agreement or this Note shall be conclusive and binding on the Borrowers in the absence of manifest error.

(e) Payment of Interest. Interest on Revolving Loans evidenced hereby shall be payable in arrears on the dates and in the manner specified in the Credit Agreement, including (i) with respect to SOFR Loans, on the last day of each interest period applicable thereto (and, in the case of any interest period of more than three months' duration, on each day that occurs during such interest period at three-month intervals after the first day of such interest period), (ii) with respect to ABR Loans, on the first Business Day of each calendar quarter, and (iii) in each case, on the Maturity Date or upon any earlier prepayment, repayment, or acceleration of the Revolving Loans.

(f) Default Rate. Upon the occurrence and during the continuance of an Event of Default (as defined in the Credit Agreement), the entire outstanding principal balance of Revolving Loans evidenced hereby, together with all accrued and unpaid interest thereon and all other amounts due and payable hereunder and under the Credit Agreement, shall bear interest at the Default Rate, which is an additional two hundred basis points (2.00%) per annum above the interest rate otherwise applicable to such amounts, as more fully set forth in and in accordance with the Credit Agreement. Interest at the Default Rate shall accrue from the date of the occurrence of the Event of Default until such Event of Default is cured or waived in accordance with the Credit Agreement and shall be payable on demand.

Section 3. Principal Payments.

(a) Scheduled Payments. The principal of each Revolving Loan evidenced hereby shall be due and payable on the dates and in the amounts specified in the Credit Agreement. Without limiting the foregoing, the Borrowers shall be required to make mandatory prepayments of the Revolving Loans in the event that the aggregate outstanding principal amount of all Revolving Loans (together with the aggregate outstanding amount of all Swingline Loans and all Letter of Credit Obligations) exceeds the lesser of (i) the Aggregate Commitments and (ii) the Borrowing Base then in effect, in each case as more fully set forth in the Credit Agreement.

(b) Maturity Date. The entire outstanding principal balance of all Revolving Loans evidenced hereby, together with all accrued and unpaid interest thereon and all other amounts payable hereunder and under the Credit Agreement, shall be due and payable in full on the Maturity Date, which is May 19, 2028, unless such date is extended in accordance with the Credit Agreement. No extension of the Maturity Date shall be effective unless agreed to in writing by the Lender in accordance with the terms of the Credit Agreement.

(c) Application of Payments. All payments of principal received by the Administrative Agent on account of the Revolving Loans shall be applied in accordance with the provisions of the Credit Agreement.

Section 4. Optional Prepayment.

The Borrowers may, at their option, prepay the Revolving Loans evidenced hereby at any time and from time to time, in whole or in part, without premium or penalty (except for customary breakage costs, if any, with respect to SOFR Loans prepaid on a day other than the last day of the applicable interest period therefor, as set forth in the Credit Agreement), upon the terms and conditions specified in the Credit Agreement, including compliance with the minimum prepayment amounts and notice requirements set forth therein. Any voluntary prepayment of the Revolving Loans shall be applied in accordance with the Credit Agreement and shall not reduce the Aggregate Commitments or the Lender's Commitment unless separately accompanied by a corresponding reduction of Commitments in accordance with the Credit Agreement.

Section 5. Manner of Payment.

(a) Payments Generally. All payments of principal, interest, fees, and all other amounts due and payable hereunder shall be made in lawful money of the United States of America in immediately available funds to the Administrative Agent, Crescent Harbor Bank, N.A., at its office at 780 Park Avenue, 30th Floor, New York, New York 10021 (or at such other address or account as the Administrative Agent may from time to time designate in writing to the Borrowers), for the account of the Lender, not later than 2:00 p.m. (New York City time) on the date on which such payment is due, in accordance with and subject to the terms and conditions of the Credit Agreement. Funds received by the Administrative Agent after 2:00 p.m. (New York City time) on any Business Day shall be deemed to have been received on the next succeeding Business Day for all purposes of this Note and the Credit Agreement.

(b) Business Day Convention. If any payment of principal, interest, or any other amount hereunder becomes due and payable on a day that is not a Business Day (as defined in the Credit Agreement), such payment shall be made on the next succeeding Business Day, and such extension of time shall be included in the computation of interest payable hereunder and under the Credit Agreement.

(c) No Deduction. All payments hereunder shall be made without setoff, counterclaim, deduction, or withholding of any kind, except as may be required by applicable law (in which case the Borrowers shall comply with the applicable provisions of the Credit Agreement, including, without limitation, any gross-up obligations with respect to withholding taxes as set forth therein).

Section 6. Records of Loans and Payments.

The Lender is hereby authorized to record on the grid attached hereto as Schedule 1 (or, at the Lender's option, in its internal books and records, including any electronic record-keeping system) (i) the date and amount of each Revolving Loan made by the Lender to the Borrowers hereunder, (ii) the applicable interest rate and interest period with respect thereto, (iii) the date and amount of each payment or prepayment of principal thereof received by the Lender, and (iv) the outstanding principal balance of Revolving Loans after giving effect to each such Revolving Loan and each such payment or prepayment. The entries made on such grid or in such internal records shall constitute prima facie evidence of the existence and amounts of the obligations of the Borrowers recorded therein; provided, however, that the failure of the Lender to make any such notation or any error in any such notation shall not affect the validity or enforceability of the obligations of the Borrowers hereunder or under the Credit Agreement. In the event of any conflict between the records of the Lender and the records of the Administrative Agent maintained pursuant to the Credit Agreement, the records of the Administrative Agent shall be controlling absent manifest error.

Section 7. Security.

