Exhibit 7

FORM OF SECURED MARGIN LINE OF CREDIT AGREEMENT

This Secured Margin Line of Credit Agreement dated as of July _, 2026 (as amended, restated, supplemented or otherwise modified from time to time in accordance with its terms, the “Agreement”) sets forth the terms and conditions upon which JPMorgan Chase Bank, N.A. (the “Bank”) may, in its sole discretion, extend Variable Margin Loans and/or Short-Term Fixed Margin Loans (each, a “Margin Loan” and, collectively, the “Margin Loans”) to Cummins Family Limited Partnership (the “Borrower”) up to an aggregate principal amount of, and using the USD Equivalent of any Margin Loans funded in an Optional Currency, [●] ($[●]), or such other Line Amount as set forth in the most recent Statement of Key Multicurrency Margin Line of Credit Terms issued by the Bank in connection with this Agreement (the “Margin Loan Terms Statement”). All capitalized terms used but not defined in this Agreement shall be used as defined in the Margin Loan Terms Statement. The Margin Loan Terms Statement and the Base Interest Rate Sheet (defined below) are each incorporated by reference into this Agreement.

The Borrower acknowledges and agrees that, notwithstanding any provision of this Agreement, or any other Facility Document, the Bank has no obligation under this Agreement to make a Margin Loan, including, without limitation, a Margin Loan in a particular currency or for a particular Base Rate or for a particular Short-Term Fixed Tenor, under the margin line of credit evidenced by this Agreement (the “Margin Line of Credit”) and this Agreement does not create any contractual or other commitment to lend by the Bank. Any Margin Loan made by the Bank hereunder matures on its applicable Maturity Date and the Bank has no commitment to convert or renew any such Margin Loan or make a new Margin Loan. This Agreement is executed and delivered by the Borrower to the Bank to document the terms and conditions under which the Bank may extend any Margin Loans to the Borrower in the Bank’s sole discretion.

Requests for Margin Loans shall be made in accordance with the procedures outlined in Section 2. The Margin Loan Types section in the Margin Loan Terms Statement sets forth the types of Margin Loans the Borrower may request. Provisions in Section 2 related to a conversion of a Variable Margin Loan will only apply in the event that Short-Term Fixed Margin Loans are an available Margin Loan Type and/or there is more than one Base Rate available for the currency in which an outstanding Variable Margin Loan is denominated. If made in the Bank’s discretion, the initial Margin Loan under this Agreement must be in an amount at least equal to the Minimum Initial Margin Loan Amount. A Short-Term Fixed Margin Loan, if made in the Bank’s discretion, must be in an amount at least equal to the Short-Term Fixed Margin Loan Minimum Amount. Each Margin Loan, if made, shall bear interest at the Interest Rate identified in the Margin Loan Terms Statement. If a Base Rate listed in the Base Interest Rate Sheet becomes temporarily or permanently unavailable, it will be replaced in accordance with the provisions of Section 6.

Section 1. Definitions.

As used in this Agreement, the following terms have the meaning specified below:

“$”, “USD” and “dollars” has the meaning set forth in the Margin Loan Terms Statement.

“Acceptable Collateral” means any items of Collateral that the Bank determines in its sole discretion from time to time are eligible to secure the Obligations and are satisfactorily pledged hereunder; provided that the 17,590,238 Shares in the Account on the date hereof shall at all times be Acceptable Collateral. 

“Account” means that certain securities account of the Borrower identified on the Margin Loan Terms Statement established and maintained by the Bank or an Intermediary or any successor entity maintaining the Account, including any subaccount or substitute, successor or replacement account in or to which any Collateral is now or hereafter held or credited.

“Account Control Agreement” means a master securities account control agreement or other similar agreement with any Intermediary, as amended from time to time.

“Aggregate Total Lending Value” means, at any time, the sum of the Lending Value of each unit of Acceptable Collateral at such time.

“Agreement” has the meaning set forth in the Margin Loan Terms Statement and the first paragraph hereof.

“Applicable Margin” has the meaning set forth in the Margin Loan Terms Statement.

