Common use of Breakage Costs Clause in Contracts

Breakage Costs. In addition to all amounts required to be paid by the Borrowers pursuant to Section 2.11, each Borrower shall compensate each Lender that has made a Loan to such Borrower, upon written request in accordance with this paragraph (e), for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Rate Loans to such Borrower but excluding any loss of the Applicable Rate on the relevant Loans) that such Lender may sustain (i) if for any reason (other than by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Rate Loans does not occur on a date specified therefor in a Borrowing Request or an Interest Election Request given by a Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12, (ii) if for any reason any Eurocurrency Rate Loan or BA Rate Loan is repaid or prepaid (including pursuant to Section 2.09) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result of any assignment of any Eurocurrency Rate Loans or BA Rate Loans pursuant to a request by the applicable Borrower pursuant to Section 2.17. In the case of a Eurocurrency Rate Loan, such loss, cost or expense to any Lender shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determined.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.10 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)request, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Defaulting Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan conclusive and binding for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal all purposes as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.10, each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance demand (with this paragraph (ea copy of such demand to the Administrative Agent), for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that which such Lender may sustain (i) if for any reason (other than by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.11, (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.9) on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above Section 2.14(d), or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Borrower pursuant and the Administrative Agent concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of compensation due to that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fitLender, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedabsent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.11, each the Borrower shall compensate each Lender that has made a Term Loan to such the Borrower, upon written request in accordance with this paragraph clause (e), for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Term Loans or BA Rate Loans to such the Borrower but excluding any loss of the Applicable Rate on the relevant Term Loans) that such Lender may sustain (i) if for any reason (other than by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Rate Term Loans does not occur on a date specified therefor in a Borrowing Request or an Interest Election Request given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12, (ii) if for any reason any Eurocurrency Rate Loan or BA Rate Term Loan is repaid or prepaid (including pursuant to Section 2.09) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Rate Term Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicableTerm Loan, as a result of any of the events indicated in clause (d) above or (iv) as a result of any assignment of any Eurocurrency Rate Loans or BA Rate Term Loans pursuant to a request by the applicable Borrower pursuant to Section 2.17. In the case of a Eurocurrency Rate Term Loan, such loss, cost or expense to any Lender shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such the Term Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such the Term Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such the Term Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as due on any certificate delivered to such the Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determined.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers pursuant to Section 2.112.9 (Interest), each Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Defaulting Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a or on behalf of such Borrower or in a telephonic request by or on behalf of it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.10 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.8) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or above, (iv) as a result consequence of any assignment of any Eurocurrency failure by such Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable Borrower terms hereof or (v) as a consequence of a substitution of such Lender pursuant to Section 2.17. In the case 2.16 (Substitution of Lenders) on a Eurocurrency Rate Loan, such loss, cost or expense to any Lender shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event date that is not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current applicable Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period Period. The Lender making demand for such Loan)compensation shall deliver to the Parent Borrower concurrently with such demand a written statement as to such losses, over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bidexpenses and liabilities, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender statement shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal prima facie evidence as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers pursuant to Section 2.112.13, each Borrower the Borrowers shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Eurodollar Rate Loans or BA Rate Loans Loan to such Borrower the Borrowers, but excluding any loss of the Applicable Rate profit on the relevant Loans) that such Lender may sustain (i) if for any reason (other than by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into Borrowing or continuation of Eurocurrency Rate Loans of, or BA conversion into, Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a Borrower the Borrowers or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.14, (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid prepaid by reason of an increase or prepaid (including pursuant to Section 2.09) a reduction in Commitments on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or above, (iv) as a result consequence of any failure by the Borrowers to repay Eurodollar Rate Loans when required by the terms hereof, or (v) as a consequence of the assignment of any Eurocurrency Eurodollar Rate Loans or BA Rate Loans pursuant to Loan other than on the last day of an Interest Period therefor as a result of a request by the applicable Borrower Borrowers pursuant to Section 2.172.20 or Section 11.1(c). In The Lender making demand for such compensation shall deliver to the case of Borrowers concurrently with such demand a Eurocurrency Rate Loanwritten statement as to such losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.10 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerRevolving Credit Lender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Revolving Credit Lender to fund or maintain such Revolving Credit Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Revolving Credit Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Defaulting Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable Borrower pursuant to Section 2.17terms hereof. In the case of a Eurocurrency Rate Loan, The Revolving Credit Lender making demand for such loss, cost or expense to any Lender compensation shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event deliver to the last day of the then current Interest Period therefor (or, in the case of Borrower concurrently with such demand a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as due on any certificate delivered to such Borrower and written statement setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which basis for the amount so determined as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount or amounts was determinedof compensation due to such Revolving Credit Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.9 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.10 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.8) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal prima facie evidence as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers pursuant to Section 2.11, each Borrower shall compensate each Lender that has made a Loan to such Borrower, upon written request in accordance with this paragraph (e), for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Rate Term Benchmark Loans to such Borrower but excluding any loss of the Applicable Rate on the relevant Loans) that such Lender may sustain (i) if for any reason (other than by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Rate Term Benchmark Loans does not occur on a date specified therefor in a Borrowing Request or an Interest Election Request given by a Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12, (ii) if for any reason any Eurocurrency Rate Loan or BA Rate Term Benchmark Loan is repaid or prepaid (including pursuant to Section 2.09) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Rate Loan Term Benchmark Loans to a Base Rate Loan or Canadian Base Prime Rate LoansLoan, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result of any assignment of any Eurocurrency Rate Loans or BA Rate Term Benchmark Loans pursuant to a request by the applicable Borrower pursuant to Section 2.17. In the case of a Eurocurrency Rate CDOR Loan, such loss, cost or expense to any Lender shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate Adjusted CDOR that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar interbank market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determined.