(a) This Note and the obligations of the Borrowers hereunder are secured by, among other things, the liens and security interests granted to Crescent Harbor Bank, N.A., as Collateral Agent for the benefit of the Secured Parties (as defined in the Credit Agreement), pursuant to (i) that certain Security Agreement dated as of May 4, 2023 (as the same may be amended, restated, supplemented, or otherwise modified from time to time, the "Security Agreement"), executed by the Borrowers and the Guarantors in favor of the Collateral Agent, (ii) that certain Pledge Agreement dated as of May 4, 2023 (as the same may be amended, restated, supplemented, or otherwise modified from time to time, the "Pledge Agreement"), executed by the Borrowers and the Guarantors in favor of the Collateral Agent, and (iii) the other Collateral Documents (as defined in the Credit Agreement), each executed in favor of the Collateral Agent for the benefit of the Secured Parties.

(b) Without limiting the generality of the foregoing, the Collateral securing the obligations evidenced by this Note includes, but is not limited to, all right, title, and interest of the Borrowers and the Guarantors in and to the following (in each case, whether now owned or hereafter acquired, and wherever located): all accounts receivable; all inventory (including in-transit inventory, distribution center inventory, warehouse inventory, and goods held for sale or lease); all deposit accounts; all supporting obligations; all chattel paper (including electronic chattel paper and tangible chattel paper); all instruments (including promissory notes); all letter-of-credit rights; all commercial tort claims (as identified and described in the Security Agreement); all general intangibles (including payment intangibles and software); and all proceeds, products, offspring, accessions, rents, profits, income, benefits, substitutions, and replacements of and to any and all of the foregoing, in each case to the extent provided in and subject to the terms and conditions of the Security Agreement, the Pledge Agreement, and the other Collateral Documents.

Section 8. Guaranty.

Payment of this Note and all other obligations of the Borrowers under the Credit Agreement and the other Loan Documents are guaranteed by the Guarantors pursuant to that certain Guaranty Agreement dated as of May 4, 2023 (as the same may be amended, restated, supplemented, or otherwise modified from time to time, the "Guaranty Agreement"), executed by Cascade Digital Commerce Inc., a Delaware corporation, Cascade Outlet Stores LLC, a Washington limited liability company, and Cascade Fulfillment Services Inc., a Delaware corporation, each in its capacity as a Guarantor, in favor of the Administrative Agent for the benefit of the Secured Parties. The guaranty of the Guarantors is an absolute, unconditional, and continuing guaranty of payment and performance, and not merely of collection, and is subject to the terms and conditions set forth in the Guaranty Agreement and the Credit Agreement.

Section 9. Events of Default; Acceleration.

(a) Acceleration Upon Event of Default. Upon the occurrence and during the continuance of any Event of Default (as defined in the Credit Agreement), the Administrative Agent may, and upon the written direction of the Required Lenders (as defined in the Credit Agreement) shall, by notice to the Borrowers, declare the unpaid principal amount of all Revolving Loans evidenced hereby, together with all accrued and unpaid interest thereon, all fees, and all other amounts payable under this Note, the Credit Agreement, and the other Loan Documents, to be immediately due and payable, whereupon such amounts shall become and be immediately due and payable, without further notice, demand, presentment, protest, or other requirements of any kind, all of which are hereby expressly waived by the Borrowers, all in accordance with the terms and provisions of the Credit Agreement.

(b) Automatic Acceleration. Notwithstanding the foregoing, in the case of certain Events of Default specified in the Credit Agreement (including, without limitation, the commencement of any proceeding under any bankruptcy, insolvency, reorganization, receivership, or similar law now or hereafter in effect with respect to any Loan Party, or the appointment of a receiver, trustee, custodian, conservator, liquidator, or similar official for any Loan Party or any substantial part of such Loan Party's assets, or the making by any Loan Party of a general assignment for the benefit of creditors), the unpaid principal amount of all Revolving Loans evidenced hereby, together with all accrued and unpaid interest thereon and all other amounts payable hereunder and under the Credit Agreement, shall automatically and without any declaration, notice, or other act on the part of the Administrative Agent or any Lender become immediately due and payable.

(c) Rights and Remedies. The rights and remedies of the Lender and the Administrative Agent under this Note are in addition to, and not in limitation of, all other rights and remedies available under the Credit Agreement, the other Loan Documents, or applicable law.

Section 10. Waivers.

(a) The Borrowers hereby jointly and severally waive presentment for payment, demand, notice of dishonor, protest, notice of protest, and any and all other notices or demands in connection with the delivery, acceptance, performance, default, or enforcement of this Note, except as may be specifically required by and provided in the Credit Agreement. No extension of time for payment or other indulgence granted by the Lender, the Administrative Agent, or any other holder of this Note, whether with or without notice to or consent of the Borrowers, shall release, discharge, modify, or otherwise affect the obligations of the Borrowers hereunder.

(b) No failure or delay on the part of the Lender, the Administrative Agent, or any other holder of this Note in exercising any right, power, or privilege hereunder or under the Credit Agreement shall operate as a waiver thereof, nor shall any single or partial exercise of any such right, power, or privilege preclude any other or further exercise thereof or the exercise of any other right, power, or privilege. The rights and remedies of the Lender and the Administrative Agent as provided herein and in the Credit Agreement are cumulative and are not exclusive of any other rights or remedies that the Lender or the Administrative Agent may have at law, in equity, or otherwise.

Section 11. Expenses; Indemnification.

The Borrowers jointly and severally agree to pay on demand all reasonable and documented out-of-pocket costs and expenses (including, without limitation, reasonable fees and disbursements of outside counsel, including one primary counsel for the Lender and, if reasonably necessary, one firm of local counsel in each relevant jurisdiction) incurred by the Lender and the Administrative Agent in connection with the enforcement, protection, or collection of any of the obligations evidenced by this Note, whether by judicial proceedings or otherwise, including, without limitation, costs and expenses incurred in connection with any workout, restructuring, or insolvency or bankruptcy proceeding, all in accordance with the expense and indemnification provisions of the Credit Agreement. The obligations of the Borrowers under this Section 11 shall survive the repayment in full of all amounts owing hereunder and under the Credit Agreement and the termination of the Commitments.