“Available Collateral” means, at any time, the difference of (a) the Aggregate Total Lending Value and (b) the Obligations, in each case, at such time.

“Bank” is defined in the first paragraph of this Agreement.

“Banking Day” has the meaning set forth in the Margin Loan Terms Statement.

“Bankruptcy Code” means Title 11 of the United States Code, as amended.

“Base Interest Rate Sheet” has the meaning set forth in the Margin Loan Terms Statement.

“Base Rate” has the meaning set forth in the Margin Loan Terms Statement.

“Borrower” has the meaning set forth in the Margin Loan Terms Statement and in the first paragraph of this Agreement.

“Clearing System” means the Depository Trust Company, Cedel Bank, societe anonyme, the Euroclear system and such other clearing or safekeeping system that may be used in connection with transactions relating to or the custody of any Securities, and any depository for any of the foregoing.

“Collateral” means: (i) the Account and the Collateral Shares and all other property and financial assets from time to time held in or credited to the Account, (ii) all additions to, and proceeds, renewals, investments, reinvestments and substitutions of, the foregoing and (iii) all certificates, receipts and other instruments evidencing any of the foregoing.

“Collateral Shares” means any Shares held in the Account and all security entitlements with respect to the foregoing.

“Collateral Shortfall” means, at any time, that the Available Collateral is less than zero.

“Cure Time” means, with respect to any Collateral Shortfall, any deadline set by the Bank in its notification to the Borrower.

“Default Rate” means:

“Delisting” means that the Shares are no longer listed or admitted for trading on The NASDAQ Global Select Market or any successor thereto.

“Designated Exchange” means any of The New York Stock Exchange, The NASDAQ Global Select Market or The NASDAQ Global Market (or, in each case, any successor thereto).

“Deposit Currency” is defined in Section 3(e).

“Electronic Agreement” is defined in Section 22.

“Event of Default” means an event described in Section 12.

“Exchange” means The NASDAQ Global Select Market (or any successor thereto) or, if the Shares are not listed for trading on such exchange, the Designated Exchange that is the primary trading market for the Shares.

“Exchange Act” means the Securities Exchange Act of 1934, as amended.

“Exchange Business Day” means any day on which the Exchange is open for trading during its regular trading session, notwithstanding the Exchange closing prior to its scheduled closing time.

“Facility Documents” means this Agreement, the Margin Loan Terms Statement, the Base Interest Rate Sheet, and any other documents or instruments executed in connection with or support of this Agreement, whether by the Borrower or a Third Party, and any updates or renewals thereof.

“Fed Funds Effective Rate” means the rate calculated by the NYFRB based on federal funds transactions by depository institutions. The Fed Funds Effective Rate is displayed on the NYFRB’s website and is effective for the Rate Determination Day prior to the date of publication. If the Fed Funds Effective Rate as so determined would be less than zero, such rate shall be deemed to be zero for purposes of this Agreement.

“Final Maturity Date” means the Expiry Date as set forth in the Margin Loan Terms Statement.

“FINRA” means the Financial Industry Regulatory Authority, Inc.

“Governing Law” has the meaning set forth in the Margin Loan Terms Statement.

“Impacted Base Rate” is defined in Section 6(b).

“Interest Payment Date” has the meaning set forth in the Margin Loan Terms Statement.

“Interest Rate” has the meaning set forth in the Margin Loan Terms Statement.

“Intermediary” means any party acting as a financial intermediary or securities intermediary, including, without limitation, affiliates of the Bank that are parties to any Account Control Agreement.

“Interpolated Rate” means, at any time:

If the Interpolated Rate is less than zero, then such rate shall be deemed to be zero for purposes of this Agreement. The Interpolated Rate will be rounded to the same number of decimal places as the Base Rate of such Margin Loan. Any determination of the Interpolated Rate by the Bank shall be conclusive and binding absent manifest error.

“Issuer” means Applied Digital Corporation, a Nevada corporation.

“Issuer Event” means the occurrence of one or more of the following:

“JPMorgan Contact Information” has the meaning set forth in the Margin Loan Terms Statement.

