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| 9. FEES. Bank's monthly fee for its services relating to this Sweep Rider is set forth on the Schedule. Such fee may be modified by Bank from time to time upon written notice to Borrower. Bank may be separately and additionally compensated or may derive profit in connection with the Investment. 10. MISCELLANEOUS. No modification, amendment or waiver of, or consent to any departure by Borrower from, any provision of this Sweep Rider will be effective unless made in a writing signed by Bank, and then such amendment, waiver or consent shall be effective only in the specific instance and for the purpose for which given. Notwithstanding the foregoing, Bank may modify this Sweep Rider for the purposes of completing missing content or conecting erroneous content, without the need for a written amendment, provided that Bank shall send a copy of any such modification to B01rnwer (which notice may be given by electronic mail). No delay or omission on Bank's part to exercise any right or power arising hereunder will impair any such right or power or be considered a waiver of any such right or power, nor will Bank's action or inaction impair any such right or power. If any provision contained in this Sweep Rider should be invalid, illegal or unenforceable in any respect, it shall not affect or impair the validity, legality and enforceability of the remaining provisions. This Sweep Rider may be signed in any number of counterpatt copies and by the patties hereto on separate counterpatts, but all such copies shall constitute one and the same instrument. 11. NOTICES; ELECTRONIC SIGNATURES AND RECORDS. All notices, disclosures, statements, demands, requests, consents, approvals and other communications required or petmitted hereunder ("Notices") must be in writing (except as otherwise provided in this Sweep Rider or in the other Loan Documents). Notices may be given in any manner to which the patties may agree. Without limiting the foregoing, first-class mail, postage prepaid, facsimile transmission and commercial courier service are hereby agreed to as acceptable methods for giving Notices. In addition, the parties agree that Notices may be sent electronically to any electronic address provided by a party from time to time or tlu·ough an automated platfonn that Bank provides to Borrower. Notices will be effective upon receipt. For purposes hereof, "receipt" means: (i) for notices sent by U.S. mail, the third business day after the date such notice was sent; (ii) for notices delivered by hand or sent by overnight courier service, the date delivered; (iii) for notices sent by facsimile or electronic communication, the date when sent; and (iv) for notices sent by any other method, the date received. Bonower agrees that this Sweep Rider, the other Loan Documents, any amendments thereto, and any other information, notice, signature card, agreement or authorization related thereto (each, a "Communication") may, at Bank's option, be in the form of an electronic record. Any Communication may, at Bank's option, be signed or executed using electronic signatures. For the avoidance of doubt, the authorization under this section may include, without limitation, use or acceptance by Bank of a manually signed paper Communication which has been converted into electronic fonn (such as scanned into PDF format) for transmission, delivery and/or retention. 12. ENTIRE AGREEMENT. This Sweep Rider and the Loan Documents and all of the documents and instruments referenced therein constitute the entire agreement and supersede all other prior agreements and understandings, both written and oral, between the patties with respect to the subject matter hereof. 13. SUCCESSORS AND ASSIGNS. This Sweep Rider will be binding upon and inure to the benefit of Borrower and Bank and their respective heirs, executors, administrators, successors and assigns; provided, however, that Borrower may not assign this Sweep Rider in whole or in part without Bank's prior written consent; and Bartle may, at any time, assign any of its rights and obligations under this Sweep Rider in whole or in patt. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] - 7 - Form 24B-S - Multistate Rev. 6/22 123962282-3 |