Section 12. Amendments; No Waiver.

(a) Amendments and Modifications. This Note may not be amended, restated, supplemented, or otherwise modified, and no provision hereof may be waived, except in accordance with the applicable provisions of the Credit Agreement (including, without limitation, the provisions thereof requiring the consent of the Required Lenders or, in certain cases, all Lenders, for amendments, modifications, or waivers of certain provisions of the Loan Documents).

(b) No Waiver. No single or partial exercise of any right, remedy, power, or privilege hereunder shall preclude any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege. No waiver of any provision hereof, or consent to any departure therefrom, shall be effective unless in writing and signed by the party or parties to be bound thereby, and then only in the specific instance and for the specific purpose for which given.

Section 13. Assignment.

The Lender may assign all or a portion of its rights and obligations under this Note (including, without limitation, amounts owing to it and its Commitment) in accordance with the assignment and participation provisions set forth in the Credit Agreement. Such assignment provisions include, without limitation, compliance with the minimum assignment amounts, the consent requirements, and the LSTA standard terms and conditions for par/near par and distressed trade confirmations, in each case as set forth in the Credit Agreement. This Note has been assigned CUSIP Number 14762MAA3 for purposes of identification in connection with assignments and participations. Neither the Administrative Agent nor the Borrowers shall be responsible for the selection, use, or accuracy of such CUSIP number, and no representation is made as to such CUSIP number's accuracy as printed on this Note or as it may be referenced in any report or other document.

Section 14. Successors and Assigns.

This Note shall be binding upon the Borrowers and their respective successors and permitted assigns (it being understood that the Borrowers may not assign or transfer their obligations hereunder without the prior written consent of the Lender and the Administrative Agent, except as expressly permitted by the Credit Agreement), and shall inure to the benefit of the Lender and its successors and assigns (including any assignee or participant that acquires an interest herein in accordance with the Credit Agreement). Any reference herein to "the Lender" shall be deemed to include any successor, assignee, or transferee of the Lender.

Section 15. Governing Law.

THIS NOTE AND ANY CLAIMS, CONTROVERSIES, DISPUTES, OR CAUSES OF ACTION (WHETHER IN CONTRACT, TORT, OR OTHERWISE) BASED UPON, ARISING OUT OF, OR RELATING TO THIS NOTE AND THE TRANSACTIONS CONTEMPLATED HEREBY SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK WITHOUT REGARD TO CONFLICTS OF LAW PRINCIPLES THAT WOULD RESULT IN THE APPLICATION OF ANY LAW OTHER THAN THE LAW OF THE STATE OF NEW YORK (OTHER THAN SECTIONS 5-1401 AND 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW, WHICH SHALL APPLY).

Section 16. Submission to Jurisdiction; Venue.

(a) Each Borrower hereby irrevocably and unconditionally submits, for itself and its property, to the exclusive jurisdiction of (i) the United States District Court for the Southern District of New York sitting in the Borough of Manhattan and (ii) the Supreme Court of the State of New York, New York County, and any appellate courts from any thereof, in any action or proceeding arising out of or relating to this Note, the Credit Agreement, the other Loan Documents, or any transactions contemplated hereby or thereby, or for recognition or enforcement of any judgment, and each Borrower hereby irrevocably and unconditionally agrees that all claims in respect of any such action or proceeding may be heard and determined in such New York federal court or, to the fullest extent permitted by applicable law, in such New York state court.

(b) Each Borrower hereby irrevocably and unconditionally waives, to the fullest extent permitted by applicable law, any objection that it may now or hereafter have to the laying of venue of any action or proceeding arising out of or relating to this Note, the Credit Agreement, or the other Loan Documents in any court referred to in clause (a) above. Each Borrower hereby irrevocably waives, to the fullest extent permitted by applicable law, the defense of an inconvenient forum to the maintenance of such action or proceeding in any such court.

(c) Each Borrower irrevocably consents to service of process in the manner provided for notices in the Credit Agreement. Nothing in this Note shall affect the right of the Lender or the Administrative Agent to serve process in any other manner permitted by applicable law.

Section 17. Waiver of Jury Trial.

EACH BORROWER AND, BY ITS ACCEPTANCE OF THIS NOTE, THE LENDER HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVE, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ALL RIGHT TO TRIAL BY JURY IN ANY ACTION, PROCEEDING, OR COUNTERCLAIM (WHETHER BASED ON CONTRACT, TORT, OR OTHERWISE) ARISING OUT OF OR RELATING TO THIS NOTE, THE CREDIT AGREEMENT, THE OTHER LOAN DOCUMENTS, OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY, OR THE ACTIONS OF THE LENDER OR THE ADMINISTRATIVE AGENT IN THE NEGOTIATION, ADMINISTRATION, PERFORMANCE, OR ENFORCEMENT HEREOF OR THEREOF. EACH BORROWER AND, BY ITS ACCEPTANCE OF THIS NOTE, THE LENDER CERTIFIES THAT NO REPRESENTATIVE, AGENT, OR ATTORNEY OF ANY OTHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PARTY WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER. EACH BORROWER ACKNOWLEDGES THAT IT AND THE LENDER HAVE BEEN INDUCED TO ENTER INTO THIS NOTE, THE CREDIT AGREEMENT, AND THE OTHER LOAN DOCUMENTS BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION 17.

Section 18. Severability.