“Lending Value” means, with respect to any unit of Acceptable Collateral at any time, the total amount of Obligations that such unit of Acceptable Collateral may secure at such time, as determined by the Bank in its sole discretion; provided that (a) the Lending Value of any Share shall be deemed to be zero on any Scheduled Trading Day on which, at any time, the trading price or the bid price of the Shares is less than $[●] per Share (to be adjusted to take into account any split, reverse split or extraordinary distribution of stock or capital) and (b) at no time shall the Lending Value of any unit of Acceptable Collateral exceed the maximum percentage of the “current market value” of such unit of Acceptable Collateral that a broker-dealer registered with the Securities and Exchange Commission and member of FINRA would be permitted to assign to such unit of Acceptable Collateral if such broker-dealer were acting in compliance with the minimum initial and maintenance margin requirements of Regulation T of the Board of Governors of the Federal Reserve System and FINRA Rule 4210.

“Liabilities” means all Margin Loans to, and all indebtedness, obligations, and liabilities of any kind of, the Borrower arising under any Facility Document or otherwise with respect to the Margin Loans, now or in the future, absolute or contingent, direct or indirect, joint or several, due or not due, arising by operation of law or otherwise, and costs and expenses incurred by the Bank in connection with the Collateral, this Agreement or any other Facility Document.

“Line Amount” has the meaning set forth in the Margin Loan Terms Statement.

“Listed Base Rate” has the meaning set forth in the Margin Loan Terms Statement.

“Listed Optional Currency” has the meaning set forth in the Margin Loan Terms Statement.

“Listed Tenors” has the meaning set forth in the Margin Loan Terms Statement.

“Margin Line of Credit” is defined in the second paragraph of this Agreement.

“Margin Loan” and “Margin Loans” are defined in the first paragraph of this Agreement.

“Margin Loan Terms Statement” is defined in the first paragraph of this Agreement.

“Margin Loan Types” has the meaning set forth in the Margin Loan Terms Statement.

“Maturity Date” means, with respect to (i) any Variable Margin Loan, the immediately succeeding Banking Day after the date such Margin Loan was made or renewed and (ii) any Short-Term Fixed Margin Loan, the last day of the Maturity Period of such Margin Loan; provided, that if any Maturity Date of a Short-Term Fixed Margin Loan would be a day that is not a Banking Day, then such Maturity Date shall be the immediately succeeding Banking Day, unless such immediately succeeding Banking Day would fall in the next calendar month, in which case such Maturity Date shall be the immediately preceding Banking Day, and provided further, that no Maturity Date may be later than the Final Maturity Date.

“Maturity Period” means, for a Short-Term Fixed Margin Loan, the period commencing on the date such Short-Term Fixed Margin Loan is made and ending on the numerically corresponding day in a subsequent calendar month or months, as determined by the applicable Short-Term Fixed Tenor. In the case of a renewal of an existing Short-Term Fixed Margin Loan or the conversion of a Variable Margin Loan (or portion thereof) to a Short-Term Fixed Margin Loan, the Maturity Period shall commence on the effective date of such renewal or conversion. Notwithstanding the foregoing, any Maturity Period of a Short-Term Fixed Margin Loan which commences on the last Banking Day of a calendar month (or on any day for which there is no numerically corresponding day in the appropriate subsequent calendar month) shall end on the last Banking Day of the appropriate calendar month.