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.10 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)request, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Defaulting Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan conclusive and binding for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal all purposes as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determined.Lender, absent manifest error. Credit Agreement AMC Entertainment Inc.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.10 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerRevolving Credit Lender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Revolving Credit Lender to fund or maintain such Revolving Credit Lender’s Eurocurrency Rate Loans or BA EURIBOR Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Revolving Credit Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Defaulting Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA EURIBOR Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA EURIBOR Rate Loan Loans is repaid or prepaid (including mandatorily pursuant to Section 2.092.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any failure by the Borrower to repay Eurocurrency Rate Loans or BA EURIBOR Rate Loans pursuant to a request when required by the applicable Borrower pursuant to Section 2.17terms hereof. In the case of a Eurocurrency Rate Loan, The Revolving Credit Lender making demand for such loss, cost or expense to any Lender AMENDED AND RESTATED CREDIT AGREEMENT XXXXX HEALTHCARE CORPORATION compensation shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event deliver to the last day of the then current Interest Period therefor (or, in the case of Borrower concurrently with such demand a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as due on any certificate delivered to such Borrower and written statement setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner basis for the amount so determined as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Revolving Credit Lender, absent manifest error. The Borrower’s obligations under this Section 2.14(e) (Breakage Costs) shall survive payment in which such amount full of the Obligations or amounts was determinedthe termination of this Agreement.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers pursuant to Section 2.11, each The Borrower shall compensate each Lender, upon demand from such Lender that has made a Loan to such Borrower, upon written request in accordance Borrower (with this paragraph (ecopy to the Administrative Agent), for all lossesLiabilities (including, expenses and liabilities (including any loss or expense in each case, those incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to prepare to fund, to fund or to maintain such Lender’s Eurocurrency the Eurodollar Rate Loans or BA Rate Loans of such Lender to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain incur (iA) if to the extent, for any reason (other than solely by reason of such Lender being a Non-Funding Lender) , a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request given by a Borrower Notice of Conversion or Continuation or in a telephonic similar request made by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12telephone by the Borrower, (iiB) if for to the extent any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid paid (whether through a scheduled, optional or prepaid mandatory prepayment) or converted to a Base Rate Loan (including pursuant to because of Section 2.092.15) on a date that is not the last day of the applicable Interest Period, Period or (iiiC) as a consequence of a any failure by the Borrower to repay Eurodollar Rate Loans when required conversion by the terms hereof. For purposes of a Eurocurrency Rate Loan or BA Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in this clause (d) above or (iv) as a result of any assignment of any Eurocurrency Rate Loans or BA Rate Loans pursuant to a request by the applicable Borrower pursuant to Section 2.17. In the case of a Eurocurrency Rate Loan, such loss, cost or expense to any Lender shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loana), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA each Eurodollar Rate Loan through made by it using a matching deposit or other borrowing in the purchase of a deposit bearing interest at the BA Rate in an amount equal to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest PeriodLondon interbank market; provided however, that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption no amount shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower Section 2.16(a) with respect to Taxes, amounts with respect to which shall pay the applicable Lender the amount shown as due on any certificate delivered to such Borrower be payable solely and setting forth any amount or amounts that such Lender is entitled to receive exclusively pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedSection 2.17. 50 CREDIT AGREEMENT THE PRINCETON REVIEW, INC.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.2, each or to be paid (in respect of any optional prepayment) pursuant to Section 2.4, the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency 's Eurodollar Rate Loans or BA Rate Loans Advances to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant LoansAdvances) which that such Lender may sustain (i) if for any reason (other than by reason of such Lender being a Non-Funding Lenderunder Section 2.7(b)) a proposed BorrowingConversion into, conversion into or continuation of Eurocurrency Continuation of, Eurodollar Rate Loans or BA Rate Loans Advances does not occur on a date specified therefor in a Borrowing Request notice of Conversion or an Interest Election Request Continuation given by a such Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.6, (ii) if for any reason any Eurocurrency Eurodollar Rate Loan or BA Rate Loan Advance is repaid or prepaid (including pursuant to Section 2.09) on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan or BA Rate Loan Advance to a Base Rate Loan or Canadian Base Rate Loans, as applicable, Advance as a result of any of the events indicated in clause Section 2.7(b) or (d) above ), or (iv) as a result consequence of any assignment of any Eurocurrency Rate Loans or BA Rate Loans pursuant to a request failure by the applicable Borrower pursuant to Section 2.17repay Eurodollar Rate Advances when required by the terms hereof. In The Lender making demand for such compensation shall deliver to the case of Borrower concurrently with such demand a Eurocurrency Rate Loanwritten statement as to such losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of compensation due to that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fitLender, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedabsent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.10 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Committed Loan Notice given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable Borrower pursuant to Section 2.17terms hereof. In the case of a Eurocurrency Rate Loan, The Lender making demand for such loss, cost or expense to any Lender compensation shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event deliver to the last day of the then current Interest Period therefor (or, in the case of Borrower concurrently with such demand a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as due on any certificate delivered to such Borrower and written statement setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which basis for the amount so determined as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount or amounts was determinedof compensation due to such Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.9 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a or on behalf of the Borrower or in a telephonic request by or on behalf of it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.10 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.8) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (dc) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable Borrower terms hereof or on a prepayment date specified in a notice of prepayment given pursuant to Section 2.17. In the case of a Eurocurrency Rate Loan, such loss, cost or expense to any Lender shall be deemed to be the amount determined by such Lender to be the excess, if any, of 2.7 (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determined.