If any provision of this Note is held to be invalid, illegal, or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect the validity, legality, or enforceability of any other provision of this Note or the validity, legality, or enforceability of such provision in any other jurisdiction. Rather, this Note shall be reformed, construed, and enforced in such jurisdiction to the fullest extent possible to give effect to the intent of the parties as reflected herein, and the invalid, illegal, or unenforceable provision shall be modified to the minimum extent necessary to make it valid, legal, and enforceable while preserving its original intent.

Section 19. Conflict with Credit Agreement.

This Note is subject to the terms and provisions of the Credit Agreement. In the event of any conflict, inconsistency, or ambiguity between the terms and provisions of this Note and the terms and provisions of the Credit Agreement, the terms and provisions of the Credit Agreement shall govern and control in all respects.

[Remainder of this page intentionally left blank; signature pages follow.]

SIGNATURE PAGE TO REVOLVING LOAN PROMISSORY NOTE

IN WITNESS WHEREOF, the undersigned Borrowers have caused this Revolving Loan Promissory Note to be duly executed and delivered as of the date first written above.

CASCADE RETAIL HOLDINGS INC., a Delaware corporation

By: ________

Name: Nathaniel Voss

Title: Chief Executive Officer

Address:

2200 Elliott Avenue, Suite 1400 Seattle, Washington 98121

EIN: 91-1847263

SIGNATURE PAGE TO REVOLVING LOAN PROMISSORY NOTE

CASCADE RETAIL OPERATING COMPANY LLC, a Delaware limited liability company

By: Cascade Retail Holdings Inc., its sole member

By: ________

Name: Elena Kowalski

Title: Chief Financial Officer

Address:

2200 Elliott Avenue, Suite 1400 Seattle, Washington 98121

EIN: 83-2951047

PAYEE ACKNOWLEDGMENT AND NOTATION

This Note is payable to the order of:

Northgate Capital Bank 400 Lexington Avenue, 18th Floor New York, New York 10170

Contact: Rajesh Mehta, Director, Leveraged & Asset-Based Lending Telephone: (212) 555-7800

Email: rajesh.mehta@northgatecapitalbank.com

Commitment Amount: $90,000,000.00 (representing 30% of the Aggregate Commitments of $300,000,000.00 under the Credit Agreement)

CUSIP: 14762MAA3

SCHEDULE 1

LOANS AND PAYMENTS OF PRINCIPAL

This Note evidences Revolving Loans made under the Credit Agreement and repayments thereof. The Lender is authorized to record on the grid below (or in its internal records) the date and amount of each Revolving Loan and each repayment of principal. The outstanding principal balance recorded below constitutes prima facie evidence of the amounts outstanding hereunder.

This grid is provided for convenience only. The failure to record any loan or payment hereon shall not affect the obligations of the Borrowers under this Note or the Credit Agreement. In the event of any discrepancy between this grid and the records of the Administrative Agent maintained pursuant to the Credit Agreement, the records of the Administrative Agent shall control absent manifest error.

Date	Amount of Revolving Loan	Amount of Principal Repaid	Outstanding Principal Balance	Notation Made By
May 19, 2023	$45,000,000.00 (Initial draw — Lender's 30% pro rata share of $150,000,000 total initial draw)	—	$45,000,000.00	R. Mehta