“Merger Event” means any transaction or event, or series of related transaction(s) and/or event(s), that is, or results in, or would, if consummated, result in, (a) a reclassification or change of the Shares that results in a transfer of or an irrevocable commitment to transfer all of the Shares outstanding to another Person, (b) (i) a consolidation, amalgamation, merger or binding share exchange of the Issuer with or into, or a sale or other disposition of all or substantially all of the Issuer’s consolidated assets to, another Person, or any transaction similar to the foregoing (other than, in each case, a consolidation, amalgamation, merger or binding share exchange in which the Issuer is the continuing Person and the Shares are not exchanged for, or converted into, any other securities or property), or (ii) any acquisition or similar transaction (including pursuant to a consolidation, amalgamation, merger or binding share exchange) by the Issuer or any subsidiary thereof, excluding (A) any transaction between the Issuer and any of its wholly-owned subsidiaries or among any such wholly-owned subsidiaries and (B) any transaction for which (x) the Issuer or the relevant subsidiary is the continuing Person and the Shares are not exchanged for, or converted into, any other securities or property, and (y) the enterprise value of the Person or Persons being acquired (or, in the case of an acquisition of assets, the fair market value thereof) is less than 25% of the enterprise value of the Issuer, in each case, as of the date on which the transaction is announced, as determined by the Bank or (c) a takeover offer, tender offer, exchange offer, solicitation, proposal or other event by any Person in which such Person purchases or obtains, or, if such transaction or event were consummated, would purchase or obtain, 100% of the outstanding Shares (other than such Shares owned or controlled by such Person), in each case, as determined by the Bank.

“Minimum Initial Margin Loan Amount” has the meaning set forth in the Margin Loan Terms Statement.

“Morgan Affiliate” means an affiliate of the Bank, as such term is defined under Regulation W promulgated by the Federal Reserve Board.

“NYFRB” means the Federal Reserve Bank of New York (or any successor thereto).

“Obligations” means, at any time, the then-outstanding principal amount of all Margin Loans and all accrued and unpaid interest thereon.

“Optional Currency” has the meaning set forth in the Margin Loan Terms Statement.

“Paper-Based Agreement” is defined in Section 22.

“Person” means any natural person, corporation, limited liability company, trust, joint venture, association, company, partnership, governmental authority or other entity.

“Rate Determination Day” has the meaning set forth in the Margin Loan Terms Statement.

“Regulation D” means Regulation D of the Board of Governors of the Federal Reserve System as from time to time in effect and any successor thereto or other regulation or official interpretation of said Board of Governors relating to reserve requirements applicable to member banks of the Federal Reserve System.

“Regulatory Change” means the occurrence after the date of this Agreement of (i) the adoption of any law, rule, regulation, or treaty, (ii) any change in any law, rule, regulation, or treaty, or in the interpretation or application thereof by any governmental or regulatory authority, or (iii) compliance by the Bank with any request, guideline, or directive (whether or not having the force of law and whether domestic or foreign) of any governmental or regulatory authority made or issued after the date of this Agreement.

“Relevant Governing Body” means (i) in respect of Margin Loans denominated in USD, the Federal Reserve Board, the NYFRB (or any successor thereto), and/or a committee they officially endorse or convene, and (ii) in respect of Margin Loans denominated in a Listed Optional Currency, the regulatory supervisor for the administrator of the applicable Listed Base Rate, the central bank for such Listed Optional Currency, and/or a committee they officially endorse or convene.

“Replacement Base Rate” means:

If the Replacement Base Rate would be less than zero, the Replacement Base Rate will be deemed to be zero for purposes of this Agreement.

“Replacement Base Rate Changes” is defined in Section 6(b).

“Replacement Event” is defined in Section 6(b).

“Scheduled Trading Day” means any day on which the Exchange is scheduled to be open for its regular trading session or, in the event that the Shares are not listed, traded or quoted on any Designated Exchange, any Banking Day.

“Securities” means Collateral consisting of stocks, bonds and other instruments and securities and all securities entitlements with respect to the foregoing.

“Shares” means the shares of common stock, par value $0.001 per share, of the Issuer.

“Short-Term Fixed Margin Loan” has the meaning set forth in the Margin Loan Terms Statement.

“Short-Term Fixed Margin Loan Minimum Amount” has the meaning set forth in the Margin Loan Terms Statement.

“Short-Term Fixed Tenor” has the meaning set forth in the Margin Loan Terms Statement.

“Significant Change” is defined in Section 18(b).

“T2” has the meaning set forth in the Margin Loan Terms Statement.

“Temporary Impacted Base Rate” is defined in Section 6(a).