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.10 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)request, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, Borrowing or conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.11 (Conversion Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including pursuant to Section 2.09) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan conclusive and binding for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal all purposes as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.8 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense reasonably incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.9 (Continuation Option), (ii) if for or any reason any conversion or continuation of a Eurocurrency Rate Loan or BA Rate Loan is repaid or prepaid (including pursuant to Section 2.09) occurs on a date that is not the last day of the applicable Interest Period, (iiiii) as a consequence of a required conversion of a if for any reason any Eurocurrency Rate Loan or BA Rate Loan to a Base Rate Loan or Canadian Base is prepaid (including, in the case of Eurocurrency Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result of any assignment of any Eurocurrency Rate Loans or BA Rate Loans pursuant to a request by the applicable Borrower mandatorily pursuant to Section 2.17. In the case of 2.7 (Mandatory Prepayments)) on a Eurocurrency Rate Loan, such loss, cost or expense to any Lender shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event date that is not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current applicable Interest Period therefor or (or, in the case iii) pursuant to any Substitution Notice delivered under Section 2.15 (Substitution of a failure to borrow, convert or continue, for the period that would have been the Interest Period Lenders). The Lender making demand for such Loan)compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bidexpenses and liabilities, at the commencement of such period, for dollar deposits of a comparable amount CREDIT AGREEMENT FMC FINANCE B.V. and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender statement shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.7, each the Borrower shall compensate each Lender that has made a Loan to such Borrowerand the Permitted Participant (if applicable), upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender or the Permitted Participant to fund or maintain such Lender’s Eurocurrency Rate Loans or BA 's Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Term Loans) which that such Lender may sustain (i) if for any reason (other than by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a Borrower or in a telephonic request by it transmitted by it by facsimile for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.8, (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.6) on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause Section 2.11(c) or (d) above ), or (iv) as a result consequence of any assignment of any Eurocurrency failure by a Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender or the Permitted Participant making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of compensation due to that BA Rate Loan and having a maturity comparable to Lender or the relevant BA Interest Period; provided that each Lender Permitted Participant, as the case may fund each of its BA Rate Loans in any manner it sees fitbe, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedabsent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.9, each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a or on behalf of the Borrower or in a telephonic request by or on behalf of it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.10, (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.8) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (dc) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable Borrower terms hereof or on a prepayment date specified in a notice of prepayment given pursuant to Section 2.172.7. In The Lender making demand for such compensation shall deliver to the case of Borrower concurrently with such demand a Eurocurrency Rate Loanwritten statement as to such losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal prima facie evidence as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers or on behalf of any Borrower pursuant to Section 2.112.10, each Borrower the Borrowers shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such Borrower the Borrowers but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a any Borrower (or in a telephonic request by it request), for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.11, (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.9) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, on a date that is not the last day of an Interest Period as a result of any of the events indicated in clause (dc) above or (iv) as a result consequence of any assignment of failure by any Eurocurrency Borrower to repay Eurodollar Rate Loans or BA Rate Loans on the date specified in any notice delivered pursuant hereto. The Lender making demand for such compensation shall deliver to a request by the any applicable Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed conclusive as to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable compensation due to such Loan for the period from the date Lender, absent manifest error. Determination of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, Section 2.14(d) in connection with a Eurodollar Rate Loan shall be calculated as though each Lender shall be deemed to have actually funded its relevant BA Rate Eurodollar Loan through the purchase of a deposit bearing interest at of the BA Rate in an amount equal type and maturity corresponding to the amount of that BA deposit used as a reference in determining the Eurodollar Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as due on any certificate delivered to such Borrower and setting forth any amount Loan, whether in fact that is the case or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinednot.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers pursuant to Section 2.112.9 (Interest), each Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, Execution Version for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Rate SOFR Loans to such Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Defaulting Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Rate SOFR Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a or on behalf of such Borrower or in a telephonic request by or on behalf of it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.10 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Rate SOFR Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.8) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate if for any reason any SOFR Loan or BA Rate Loan is converted to a Base Rate Loan or Canadian Base Rate Loansprior to the end of the Interest Period for such SOFR Loan, as applicableincluding, without limitation, as a result of any of the events indicated in clause (d) above or above, (iv) as a result consequence of any assignment of any Eurocurrency Rate failure by such Borrower to repay SOFR Loans or BA Rate Loans pursuant to a request when required by the terms hereof, (v) if for any reason any SOFR Loan is not prepaid on the date specified in the applicable Borrower notice of prepayment or (vi) as a consequence of a substitution of such Lender pursuant to Section 2.17. In the case 2.16 (Substitution of Lenders) on a Eurocurrency Rate Loan, such loss, cost or expense to any Lender shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event date that is not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current applicable Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period Period. The Lender making demand for such Loan)compensation shall deliver