REVOLVING LOAN PROMISSORY NOTE
$90,000,000.00
May 4, 2023
New York, New York
FOR VALUE RECEIVED, the undersigned, Cascade Retail Holdings Inc., a Delaware corporation ("CRH"), and Cascade Retail Operating Company LLC, a Delaware limited liability company ("CROC," and together with CRH, jointly and severally, the "Borrowers"), hereby unconditionally promise to pay to the order of Northgate Capital Bank, a New York state-chartered bank (the "Lender"), at its office located at 400 Lexington Avenue, 18th Floor, New York, New York 10170, or at such other place as the holder hereof may designate in writing from time to time, the principal sum of NINETY MILLION AND 00/100 DOLLARS ($90,000,000.00), or such lesser amount as may be the aggregate unpaid principal amount of all Revolving Loans made by the Lender to the Borrowers pursuant to the Credit Agreement (as defined below), together with interest thereon as provided herein and in the Credit Agreement. This Revolving Loan Promissory Note (this "Note") is executed and delivered pursuant to the Credit Agreement and evidences the Revolving Loans made by the Lender to the Borrowers from time to time thereunder.
Section 1. Credit Agreement Reference.
This Note is one of the "Notes" referred to in, and is entitled to the benefits of, that certain Credit Agreement dated as of May 4, 2023 (as the same may be amended, restated, amended and restated, supplemented, refinanced, or otherwise modified from time to time, the "Credit Agreement"), among the Borrowers, Cascade Digital Commerce Inc., a Delaware corporation, Cascade Outlet Stores LLC, a Washington limited liability company, and Cascade Fulfillment Services Inc., a Delaware corporation, each in its capacity as a Guarantor (collectively, the "Guarantors"), the lenders from time to time party thereto (collectively, the "Lenders"), and Crescent Harbor Bank, N.A., a national banking association, in its capacity as Administrative Agent and Collateral Agent for the Lenders (in such capacities, the "Administrative Agent"). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to such terms in the Credit Agreement. The provisions of the Credit Agreement are hereby incorporated herein by reference.
The Credit Agreement, among other things, provides for a senior secured asset-based revolving credit facility in an aggregate principal amount of up to $300,000,000 (the "Aggregate Commitments"), pursuant to which the Lenders have agreed to make revolving credit loans to the Borrowers (the "Revolving Loans"), subject to the terms and conditions set forth therein. The Lender's Commitment under the Credit Agreement is $90,000,000, representing thirty percent (30%) of the Aggregate Commitments. This Note evidences the Lender's pro rata share of Revolving Loans outstanding from time to time under the Credit Agreement and is entitled to the benefits and subject to the provisions of the Credit Agreement and the other Loan Documents (as defined in the Credit Agreement).
Section 2. Interest.
(a) Applicable Rate. The unpaid principal amount of each Revolving Loan evidenced hereby shall bear interest at the rate or rates per annum determined in accordance with the terms and provisions of the Credit Agreement. Without limiting the foregoing, the applicable interest rate for Revolving Loans bearing interest by reference to the Term SOFR Rate shall be Adjusted Term SOFR plus three hundred basis points (3.00%) per annum (subject to adjustment as provided in the Credit Agreement). As used herein, "Adjusted Term SOFR" means the Term SOFR Rate for the applicable interest period, plus the applicable credit spread adjustment as set forth in clause (b) below.
(b) SOFR Credit Spread Adjustment. The credit spread adjustment applicable to the Term SOFR Rate shall be: (i) ten basis points (0.10%) per annum for one-month interest periods; and (ii) fifteen basis points (0.15%) per annum for three-month interest periods. Such credit spread adjustments are included in the calculation of Adjusted Term SOFR for purposes of determining the applicable interest rate on SOFR Loans.
(c) SOFR Floor. In no event shall the Term SOFR Rate used to calculate interest on Revolving Loans evidenced hereby be less than zero percent (0.00%) per annum (the "SOFR Floor"). If the Term SOFR Rate as determined in accordance with the Credit Agreement would be less than the SOFR Floor, the Term SOFR Rate shall be deemed to be the SOFR Floor for purposes of this Note and the Credit Agreement.
(d) Computation of Interest. Interest on the Revolving Loans evidenced hereby shall be computed on the basis of a 360-day year for the actual number of days elapsed in each interest period (including the first day but excluding the last day of each such interest period). Each determination of an interest rate by the Administrative Agent pursuant to any provision of the Credit Agreement or this Note shall be conclusive and binding on the Borrowers in the absence of manifest error.
(e) Payment of Interest. Interest on Revolving Loans evidenced hereby shall be payable in arrears on the dates and in the manner specified in the Credit Agreement, including (i) with respect to SOFR Loans, on the last day of each interest period applicable thereto (and, in the case of any interest period of more than three months' duration, on each day that occurs during such interest period at three-month intervals after the first day of such interest period), (ii) with respect to ABR Loans, on the first Business Day of each calendar quarter, and (iii) in each case, on the Maturity Date or upon any earlier prepayment, repayment, or acceleration of the Revolving Loans.
(f) Default Rate. Upon the occurrence and during the continuance of an Event of Default (as defined in the Credit Agreement), the entire outstanding principal balance of Revolving Loans evidenced hereby, together with all accrued and unpaid interest thereon and all other amounts due and payable hereunder and under the Credit Agreement, shall bear interest at the Default Rate, which is an additional two hundred basis points (2.00%) per annum above the interest rate otherwise applicable to such amounts, as more fully set forth in and in accordance with the Credit Agreement. Interest at the Default Rate shall accrue from the date of the occurrence of the Event of Default until such Event of Default is cured or waived in accordance with the Credit Agreement and shall be payable on demand.
Section 3. Principal Payments.
(a) Scheduled Payments. The principal of each Revolving Loan evidenced hereby shall be due and payable on the dates and in the amounts specified in the Credit Agreement. Without limiting the foregoing, the Borrowers shall be required to make mandatory prepayments of the Revolving Loans in the event that the aggregate outstanding principal amount of all Revolving Loans (together with the aggregate outstanding amount of all Swingline Loans and all Letter of Credit Obligations) exceeds the lesser of (i) the Aggregate Commitments and (ii) the Borrowing Base then in effect, in each case as more fully set forth in the Credit Agreement.