“Temporary Replacement Base Rate” means for any Temporary Impacted Base Rate, (i) in respect of Margin Loans denominated in USD, the sum of (a) the Fed Funds Effective Rate and (b) [●]%, and (ii) (a) in respect of Margin Loans denominated in a Listed Optional Currency with an Interest Rate derived from a Listed Base Rate, and (b) in respect of Margin Loans denominated in USD, at any time the Fed Funds Effective Rate is not displayed on a website, screen, or other information service that publishes such rate from time to time, as selected by the Bank, the sum of: (I) a temporary alternate benchmark rate selected by the Bank, and (II) a spread adjustment (which may be a positive, negative, or zero value, but, for the avoidance of doubt, will not have an impact on the Applicable Margin) selected by the Bank, in each case, after giving due consideration to (A) any temporary replacement rate and/or spread adjustment, or method for determining such temporary replacement rate or spread adjustment, that is identified as such by a Relevant Governing Body and/or (B) any evolving or then-prevailing market convention for determining a rate of interest and spread adjustment as a temporary replacement to the Temporary Impacted Base Rate(s) for credit facilities, at such time, that are denominated in the same currency as the applicable Variable Margin Loan or Short-Term Fixed Margin Loan, and similar to, the credit facility established under the Facility Documents. If the Temporary Replacement Base Rate as determined above would be less than zero, the Temporary Replacement Base Rate will be deemed to be zero for purposes of this Agreement.

“Tender Offer” means a takeover offer, tender offer, exchange offer, solicitation, proposal or other event that results, or would result if consummated, in any Person purchasing or having beneficial ownership (within the meaning of Section 13(d) of the Exchange Act) of more than 10% of the outstanding voting shares of the Issuer, as determined by the Bank, based upon the making of filings with governmental or self-regulatory agencies or such other information as the Bank deems relevant.

“Third Party” means any party liable with respect to, or otherwise granting support for, this Agreement, whether by guarantee, subordination or otherwise, including, without limitation, any party that is identified as a “Guarantor” in the Margin Loan Terms Statement.

“UCC” means the Uniform Commercial Code in effect in the State of New York. Unless the context otherwise requires, all terms used in this Agreement which are defined in the UCC will have the meanings stated in the UCC.

“USD Equivalent” is defined in Section 3(f).

“Variable Margin Loan” has the meaning set forth in the Margin Loan Terms Statement.

Section 2. Requests for Margin Loans, Conversions and Renewals.

Section 3. Interest; Repayment of Margin Loans; Currency of Account; Calculation of USD Equivalents; Fees.

Section 4. Prepayments.

Section 5. Additional Costs.

Section 6. Base Rate Unavailability.

THEN, such Listed Base Rate shall be considered a “Temporary Impacted Base Rate” and the Bank shall give the Borrower prompt notice thereof. Until the Bank notifies the Borrower that the circumstances giving rise to such notice no longer exist, (A) the Temporary Impacted Base Rate is deemed not to be available and will be replaced with the Temporary Replacement Base Rate, (B) all references to “Base Rate” in respect of the Temporary Impacted Base Rate only, shall be deemed to be references to the “Temporary Replacement Base Rate”, and (C) if the Temporary Impacted Base Rate applies to any existing Short-Term Fixed Margin Loan, then the Temporary Replacement Base Rate will apply at the end of such Short-Term Fixed Margin Loan’s Maturity Period unless the circumstances in clause (iii) have arisen, in which case the Temporary Replacement Base Rate shall apply immediately.

If a Replacement Event occurs in respect of a Listed Base Rate, then such Listed Base Rate shall be considered an “Impacted Base Rate” and the Bank shall give the Borrower prompt notice thereof. After a Replacement Event occurs, (A) an Impacted Base Rate is deemed not to be available as a Base Rate option and will be replaced with the applicable Replacement Base Rate, (B) all references to “Base Rate” in respect of the Impacted Base Rate only, shall be deemed to be references to the “Replacement Base Rate”, and (C) if the Impacted Base Rate applies to any existing Short-Term Fixed Margin Loan, then the applicable Replacement Base Rate will apply at the end of such Short-Term Fixed Margin Loan’s Maturity Period. Refer to Section 1 of this Agreement for the definition of Replacement Base Rate.