to the Parent Borrower concurrently with such demand a written statement as to such losses, over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bidexpenses and liabilities, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender statement shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal prima facie evidence as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.10 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerRevolving Credit Lender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Revolving Credit Lender to fund or maintain such Revolving Credit Lender’s Eurocurrency Rate Loans or BA 's Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Revolving Credit Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Revolving Credit Lender making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedRevolving Credit Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.10 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Defaulting Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.9(a), (b), (c) or (d) (Mandatory Prepayments) but excluding pursuant to Section 2.9(e)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.10 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)request, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA 's Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, Borrowing or conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.11 (Conversion Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including pursuant to Section 2.09) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan conclusive and binding for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal all purposes as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.7, each the Borrower shall compensate each Lender that has made a Loan to such Borroweror each Counter-Guarantor, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender or Counter-Guarantor or the termination of any other financial arrangement it may have entered into to fund or maintain or support such Lender’s Eurocurrency Rate Loans 's portion of the Loan or BA Rate Loans to such Borrower its Counter-Guarantee, but excluding any loss of the Applicable Rate Taxes based on the relevant Loans) that overall net income of such Lender or Counter-Guarantor) which that Lender or Counter- Guarantor, as the case may be, may sustain (i) if for any reason (other than by reason of such Lender being a Non-Funding Lender) a the proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Rate Loans Borrowing does not occur on a date specified therefor in a the Notice of Borrowing Request or an Interest Election Request given by a Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12Borrower, (ii) if for any reason any Eurocurrency Rate Loan or BA Rate portion of the Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.6 or this Section 2.10) or payment made with respect to a Counter-Guarantee on a date that which is not the last day of the applicable Interest Period, or (iii) as a consequence of any failure by a required conversion Borrower to repay any portion of a Eurocurrency Rate the Loan or BA Rate Loan make payment with respect to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result of any assignment of any Eurocurrency Rate Loans or BA Rate Loans pursuant to a request Counter-Guarantee when required by the applicable terms hereof or by such Counter-Guarantee. The Lender or Counter-Guarantor making demand for such compensation shall deliver to the Borrower pursuant (with a copy to Section 2.17. In the case of Agent) concurrently with such demand a Eurocurrency Rate Loanwritten statement as to such losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of compensation due to that BA Rate Loan Lender or Counter-Guarantor, as the case may be, absent manifest error, and having a maturity comparable such compensation shall be paid to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only Agent for the calculation account of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and or Counter-Guarantor, as the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedcase may be.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers pursuant to Section 2.11, each The Borrower shall compensate each Lender, upon demand from such Lender that has made a Loan to such Borrower, upon written request in accordance Borrower (with this paragraph (ecopy to the Administrative Agent), for all lossesLiabilities (including, expenses and liabilities (including any loss or expense in each case, those incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to prepare to fund, to fund or to maintain such Lender’s Eurocurrency the Eurodollar Rate Loans or BA Rate Loans of such Lender to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain incurs (i) if to the extent, for any reason (other than solely by reason of such Lender being a Non-Funding Defaulting Lender) , a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request given by a Borrower Notice of Conversion or Continuation or in a telephonic similar request made by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12telephone by the Borrower, (ii) if for to the extent any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid paid (whether through a scheduled, optional or prepaid mandatory prepayment) or converted to a Base Rate Loan (including pursuant to because of Section 2.092.16) on a date that is not the last day of the applicable Interest Period, Period or (iii) as a consequence of a any failure by the Borrower to repay Eurodollar Rate Loans when required conversion by the terms hereof. For purposes of a Eurocurrency Rate Loan or BA Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in this clause (d) above or (iv) as a result of any assignment of any Eurocurrency Rate Loans or BA Rate Loans pursuant to a request by the applicable Borrower pursuant to Section 2.17. In the case of a Eurocurrency Rate Loan, such loss, cost or expense to any Lender shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loana), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA each Eurodollar Rate Loan through made by it using a matching deposit or other borrowing in the purchase of a deposit bearing interest at the BA Rate in an amount equal to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsectionLondon interbank market. The applicable Borrower shall pay the applicable Lender the amount shown as due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedCONFIDENTIAL TREATMENT REQUESTED BY CINEDIGM CORP. OF CERTAIN PROVISIONS OF THIS AGREEMENT IN ACCORDANCE WITH RULE 24B-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers pursuant to Section 2.112.10 (Interest), each Borrower the Borrowers shall compensate each Lender that has made a Loan to such BorrowerRevolving Credit Lender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Revolving Credit Lender to fund or maintain such Revolving Credit Lender’s Eurocurrency Eurodollar Rate Loans or BA Rate CDOR Loans to such Borrower the applicable Borrowers but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Revolving Credit Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Defaulting Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans or BA Rate CDOR Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower Representative or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Eurodollar Rate Loan or BA Rate CDOR Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or a CDOR Loan to a Canadian Base Rate LoansPrime Loan, as applicable, in each case as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of failure by any Eurocurrency Borrower to repay Eurodollar Rate Loans or BA Rate CDOR Loans pursuant to a request when required by the applicable terms hereof. The Revolving Credit Lender making demand for such compensation shall deliver to the Borrower pursuant Representative concurrently with such demand a written statement as to Section 2.17. In such losses, expenses and liabilities showing in reasonable detail the case of a Eurocurrency Rate Loanbasis for the calculation thereof, such loss, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedRevolving Credit Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.10 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA 's Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest interest Period does not commence after notice therefor is given pursuant to Section 2.122.