(b) Maturity Date. The entire outstanding principal balance of all Revolving Loans evidenced hereby, together with all accrued and unpaid interest thereon and all other amounts payable hereunder and under the Credit Agreement, shall be due and payable in full on the Maturity Date, which is May 19, 2028, unless such date is extended in accordance with the Credit Agreement. No extension of the Maturity Date shall be effective unless agreed to in writing by the Lender in accordance with the terms of the Credit Agreement.
(c) Application of Payments. All payments of principal received by the Administrative Agent on account of the Revolving Loans shall be applied in accordance with the provisions of the Credit Agreement.
Section 4. Optional Prepayment.
The Borrowers may, at their option, prepay the Revolving Loans evidenced hereby at any time and from time to time, in whole or in part, without premium or penalty (except for customary breakage costs, if any, with respect to SOFR Loans prepaid on a day other than the last day of the applicable interest period therefor, as set forth in the Credit Agreement), upon the terms and conditions specified in the Credit Agreement, including compliance with the minimum prepayment amounts and notice requirements set forth therein. Any voluntary prepayment of the Revolving Loans shall be applied in accordance with the Credit Agreement and shall not reduce the Aggregate Commitments or the Lender's Commitment unless separately accompanied by a corresponding reduction of Commitments in accordance with the Credit Agreement.
Section 5. Manner of Payment.
(a) Payments Generally. All payments of principal, interest, fees, and all other amounts due and payable hereunder shall be made in lawful money of the United States of America in immediately available funds to the Administrative Agent, Crescent Harbor Bank, N.A., at its office at 780 Park Avenue, 30th Floor, New York, New York 10021 (or at such other address or account as the Administrative Agent may from time to time designate in writing to the Borrowers), for the account of the Lender, not later than 2:00 p.m. (New York City time) on the date on which such payment is due, in accordance with and subject to the terms and conditions of the Credit Agreement. Funds received by the Administrative Agent after 2:00 p.m. (New York City time) on any Business Day shall be deemed to have been received on the next succeeding Business Day for all purposes of this Note and the Credit Agreement.
(b) Business Day Convention. If any payment of principal, interest, or any other amount hereunder becomes due and payable on a day that is not a Business Day (as defined in the Credit Agreement), such payment shall be made on the next succeeding Business Day, and such extension of time shall be included in the computation of interest payable hereunder and under the Credit Agreement.
(c) No Deduction. All payments hereunder shall be made without setoff, counterclaim, deduction, or withholding of any kind, except as may be required by applicable law (in which case the Borrowers shall comply with the applicable provisions of the Credit Agreement, including, without limitation, any gross-up obligations with respect to withholding taxes as set forth therein).
Section 6. Records of Loans and Payments.
The Lender is hereby authorized to record on the grid attached hereto as Schedule 1 (or, at the Lender's option, in its internal books and records, including any electronic record-keeping system) (i) the date and amount of each Revolving Loan made by the Lender to the Borrowers hereunder, (ii) the applicable interest rate and interest period with respect thereto, (iii) the date and amount of each payment or prepayment of principal thereof received by the Lender, and (iv) the outstanding principal balance of Revolving Loans after giving effect to each such Revolving Loan and each such payment or prepayment. The entries made on such grid or in such internal records shall constitute prima facie evidence of the existence and amounts of the obligations of the Borrowers recorded therein; provided, however, that the failure of the Lender to make any such notation or any error in any such notation shall not affect the validity or enforceability of the obligations of the Borrowers hereunder or under the Credit Agreement. In the event of any conflict between the records of the Lender and the records of the Administrative Agent maintained pursuant to the Credit Agreement, the records of the Administrative Agent shall be controlling absent manifest error.
Section 7. Security.
(a) This Note and the obligations of the Borrowers hereunder are secured by, among other things, the liens and security interests granted to Crescent Harbor Bank, N.A., as Collateral Agent for the benefit of the Secured Parties (as defined in the Credit Agreement), pursuant to (i) that certain Security Agreement dated as of May 4, 2023 (as the same may be amended, restated, supplemented, or otherwise modified from time to time, the "Security Agreement"), executed by the Borrowers and the Guarantors in favor of the Collateral Agent, (ii) that certain Pledge Agreement dated as of May 4, 2023 (as the same may be amended, restated, supplemented, or otherwise modified from time to time, the "Pledge Agreement"), executed by the Borrowers and the Guarantors in favor of the Collateral Agent, and (iii) the other Collateral Documents (as defined in the Credit Agreement), each executed in favor of the Collateral Agent for the benefit of the Secured Parties.
(b) Without limiting the generality of the foregoing, the Collateral securing the obligations evidenced by this Note includes, but is not limited to, all right, title, and interest of the Borrowers and the Guarantors in and to the following (in each case, whether now owned or hereafter acquired, and wherever located): all accounts receivable; all inventory (including in-transit inventory, distribution center inventory, warehouse inventory, and goods held for sale or lease); all deposit accounts; all supporting obligations; all chattel paper (including electronic chattel paper and tangible chattel paper); all instruments (including promissory notes); all letter-of-credit rights; all commercial tort claims (as identified and described in the Security Agreement); all general intangibles (including payment intangibles and software); and all proceeds, products, offspring, accessions, rents, profits, income, benefits, substitutions, and replacements of and to any and all of the foregoing, in each case to the extent provided in and subject to the terms and conditions of the Security Agreement, the Pledge Agreement, and the other Collateral Documents.
Section 8. Guaranty.
Payment of this Note and all other obligations of the Borrowers under the Credit Agreement and the other Loan Documents are guaranteed by the Guarantors pursuant to that certain Guaranty Agreement dated as of May 4, 2023 (as the same may be amended, restated, supplemented, or otherwise modified from time to time, the "Guaranty Agreement"), executed by Cascade Digital Commerce Inc., a Delaware corporation, Cascade Outlet Stores LLC, a Washington limited liability company, and Cascade Fulfillment Services Inc., a Delaware corporation, each in its capacity as a Guarantor, in favor of the Administrative Agent for the benefit of the Secured Parties. The guaranty of the Guarantors is an absolute, unconditional, and continuing guaranty of payment and performance, and not merely of collection, and is subject to the terms and conditions set forth in the Guaranty Agreement and the Credit Agreement.