The Bank will have the right, from time to time, by notice to the Borrower, to make any technical, administrative, or operational changes (including, without limitation, (I) changes to the definitions of Banking Day, Rate Determination Day, and Interest Payment Date, (II) timing and frequency of determining rates and making payments of interest, and (III) other administrative matters (collectively, “Replacement Base Rate Changes”)) that the Bank decides in its reasonable discretion may be appropriate to reflect the adoption and implementation of the Replacement Base Rate. The Replacement Base Rate, together with all such Replacement Base Rate Changes as specified in any notice, shall become effective on the date specified by the Bank in the notice, without any further action or consent of the Borrower. The Listed Base Rates could be replaced more than once during the term of this Agreement based on the events described in this clause (b). Until a Replacement Base Rate shall be determined and only to the extent the Impacted Base Rate is not available or published or permitted to be utilized at such time on a current basis, the last paragraph of clause (a) above shall apply.

Section 7. Grant of Security Interest.

As security for the payment of all the Liabilities, the Borrower pledges, transfers and assigns to the Bank and grants to the Bank a continuing first priority security interest in and lien on, and a right of setoff against, the Collateral and agrees to be bound by the terms of any Account Control Agreement.

Section 8. Agreements of the Borrower and Rights of the Bank.

The Borrower agrees as follows and authorizes the Bank to exercise the rights listed below with respect to the Collateral, for its own benefit, either in its own name or in the name of the Borrower, and appoints the Bank as its attorney-in-fact to take all action permitted under this Agreement.

Section 9. Collateral Shortfall.

The Borrower agrees that at all times the amount of Available Collateral shall be greater than or equal to zero. Upon the occurrence of a Collateral Shortfall, the Borrower shall, prior to the applicable Cure Time, at the Bank’s election as notified to the Borrower, supplement the Collateral by delivering to the Bank, for credit to the Account, additional Acceptable Collateral and/or make a prepayment pursuant to Section 4(a) (without regard to notice requirements specified therein), in an aggregate amount sufficient to cause the Available Collateral (determined immediately after such delivery of additional Acceptable Collateral and/or prepayment, as applicable) to be greater than or equal to zero; provided, that in no event will the delivery of additional Shares be Acceptable Collateral acceptable to the Bank for purposes of causing compliance with this Section 9 in the event of a Collateral Shortfall. A Collateral Shortfall also enables the Bank to, without notice to the Borrower, sell or otherwise liquidate any Collateral the Bank selects in its sole discretion and apply the proceeds towards repayment of the Obligations. The Borrower agrees that (i) while the Bank may attempt to notify the Borrower regarding a Collateral Shortfall, the Bank is not obligated to do so, (ii) Collateral Shortfalls may be communicated orally, without subsequent written confirmation, and (iii) no notices the Bank has made or given in the past with respect to Collateral Shortfalls obligate the Bank to make or give the same in the future.

Section 10. Calculation of USD Equivalents of Obligations and Collateral.

For purposes of the calculations in Section 9, any Obligations in connection with a Margin Loan funded in an Optional Currency, and any Collateral that is denominated in a currency other than USD will, in each case, be (a) converted into the USD Equivalent prior to such calculations and (b) marked-to-market daily.

Section 11. Representations and Warranties.

The Borrower represents and warrants as of the date of this Agreement, and as of the date of any request for a Margin Loan, making of a Margin Loan or renewal or conversion thereof, that:

Section 12. Events of Default.

If any one or more of the following events shall occur (each an “Event of Default”):

THEN, the Bank may, by notice to the Borrower, declare this Agreement to be due and payable, without presentment, demand, protest, notice of acceleration or intention to accelerate or further notice of any kind, all of which are expressly waived, provided that in the case of an Event of Default described in clause (c) above, this Agreement shall be immediately due and payable without notice, provided further that in the case of an Event of Default described in clause (d) above due to the death of any Borrower, Third Party, or grantor of a revocable trust Borrower or revocable trust Third Party (and provided that no other Event of Default has occurred), the Bank shall not accelerate amounts payable under this Agreement for a period of sixty (60) days, but the Bank shall not make any additional Margin Loans during such 60-day period, and provided further that notice to a trust Borrower shall not be required if there is no acting trustee for such Borrower.