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.10, each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) which that such Lender may sustain (i) if for any reason (other than by reason of such Lender being a Non-Funding Lenderunder Section 2.14(b)) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.11, (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.9) on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above Section 2.14(d), or (iv) as a result consequence of any assignment of any Eurocurrency failure by a Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of compensation due to that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fitLender, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedabsent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers pursuant to Section 2.112.10 (Interest), each Borrower the Borrowers shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such Borrower but excluding any loss of the Applicable Rate on the relevant LoansBorrowers) that such Lender may sustain shall reasonably determine it has sustained (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower Agent or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrowers to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable Borrower pursuant terms hereof. The Lender making demand for such compensation shall deliver to Section 2.17. In the case of Borrowers concurrently with such demand a Eurocurrency Rate Loanwritten statement as to such losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal prima facie evidence as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.7 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all actual losses, expenses and liabilities (including any actual loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Term Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.8 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.6 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error. 2ND LIEN CREDIT AGREEMENT KNOLOGY, INC.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.8 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in the Notice of Borrowing or a Borrowing Request Notice of Conversion or an Interest Election Request Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.9 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.7 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.9 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance demand (together with this paragraph (eappropriate supporting documentation), for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA 's Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant LoansLoans or other anticipated profit) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.10 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.8 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of that BA Rate Loan and having a maturity comparable compensation due to such Lender, absent manifest error. Notwithstanding anything to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans contrary in the foregoing, with respect to any manner it sees fit, and the foregoing assumption shall be utilized only Lender's claim for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive compensation pursuant to this clause (e) and ), the basis therefor within ten Borrower shall not be required to compensate such Lender for any such amount incurred more than sixty (1060) days after receipt thereof; provided prior to the date that such certificate sets forth in reasonable detail Lender notifies the manner in which Borrower of the event that gives rise to such amount or amounts was determined.claim for compensation. 50 AMENDED AND RESTATED CREDIT AGREEMENT Macquarie Infrastructure Company Inc.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers pursuant to Section 2.112.9 (Interest), each Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a or on behalf of such Borrower or in a telephonic request by or on behalf of it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.10 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.8) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by such Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Parent Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal prima facie evidence as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.10, each Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA LIBO Rate Loans to such Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (other than resulting from the gross negligence or willful misconduct of such Lender, as determined by a court of competent jurisdiction in a final non-appealable judgment or order) (i) if for any reason (other than by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA LIBO Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.11, (ii) if for any reason any Eurocurrency Rate Loan or BA LIBO Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.9) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA LIBO Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by Borrower to repay LIBO Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to Borrower pursuant concurrently with such demand a written statement as to Section 2.17such losses, expenses and liabilities, and this statement shall be prima facie evidence thereof. In the case of a Eurocurrency Rate Loan, such loss, cost or expense Borrower shall not be required to compensate any Lender shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) for any increased costs incurred more than 180 days prior to the date that such Lender notifies the Administrative Agent and Borrower of the basis therefor within ten (10) days after receipt thereofevents giving rise to such increased costs and of such Lender’s intention to claim compensation therefor; provided that if the events giving rise to such certificate sets forth in reasonable detail increased costs are retroactive, then the manner in which such amount or amounts was determined180-day period referred to above shall be extended to include the period of retroactive effect thereof.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.10 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerRevolving Credit Lender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Revolving Credit Lender to fund or maintain such Revolving Credit Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Revolving Credit Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Defaulting Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Revolving Credit Lender making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedRevolving Credit Lender, absent manifest error. CREDIT AGREEMENT CONSTAR INTERNATIONAL INC.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers pursuant to Section 2.112.9 (Interest), each Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Defaulting Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or EXHIBIT 10.1 ANNEX A Continuation given by a or on behalf of such Borrower or in a telephonic request by or on behalf of it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.10 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.8) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or above, (iv) as a result consequence of any assignment of any Eurocurrency failure by such Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable Borrower terms hereof or (v) as a consequence of a substitution of such Lender pursuant to Section 2.17. In the case 2.16 (Substitution of Lenders) on a Eurocurrency Rate Loan, such loss, cost or expense to any Lender shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event date that is not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current applicable Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period Period. The Lender making demand for such Loan)compensation shall deliver to the Parent Borrower concurrently with such demand a written statement as to such losses, over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bidexpenses and liabilities, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender statement shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal prima facie evidence as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers pursuant to Section 2.112.10(Interest), each Borrower the Borrowers shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Rate Loans to such Borrower the Borrowers but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (other than resulting from the gross negligence or willful misconduct of such Lender, as determined by a court of competent jurisdiction in a final non-appealable judgment or order) (i) if for any reason (other than by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in Table of Contents clause (d) above or (iv) as a result consequence of any assignment of any failure by the Borrowers to repay Eurocurrency Rate Loans or BA Rate Loans pursuant to a request when required by the applicable Borrower pursuant terms hereof. The Lender making demand for such compensation shall deliver to Section 2.17. In the case of Borrowers concurrently with such demand a Eurocurrency Rate Loanwritten statement as to such losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt prima facie evidence thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determined.