Extract to table

Adjusted EBITDA shall be reduced by non-cash income items included in net income for such period, in each case calculated on a consolidated basis for Borrower and its Subsidiaries

“Adjusted Term SOFR” means, for any Interest Period, Term SOFR for such Interest Period plus the SOFR Adjustment; provided that Adjusted Term SOFR shall at all times be subject to the SOFR Floor

“Interest Period” means each period commencing on a Business Day and ending on the numerically corresponding day in the next succeeding calendar month or, if there is no numerically corresponding day in such next succeeding calendar month, the last Business Day of such month; provided that the initial Interest Period shall commence on the Closing Date

“Term SOFR” means, for any Interest Period, the forward-looking term rate based on SOFR published by CME Group Benchmark Administration Limited, or any successor administrator, for a tenor comparable to such Interest Period, subject to the SOFR Floor; provided that in no event shall Term SOFR be less than the SOFR Floor

Lender shall consult with Borrower regarding such conforming changes, but Lender’s reasonable determination shall be conclusive absent manifest error

Subject to the terms and conditions of this Agreement, Lender agrees to make a single term loan to Borrower on the Closing Date in the aggregate principal amount of $25,000,000