Section 13. Remedies.

Section 14. Expenses.

The Borrower will pay to the Bank all reasonable costs and expenses (including reasonable attorneys’ fees and legal expenses) incurred by the Bank in connection with the preparation or modification of the Facility Documents and performance thereof and the exercise of any of the Bank’s rights, remedies or obligations under the Facility Documents.

Section 15. Section 15. Governing Law.

This Agreement shall be governed by and construed in accordance with the laws of the state identified in the “Governing Law” section of the Margin Loan Terms Statement, without regard to conflict of laws principles, and with the laws of the United States

of America as applicable, except that the creation, perfection, priority and enforcement of any liens or security interests created or granted in this Agreement with respect to the Collateral shall be governed by and construed in accordance with the laws of the State of New York, without regard to conflict of laws principles, and with the laws of the United States of America as applicable.

Section 16. Section 16. Jurisdiction.

To the extent not prohibited, the Borrower: (i) agrees that all claims related to this Agreement may be adjudicated by a state or federal court in the state identified in the “Governing Law” section of the Margin Loan Terms Statement, (ii) agrees that any proceeding brought against the Bank shall be brought only in a state or federal court in the City of New York, and (iii) agrees that the Bank may comply with service of process requirements in any such proceeding by mailing (via prepaid registered or certified U.S. mail) documents to be served in accordance with the notice provisions of Section 18(f). The Borrower agrees that a final judgment in any such action or proceeding shall be conclusive and may be enforced in any other jurisdiction and waives any defense on the basis of an inconvenient forum. Nothing herein shall affect the right of the Bank to serve legal process in any other manner permitted by law or affect the right of the Bank to bring any action or proceeding against the Borrower or its property in the courts of any other jurisdiction.

Section 17. WAIVER OF JURY TRIAL. THE BORROWER AND THE BANK EACH WAIVE ANY RIGHT TO JURY TRIAL.

Section 18. Miscellaneous.

Other changes made by the Bank to the Base Interest Rate Sheet, including, without limitation, (A) the addition of a currency, a Listed Base Rate, or a Listed Tenor and (B) a change in the quotation convention/publication schedule, administrator, and/or information service page of, or, for, a Listed Base Rate, shall, in each case, not be a “Significant Change”. A change will go into effect on the effective date stated in the Bank’s notice and will apply to all existing and future Margin Loans and all other aspects of the Margin Line of Credit. The Borrower may reject a Significant Change as specified in the Bank’s notice to the Borrower. If the Borrower properly rejects the Significant Change, it will not go into effect and no additional Margin Loans will be made under this Agreement; provided that if the Borrower requests an additional Margin Loan more than 35 days after the date of the Bank’s notice, the Borrower will be deemed to have accepted the Significant Change and any attempt to reject the Significant Change shall be void and of no effect. A waiver by the Bank of a provision of this Agreement shall not constitute a waiver of the Bank’s right to otherwise demand strict compliance with that provision or any other provision of this Agreement. Whenever the consent of the Bank is required under this Agreement, the granting of such consent shall not constitute continuing consent to subsequent instances where such consent is required and in all cases such consent may be granted or withheld in the Bank’s sole discretion. The Bank shall not be deemed to have waived any rights under this Agreement unless such waiver is in writing and signed by the Bank.

Section 19. Use of Proceeds.

The Borrower agrees that it will not, directly or indirectly, use the proceeds of any Margin Loan under this Agreement or make available such proceeds to any person or entity: (i) to fund any activities or business of or with any person or entity, or in any country or territory, that, at the time of such funding is the subject of any economic or financial sanctions or trade embargoes imposed, administered or enforced from time to time by the U.S. government, including the U.S. Department of the Treasury’s Office of Foreign Assets Control or the U.S. Department of State or (ii) in furtherance of an offer, payment, promise to pay, or authorization of the payment or giving of money or anything else of value, to any person in violation of any applicable laws, rules, or regulations relating to bribery or corruption.