Section 9. Events of Default; Acceleration.
(a) Acceleration Upon Event of Default. Upon the occurrence and during the continuance of any Event of Default (as defined in the Credit Agreement), the Administrative Agent may, and upon the written direction of the Required Lenders (as defined in the Credit Agreement) shall, by notice to the Borrowers, declare the unpaid principal amount of all Revolving Loans evidenced hereby, together with all accrued and unpaid interest thereon, all fees, and all other amounts payable under this Note, the Credit Agreement, and the other Loan Documents, to be immediately due and payable, whereupon such amounts shall become and be immediately due and payable, without further notice, demand, presentment, protest, or other requirements of any kind, all of which are hereby expressly waived by the Borrowers, all in accordance with the terms and provisions of the Credit Agreement.
(b) Automatic Acceleration. Notwithstanding the foregoing, in the case of certain Events of Default specified in the Credit Agreement (including, without limitation, the commencement of any proceeding under any bankruptcy, insolvency, reorganization, receivership, or similar law now or hereafter in effect with respect to any Loan Party, or the appointment of a receiver, trustee, custodian, conservator, liquidator, or similar official for any Loan Party or any substantial part of such Loan Party's assets, or the making by any Loan Party of a general assignment for the benefit of creditors), the unpaid principal amount of all Revolving Loans evidenced hereby, together with all accrued and unpaid interest thereon and all other amounts payable hereunder and under the Credit Agreement, shall automatically and without any declaration, notice, or other act on the part of the Administrative Agent or any Lender become immediately due and payable.
(c) Rights and Remedies. The rights and remedies of the Lender and the Administrative Agent under this Note are in addition to, and not in limitation of, all other rights and remedies available under the Credit Agreement, the other Loan Documents, or applicable law.
Section 10. Waivers.
(a) The Borrowers hereby jointly and severally waive presentment for payment, demand, notice of dishonor, protest, notice of protest, and any and all other notices or demands in connection with the delivery, acceptance, performance, default, or enforcement of this Note, except as may be specifically required by and provided in the Credit Agreement. No extension of time for payment or other indulgence granted by the Lender, the Administrative Agent, or any other holder of this Note, whether with or without notice to or consent of the Borrowers, shall release, discharge, modify, or otherwise affect the obligations of the Borrowers hereunder.
(b) No failure or delay on the part of the Lender, the Administrative Agent, or any other holder of this Note in exercising any right, power, or privilege hereunder or under the Credit Agreement shall operate as a waiver thereof, nor shall any single or partial exercise of any such right, power, or privilege preclude any other or further exercise thereof or the exercise of any other right, power, or privilege. The rights and remedies of the Lender and the Administrative Agent as provided herein and in the Credit Agreement are cumulative and are not exclusive of any other rights or remedies that the Lender or the Administrative Agent may have at law, in equity, or otherwise.
Section 11. Expenses; Indemnification.
The Borrowers jointly and severally agree to pay on demand all reasonable and documented out-of-pocket costs and expenses (including, without limitation, reasonable fees and disbursements of outside counsel, including one primary counsel for the Lender and, if reasonably necessary, one firm of local counsel in each relevant jurisdiction) incurred by the Lender and the Administrative Agent in connection with the enforcement, protection, or collection of any of the obligations evidenced by this Note, whether by judicial proceedings or otherwise, including, without limitation, costs and expenses incurred in connection with any workout, restructuring, or insolvency or bankruptcy proceeding, all in accordance with the expense and indemnification provisions of the Credit Agreement. The obligations of the Borrowers under this Section 11 shall survive the repayment in full of all amounts owing hereunder and under the Credit Agreement and the termination of the Commitments.
Section 12. Amendments; No Waiver.
(a) Amendments and Modifications. This Note may not be amended, restated, supplemented, or otherwise modified, and no provision hereof may be waived, except in accordance with the applicable provisions of the Credit Agreement (including, without limitation, the provisions thereof requiring the consent of the Required Lenders or, in certain cases, all Lenders, for amendments, modifications, or waivers of certain provisions of the Loan Documents).
(b) No Waiver. No single or partial exercise of any right, remedy, power, or privilege hereunder shall preclude any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege. No waiver of any provision hereof, or consent to any departure therefrom, shall be effective unless in writing and signed by the party or parties to be bound thereby, and then only in the specific instance and for the specific purpose for which given.
Section 13. Assignment.
The Lender may assign all or a portion of its rights and obligations under this Note (including, without limitation, amounts owing to it and its Commitment) in accordance with the assignment and participation provisions set forth in the Credit Agreement. Such assignment provisions include, without limitation, compliance with the minimum assignment amounts, the consent requirements, and the LSTA standard terms and conditions for par/near par and distressed trade confirmations, in each case as set forth in the Credit Agreement. This Note has been assigned CUSIP Number 14762MAA3 for purposes of identification in connection with assignments and participations. Neither the Administrative Agent nor the Borrowers shall be responsible for the selection, use, or accuracy of such CUSIP number, and no representation is made as to such CUSIP number's accuracy as printed on this Note or as it may be referenced in any report or other document.
Section 14. Successors and Assigns.
This Note shall be binding upon the Borrowers and their respective successors and permitted assigns (it being understood that the Borrowers may not assign or transfer their obligations hereunder without the prior written consent of the Lender and the Administrative Agent, except as expressly permitted by the Credit Agreement), and shall inure to the benefit of the Lender and its successors and assigns (including any assignee or participant that acquires an interest herein in accordance with the Credit Agreement). Any reference herein to "the Lender" shall be deemed to include any successor, assignee, or transferee of the Lender.