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.10 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such Borrowerand Tranche B Investor, upon written request demand (which, in accordance with this paragraph (ethe case of any Tranche B Investor, shall be made through the Fronting Lender), for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender or Tranche B Investor to fund or maintain such Lender’s Eurocurrency 's Eurodollar Rate Loans Loan to the Borrower or BA Rate Loans to such Borrower Tranche B Investors' deposit under any Tranche B CD but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender or Tranche B Investor may sustain (i) if for any reason (other than by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into Borrowing or continuation of Eurocurrency Rate Loans of, or BA conversion into, Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.09) 2.9 (Mandatory Prepayments), by reason of an increase or reduction in Commitments on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or above, (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable Borrower pursuant terms hereof or (v) if, for any reason, the Fronting Lender is required to Section 2.17. In the case of a Eurocurrency Rate Loan, such make any payment under any Tranche B CD or to reimburse any Tranche B Investor for any similar loss, cost expense or expense to liability under any Tranche B CD. The Lender shall be deemed to be the amount determined by such Lender to be the excess, if any, of or Tranche B Investor making (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrowTranche B Investor, convert or continue, for through the period that would have been the Interest Period Fronting Lender) demand for such Loan)compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bidexpenses and liabilities, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender statement shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.10 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all actual losses, expenses and liabilities (including any actual loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement as to Section 2.17such losses, AMENDED AND RESTATED CREDIT AGREEMENT KNOLOGY, INC. In the case of a Eurocurrency Rate Loanexpenses and liabilities, such loss, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.9 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.10 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.8 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.11SECTION 2.7, each the Borrower shall compensate each Lender that has made a Loan to such Borrower, or each Supplemental Guarantor upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender or Supplemental Guarantor or the termination of any other financial arrangement it may have entered into to fund or maintain or support such Lender’s Eurocurrency Rate Loans 's portion of the Loan or BA Rate Loans its Supplemental Guarantee through the conclusion of the applicable Interest Period but excluding Taxes, payments with respect to which are addressed in SECTION 2.12) which such Borrower Lender or Supplemental Guarantor may sustain (but excluding any loss of the Applicable Rate on the relevant Loansprofit) that such Lender may sustain (i) if for any reason (other than by reason of such Lender being a Non-Funding Lender) a the proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Rate Loans Borrowing does not occur on a date specified therefor in a the Notice of Borrowing Request or an Interest Election Request given by a Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12Borrower, (ii) if for any reason any Eurocurrency Rate Loan or BA Rate portion of the Loan is repaid or prepaid (including pursuant or required to Section 2.09be sold) on a date that is not other than the last day of the applicable an Interest PeriodPeriod or with less than three Business Days' notice (including mandatorily pursuant to SECTION 2.6 or this SECTION 2.10), or (iii) as a consequence of any failure by a required conversion of a Eurocurrency Rate Loan Borrower to repay or BA Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of prepay any portion of the events indicated in clause (d) above or (iv) as a result of any assignment of any Eurocurrency Rate Loans or BA Rate Loans pursuant to a request Loan when required by the applicable terms hereof or irrevocable notice thereof has been furnished (any such losses, expenses and liabilities referred to as "Breakage Costs"). The Lender or Supplemental Guarantor making demand for such compensation shall deliver to the Borrower pursuant (with a copy to Section 2.17. In the case of Agent) concurrently with such demand a Eurocurrency Rate Loanwritten statement as to such losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of compensation due to that BA Rate Loan Lender or Supplemental Guarantor absent manifest error, and having a maturity comparable such compensation shall be paid to the relevant BA Interest Period; provided that each Lender may fund each Agent for account of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedSupplemental Guarantor.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.8 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or Term Loan Agreement Collective Brands Finance, Inc. reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Term Loans) that such Lender may sustain (i) if for any reason (other than by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.9 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.7 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers pursuant to Section 2.112.11 (Interest), each Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Rate Loans to such Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the U.S. Borrower (on its own behalf or on behalf of any Euro Borrower) or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.12 (Conversion/Continuation Option), or any other conversion or continuation of a Eurocurrency Rate Loan occurs on a date that is not the last day of the applicable Interest Period, (ii) if for any reason any Eurocurrency Rate Loan or BA Rate Competitive Bid Loan is repaid or prepaid (including including, in the case of Eurocurrency Rate Loans, mandatorily pursuant to Section 2.092.10 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of failure by any Borrower to repay Eurocurrency Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the U.S. Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower Lender, absent manifest error. Each Lender that is an Existing Lender under the Existing Credit Agreement hereby waives any and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (eall breakage costs referenced in Section 2.15(f) and of the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedExisting Credit Agreement.

Breakage Costs. In addition to all amounts required to be paid by or on behalf of the Borrowers Borrower pursuant to Section 2.112.10 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Defaulting Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers pursuant to Section 2.112.10, each Borrower the Borrowers shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance demand (with this paragraph (ea copy of such demand to the Administrative Agent), for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Rate Eurodollar Loans to such Borrower the Borrowers but excluding any loss of the Applicable Rate Margin on the relevant LoansLoans or of any “floor” set forth in the definition of Adjusted LIBO Rate) that which such Lender may sustain (i) if for any reason (other than by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Rate Eurodollar Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a Borrower the Borrowers or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.11, (ii) if for any reason any Eurocurrency Rate Loan or BA Rate Eurodollar Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.9) on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Rate Eurodollar Loan to a an Alternate Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above Section 2.14(d), or (iv) as a result consequence of any assignment of any Eurocurrency Rate Loans or BA Rate Loans pursuant to a request failure by the applicable Borrower pursuant Borrowers to Section 2.17repay Eurodollar Loans when required by the terms hereof. In The Lender making demand for such compensation shall deliver to the case of Borrowers and the Administrative Agent concurrently with such demand a Eurocurrency Rate Loanwritten statement as to such losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of compensation due to that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fitLender, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedabsent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.9 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA 's Eurodollar Rate Loans to such the Borrower but excluding any lost profits or loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.10 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including excluding, however, mandatory prepayments pursuant to Section 2.092.8 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement in reasonable detail as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.10 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all actual losses, expenses and liabilities (including any actual loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers pursuant to Section 2.112.8, each Borrower the Borrowers shall compensate each Lender that has Lender, promptly following demand therefor, together with reasonable documentation, made a Loan to such the Administrative Borrower, upon written request in accordance with this paragraph (e), for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such Borrower the Borrowers but excluding any loss of the Applicable Rate Margin on the relevant Loans) which that such Lender may sustain has sustained (i) if for any reason (other than by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Administrative Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.9, (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including pursuant to Section 2.09) converted into a Base Rate Loan on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above Section 2.12(d), or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrowers to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Administrative Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.10, each the Borrower (or, in the case of Revolving Credit Loans to CFCC, CFCC) shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA 's Eurodollar Rate Loans to such the Borrower or CFCC but excluding any loss of the Applicable Rate Margin on the relevant Loans) which that such Lender may sustain (i) if for any reason (other than by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a Borrower or in a telephonic request by it for borrowing or a Borrowing, a conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.2 or Section 2.15, as applicable, (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including any mandatory prepayment made pursuant to Section 2.092.8) on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (dSection 2.16(d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of compensation due to that BA Rate Loan and having a maturity comparable Lender, absent manifest error. Each Lender may determine the amount of increased costs under this clause by reference to amounts payable by any Affiliate of the Lender providing funds to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.9 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance demand (together with this paragraph (eappropriate supporting documentation), for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant LoansLoans or other anticipated profit) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.10 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.8 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of that BA Rate Loan and having a maturity comparable compensation due to such Lender, absent manifest error. Notwithstanding anything to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans contrary in the foregoing, with respect to any manner it sees fit, and the foregoing assumption shall be utilized only Lender’s claim for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive compensation pursuant to this clause (e) and ), the basis therefor within ten Borrower shall not be required to compensate such Lender for any such amount incurred more than sixty (1060) days after receipt thereof; provided prior to the date that such certificate sets forth in reasonable detail Lender notifies the manner in which Borrower of the event that gives rise to such amount or amounts was determined.claim for compensation. SECOND AMENDED AND RESTATED CREDIT AGREEMENT Macquarie Infrastructure Company Inc.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers pursuant to Section 2.112.9, each Borrower the Borrowers shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand made to the Administrative Borrower, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such Borrower the Borrowers but excluding any loss of the Applicable Rate Margin on the relevant Term Loans) which that such Lender may sustain (i) if for any reason (other than by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Administrative Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.10, (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including pursuant to Section 2.09) converted into a Base Rate Loan on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above Section 2.13(d), or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrowers to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Admin- istrative Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers pursuant to Section 2.11, each The Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance demand from such Lender to the Borrower (with this paragraph (ecopy to the Administrative Agent), for all lossesLiabilities (including, expenses and liabilities (including any loss or expense in each case, those incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to prepare to fund, to fund or to maintain such Lender’s Eurocurrency the Eurodollar Rate Loans or BA Rate Loans of such Lender to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain incur (iA) if to the extent, for any reason (REVOLVING CREDIT AGREEMENT [DAYTON SUPERIOR CORPORATION] other than solely by reason of such Lender being a Non-Funding Lender) , a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request given by a Borrower Notice of Conversion or Continuation or in a telephonic similar request made by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12telephone by the Borrower, (iiB) if for to the extent any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid paid (whether through a scheduled, optional or prepaid mandatory prepayment) or converted to a Base Rate Loan (including pursuant to because of Section 2.092.15) on a date that is not the last day of the applicable Interest Period, Period or (iiiC) as a consequence of a any failure by the Borrower to repay Eurodollar Rate Loans when required conversion by the terms hereof. For purposes of a Eurocurrency Rate Loan or BA Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in this clause (d) above or (iv) as a result of any assignment of any Eurocurrency Rate Loans or BA Rate Loans pursuant to a request by the applicable Borrower pursuant to Section 2.17. In the case of a Eurocurrency Rate Loan, such loss, cost or expense to any Lender shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loana), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA each Eurodollar Rate Loan through made by it using a matching deposit or other borrowing in the purchase of a deposit bearing interest at the BA Rate in an amount equal to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLondon interbank market.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.10 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerRevolving Credit Lender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Revolving Credit Lender to fund or maintain such Revolving Credit Lender’s Eurocurrency Rate Loans or BA EURIBOR Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Revolving Credit Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Defaulting Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA EURIBOR Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA EURIBOR Rate Loan Loans is repaid or prepaid (including mandatorily pursuant to Section 2.092.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any failure by the Borrower to repay Eurocurrency Rate Loans or BA EURIBOR Rate Loans pursuant to a request when required by the applicable Borrower pursuant to Section 2.17terms hereof. In the case of a Eurocurrency Rate Loan, The Revolving Credit Lender making demand for such loss, cost or expense to any Lender compensation shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event deliver to the last day of the then current Interest Period therefor (or, in the case of Borrower concurrently with such demand a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as due on any certificate delivered to such Borrower and written statement setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which basis for the amount so determined as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount or amounts was determined.of compensation due to such Revolving Credit Lender, absent manifest error. AMENDED AND RESTATED CREDIT AGREEMENT XXXXX HEALTHCARE CORPORATION