Section 20. Morgan Affiliate.

The Borrower shall use available cash on deposit to purchase securities issued by a Morgan Affiliate or to invest in any Morgan Affiliate fund before using the proceeds of any Margin Loan under this Agreement to fund such purchase or investment, and the Borrower directs the Bank to use such available cash on deposit for such purchase or investment. The Borrower further directs the Bank to use all prepayments and repayments hereunder to first repay any Margin Loan that was used to purchase securities issued by a Morgan Affiliate or to invest in any Morgan Affiliate fund. It is understood that nothing in this Section creates any obligation to purchase securities issued by a Morgan Affiliate or to invest in any Morgan Affiliate fund or create an implication that any such investment is contemplated by the Borrower. For the purposes of this Section, “cash on deposit” means cash on deposit in the account of the Borrower into which Margin Loan proceeds are funded.

Section 21. Bankruptcy Code Acknowledgment.

The Borrower and the Bank acknowledge and agree that the Facility Documents collectively are intended to constitute a “margin loan” and a “securities contract” within the meaning of Section 741(7) of the Bankruptcy Code and that each delivery, transfer, payment and grant of a security interest made or required to be made hereunder or contemplated hereby or made, required to be made or contemplated in connection herewith is a “transfer” and a “margin payment” or a “settlement payment” within the meaning of Section 362(b)(6) and/or (27) and Sections 546(e) and/or (j) of the Bankruptcy Code. In addition, all obligations under or in connection with the Facility Documents represent obligations in respect of “termination values,” “payment amounts” or “other transfer obligations” within the meaning of Sections 362 and 561 of the Bankruptcy Code. The Borrower and the Bank further acknowledge and agree that the Facility Documents collectively constitute a “master netting agreement” within the meaning of the Bankruptcy Code.

Section 22. Conversion From Electronic Agreement to Paper-Based Agreement.

If this Agreement is executed electronically (“Electronic Agreement”), the Bank and any person to whom this Electronic Agreement is later transferred shall have the right to convert this Electronic Agreement at any time into a paper-based Agreement (“Paper-Based Agreement”). In the event this Electronic Agreement is converted into a Paper-Based Agreement:

Section 23. Execution and Use of Electronic Records and Signatures.

If the Borrower has received and reviewed this Agreement electronically, then the Borrower agrees that this Agreement may be in the form of an electronic record and may be executed using electronic signatures generated through the electronic execution process provided by the Bank or such other electronic execution process acceptable to the Bank in its sole discretion. Any electronic signature on or associated with this Agreement and accepted by the Bank shall be valid and binding on the signer to the same extent as a manual signature and upon application thereof, this Agreement will constitute a legal, valid, and binding obligation enforceable in accordance with its terms to the same extent as if manually executed. Notwithstanding any other provision of this Agreement, at the Bank’s option and in the Bank’s sole discretion, any agreement, amendment (including, without limitation, a Significant Change), notice or other communication required by this Agreement to be “written” or “in writing” may be in the form of an electronic record and may be executed using electronic signatures generated through the electronic execution process provided by the Bank or such other electronic execution process acceptable to the Bank in its sole discretion.

Section 24. Financial Information.

Section 25. Margin Line of Credit Disclosure Statement.

The Borrower acknowledges that it has received and reviewed the Bank’s “Margin Line of Credit Disclosure Statement” and understands the risks of securities-based borrowing as described in said disclosure statement.

[NO FURTHER TEXT; SIGNATURE PAGE FOLLOWS]

CUMMINS FAMILY LIMITED PARTNERSHIP

BY: WE CAPITAL PARTNERS LLC, AS ITS AUTHORIZED SIGNER

BY: WESLEY CUMMINS, AS ITS AUTHORIZED SIGNER