Section 15. Governing Law.
THIS NOTE AND ANY CLAIMS, CONTROVERSIES, DISPUTES, OR CAUSES OF ACTION (WHETHER IN CONTRACT, TORT, OR OTHERWISE) BASED UPON, ARISING OUT OF, OR RELATING TO THIS NOTE AND THE TRANSACTIONS CONTEMPLATED HEREBY SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK WITHOUT REGARD TO CONFLICTS OF LAW PRINCIPLES THAT WOULD RESULT IN THE APPLICATION OF ANY LAW OTHER THAN THE LAW OF THE STATE OF NEW YORK (OTHER THAN SECTIONS 5-1401 AND 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW, WHICH SHALL APPLY).
Section 16. Submission to Jurisdiction; Venue.
(a) Each Borrower hereby irrevocably and unconditionally submits, for itself and its property, to the exclusive jurisdiction of (i) the United States District Court for the Southern District of New York sitting in the Borough of Manhattan and (ii) the Supreme Court of the State of New York, New York County, and any appellate courts from any thereof, in any action or proceeding arising out of or relating to this Note, the Credit Agreement, the other Loan Documents, or any transactions contemplated hereby or thereby, or for recognition or enforcement of any judgment, and each Borrower hereby irrevocably and unconditionally agrees that all claims in respect of any such action or proceeding may be heard and determined in such New York federal court or, to the fullest extent permitted by applicable law, in such New York state court.
(b) Each Borrower hereby irrevocably and unconditionally waives, to the fullest extent permitted by applicable law, any objection that it may now or hereafter have to the laying of venue of any action or proceeding arising out of or relating to this Note, the Credit Agreement, or the other Loan Documents in any court referred to in clause (a) above. Each Borrower hereby irrevocably waives, to the fullest extent permitted by applicable law, the defense of an inconvenient forum to the maintenance of such action or proceeding in any such court.
(c) Each Borrower irrevocably consents to service of process in the manner provided for notices in the Credit Agreement. Nothing in this Note shall affect the right of the Lender or the Administrative Agent to serve process in any other manner permitted by applicable law.
Section 17. Waiver of Jury Trial.
EACH BORROWER AND, BY ITS ACCEPTANCE OF THIS NOTE, THE LENDER HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVE, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ALL RIGHT TO TRIAL BY JURY IN ANY ACTION, PROCEEDING, OR COUNTERCLAIM (WHETHER BASED ON CONTRACT, TORT, OR OTHERWISE) ARISING OUT OF OR RELATING TO THIS NOTE, THE CREDIT AGREEMENT, THE OTHER LOAN DOCUMENTS, OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY, OR THE ACTIONS OF THE LENDER OR THE ADMINISTRATIVE AGENT IN THE NEGOTIATION, ADMINISTRATION, PERFORMANCE, OR ENFORCEMENT HEREOF OR THEREOF. EACH BORROWER AND, BY ITS ACCEPTANCE OF THIS NOTE, THE LENDER CERTIFIES THAT NO REPRESENTATIVE, AGENT, OR ATTORNEY OF ANY OTHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PARTY WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER. EACH BORROWER ACKNOWLEDGES THAT IT AND THE LENDER HAVE BEEN INDUCED TO ENTER INTO THIS NOTE, THE CREDIT AGREEMENT, AND THE OTHER LOAN DOCUMENTS BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION 17.
Section 18. Severability.
If any provision of this Note is held to be invalid, illegal, or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect the validity, legality, or enforceability of any other provision of this Note or the validity, legality, or enforceability of such provision in any other jurisdiction. Rather, this Note shall be reformed, construed, and enforced in such jurisdiction to the fullest extent possible to give effect to the intent of the parties as reflected herein, and the invalid, illegal, or unenforceable provision shall be modified to the minimum extent necessary to make it valid, legal, and enforceable while preserving its original intent.
Section 19. Conflict with Credit Agreement.
This Note is subject to the terms and provisions of the Credit Agreement. In the event of any conflict, inconsistency, or ambiguity between the terms and provisions of this Note and the terms and provisions of the Credit Agreement, the terms and provisions of the Credit Agreement shall govern and control in all respects.
[Remainder of this page intentionally left blank; signature pages follow.]
SIGNATURE PAGE TO REVOLVING LOAN PROMISSORY NOTE
IN WITNESS WHEREOF, the undersigned Borrowers have caused this Revolving Loan Promissory Note to be duly executed and delivered as of the date first written above.
CASCADE RETAIL HOLDINGS INC., a Delaware corporation
By: ________
Name: Nathaniel Voss
Title: Chief Executive Officer
Address:
2200 Elliott Avenue, Suite 1400 Seattle, Washington 98121
EIN: 91-1847263
SIGNATURE PAGE TO REVOLVING LOAN PROMISSORY NOTE
CASCADE RETAIL OPERATING COMPANY LLC, a Delaware limited liability company
By: Cascade Retail Holdings Inc., its sole member
By: ________
Name: Elena Kowalski
Title: Chief Financial Officer
Address:
2200 Elliott Avenue, Suite 1400 Seattle, Washington 98121
EIN: 83-2951047
PAYEE ACKNOWLEDGMENT AND NOTATION
This Note is payable to the order of:
Northgate Capital Bank 400 Lexington Avenue, 18th Floor New York, New York 10170
Contact: Rajesh Mehta, Director, Leveraged & Asset-Based Lending Telephone: (212) 555-7800
Email: rajesh.mehta@northgatecapitalbank.com
Commitment Amount: $90,000,000.00 (representing 30% of the Aggregate Commitments of $300,000,000.00 under the Credit Agreement)
CUSIP: 14762MAA3
SCHEDULE 1
LOANS AND PAYMENTS OF PRINCIPAL
This Note evidences Revolving Loans made under the Credit Agreement and repayments thereof. The Lender is authorized to record on the grid below (or in its internal records) the date and amount of each Revolving Loan and each repayment of principal. The outstanding principal balance recorded below constitutes prima facie evidence of the amounts outstanding hereunder.
This grid is provided for convenience only. The failure to record any loan or payment hereon shall not affect the obligations of the Borrowers under this Note or the Credit Agreement. In the event of any discrepancy between this grid and the records of the Administrative Agent maintained pursuant to the Credit Agreement, the records of the Administrative Agent shall control absent manifest error.
Date | Amount of Revolving Loan | Amount of Principal Repaid | Outstanding Principal Balance | Notation Made By
May 19, 2023 | $45,000,000.00 (Initial draw — Lender's 30% pro rata share of $150,000,000 total initial draw) | — | $45,000,000.00 | R. Mehta

REVOLVING LOAN PROMISSORY NOTE

SIGNATURE PAGE TO REVOLVING LOAN PROMISSORY NOTE

EIN: 91-1847263

SIGNATURE PAGE TO REVOLVING LOAN PROMISSORY NOTE

EIN: 83-2951047

PAYEE ACKNOWLEDGMENT AND NOTATION

CUSIP: 14762MAA3

SCHEDULE 1

LOANS AND PAYMENTS OF PRINCIPAL

Record

Parties

Dates

Amounts