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.10, each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA 's Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.11, (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.9) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above Section 2.14(d), or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.8 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.9 (Continuation Option), (ii) if for or any reason any conversion or continuation of a Eurocurrency Rate Loan or BA Rate Loan is repaid or prepaid (including pursuant to Section 2.09) occurs on a date that is not the last day of the applicable Interest Period, (iiiii) as a consequence of a required conversion of a if for any reason any Eurocurrency Rate Loan or BA Rate Loan to a Base Rate Loan or Canadian Base is prepaid (including, in the case of Eurocurrency Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result of any assignment of any Eurocurrency Rate Loans or BA Rate Loans pursuant to a request by the applicable Borrower mandatorily pursuant to Section 2.17. In the case of 2.7 (Mandatory Prepayments)) on a Eurocurrency Rate Loan, such loss, cost or expense to any Lender shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event date that is not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current applicable Interest Period therefor or (or, in the case iii) pursuant to any Substitution Notice delivered under Section 2.15 (Substitution of a failure to borrow, convert or continue, for the period that would have been the Interest Period Lenders). The Lender CREDIT AGREEMENT FMC FINANCE B.V. making demand for such Loan)compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bidexpenses and liabilities, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender statement shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.7 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA 's Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant LoansTerm Loan) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation Borrowing of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request given by a Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12the Borrower, (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.6 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedabsent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.10, each the Borrower shall compensate each Lender that has made a Loan to such BorrowerRevolving Credit Lender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Revolving Credit Lender to fund or maintain such Revolving Credit Lender’s Eurocurrency Rate Loans or BA 's Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Revolving Credit Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.11, (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.9) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above Section 2.14(d), or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Revolving Credit Lender making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedRevolving Credit Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.10 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.9(a), (b) or (c) (Mandatory Prepayments) but excluding pursuant to Section 2.9(d)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.114.17 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)request, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Defaulting Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.124.18 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.094.16 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan conclusive and binding for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal all purposes as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.8 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerLender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender’s Eurocurrency Rate Loans or BA 's Eurodollar Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.9 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA Eurodollar Rate Loan is repaid or prepaid (including mandatorily pursuant to Section 2.092.7 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Eurodollar Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any Eurocurrency failure by the Borrower to repay Eurodollar Rate Loans or BA Rate Loans pursuant to a request when required by the applicable terms hereof. The Lender making demand for such compensation shall deliver to the Borrower pursuant concurrently with such demand a written statement as to Section 2.17. In the case of a Eurocurrency Rate Loansuch losses, such lossexpenses and liabilities, cost or expense to any Lender and this statement shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal conclusive as to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as compensation due on any certificate delivered to such Borrower and setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner in which such amount or amounts was determinedLender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrowers Borrower pursuant to Section 2.112.10 (Interest), each the Borrower shall compensate each Lender that has made a Loan to such BorrowerRevolving Credit Lender, upon written request in accordance with this paragraph (e)demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Revolving Credit Lender to fund or maintain such Revolving Credit Lender’s Eurocurrency Rate Loans or BA EURIBOR Rate Loans to such the Borrower but excluding any loss of the Applicable Rate Margin on the relevant Loans) that such Revolving Credit Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Defaulting Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or BA EURIBOR Rate Loans does not occur on a date specified therefor in AMENDED AND RESTATED CREDIT AGREEMENT XXXXX HEALTHCARE CORPORATION a Notice of Borrowing Request or an Interest Election Request a Notice of Conversion or Continuation given by a the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.122.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or BA EURIBOR Rate Loan Loans is repaid or prepaid (including mandatorily pursuant to Section 2.092.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan or BA Rate Loan to a Base Rate Loan or Canadian Base Rate Loans, as applicable, as a result of any of the events indicated in clause (d) above or (iv) as a result consequence of any assignment of any failure by the Borrower to repay Eurocurrency Rate Loans or BA EURIBOR Rate Loans pursuant to a request when required by the applicable Borrower pursuant to Section 2.17terms hereof. In the case of a Eurocurrency Rate Loan, The Revolving Credit Lender making demand for such loss, cost or expense to any Lender compensation shall be deemed to be the amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Eurocurrency Rate that would have been applicable to such Loan for the period from the date of such event deliver to the last day of the then current Interest Period therefor (or, in the case of Borrower concurrently with such demand a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the eurodollar market. For the purpose of calculating amounts payable to a Lender under this subsection, each Lender shall be deemed to have actually funded its relevant BA Rate Loan through the purchase of a deposit bearing interest at the BA Rate in an amount equal to the amount of that BA Rate Loan and having a maturity comparable to the relevant BA Interest Period; provided that each Lender may fund each of its BA Rate Loans in any manner it sees fit, and the foregoing assumption shall be utilized only for the calculation of amounts payable under this subsection. The applicable Borrower shall pay the applicable Lender the amount shown as due on any certificate delivered to such Borrower and written statement setting forth any amount or amounts that such Lender is entitled to receive pursuant to this clause (e) and the basis therefor within ten (10) days after receipt thereof; provided such certificate sets forth in reasonable detail the manner basis for the amount so determined as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Revolving Credit Lender, absent manifest error. The Borrower’s obligations under this Section 2.14(e) (Breakage Costs) shall survive payment in which such amount full of the Obligations or amounts was determinedthe termination of this Agreement.