Breakage Expenses. If for any reason and at any time or from time to time, including, without limitation, voluntary or mandatory prepayment of principal or payment of principal at any accelerated maturity, the outstanding principal balance of any Eurodollar Rate Loan or Fixed Rate Loan is repaid in whole or in part, or (in the case of a Eurodollar Committed Loan) converted into a Base Rate Loan, in each case prior to the Maturity Date of the applicable Interest Period, then, in addition to accrued interest thereon, Borrower shall pay to the Applicable Agent's Account for credit to each Bank for the account of the Applicable Lending Office, on demand by such Bank, (i) the amount by which (x) the interest which would have accrued on the amount of such principal reduction subject to such Interest Period until such Maturity Date had such principal reduction not been made exceeds (y) the interest obtained by such Bank in the reemployment of such principal reduction for the balance of such Interest Period, and (ii) any cancellation or similar fees incurred by or allocated to such Bank on funds borrowed by such Bank to carry the unpaid principal sum thereof at the applicable Eurodollar Rate or Fixed Rate, as the case may be, and a certificate as to such excess and fees submitted by such Bank to Borrower shall, absent manifest error, be final and conclusive.
Breakage Expenses. If, for any reason and at any time or from time to time (including without limitation voluntary prepayment of principal or payment of principal at any accelerated maturity), the outstanding principal balance of any Eurodollar Rate Loan is converted to a Base Rate Loan or repaid in whole or in part prior to the Maturity Date of the applicable Interest Period, or the Borrower defaults in making a borrowing of, conversion into or continuation of Eurodollar Rate Loans after the Borrower has given a notice requesting the same in accordance with the provisions of this Agreement, then, in addition to accrued interest thereon (if any), Borrower shall pay to each Bank, through the Applicable Agent's Account, within 2 Banking Days following demand by such Bank, the amount by which the interest which would have accrued on the amount of such principal reduction subject to such Interest Period until such Maturity Date had such principal reduction (or such conversion or default in borrowing) not occurred (other than any Eurodollar Rate Margin which would have accrued during such period), exceeds the interest (other than any Eurodollar Rate Margin included therein) obtained by such Bank in the reemployment of such principal reduction (or conversion) for the balance of such Interest Period (such reemployment of funds to be at reasonable market rates consistent with the customary practices of such Bank), and a certificate as to such excess submitted by such Bank to Borrower shall, absent manifest error, be final and conclusive.
Breakage Expenses. In the event the Purchaser shall incur any loss, cost, or expense (including, without limitation, any loss, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired or contracted to be acquired by the Purchaser to purchase or hold the Bonds or the relending or reinvesting of such deposits or other funds or amounts paid or prepaid to the Purchaser) as a result of any prepayment, redemption or conversion of the Bonds on a date other than a LIBOR Index Reset Date (the “Breakage Expenses”) for any reason, whether before or after a Default, and whether or not such payment is required by any provision of this Agreement or the Related Documents, then upon the demand of the Purchaser, the Borrower shall pay to the Purchaser a prepayment, redemption or conversion premium, as applicable, in such amount as will reimburse the Purchaser for such Breakage Expenses. If the Purchaser requests such prepayment, redemption or conversion premium, as applicable, it shall provide to the Borrower a certificate setting forth the computation of the Breakage Expenses giving rise to the request for such prepayment, redemption or conversion premium, as applicable, in reasonable detail and such certificate shall be conclusive if reasonably determined.
Breakage Expenses. If for any reason and at any time or from time to time, including, without limitation, voluntary or mandatory prepayment of principal or payment of principal at any accelerated maturity, the outstanding principal balance of any Eurodollar Rate Loan or Fixed Rate Loan is repaid in whole or in part, or (in the case of a Eurodollar Committed Loan) converted into a Base Rate Loan, or assigned pursuant to Section 2.1(b), 2.9 or 2.12, in each case prior to the Maturity Date of the applicable Interest Period, then, in addition to accrued interest thereon, Borrower shall pay to the Applicable Agent’s Account for credit to each Bank for the account of its Applicable Lending Office, on demand by such Bank, (i) the amount by which (x) the interest which would have accrued on the amount of such principal reduction subject to such Interest Period until such Maturity Date had such principal reduction not been made exceeds (y) the interest obtained by such Bank in the reemployment of such principal reduction for the balance of such Interest Period, and (ii) any cancellation or similar fees incurred by or allocated to such Bank on funds borrowed by such Bank to carry the unpaid principal sum thereof at the applicable Eurodollar Rate or Fixed Rate, as the case may be, and a certificate as to such excess and fees submitted by such Bank to Borrower shall, absent manifest error, be final and conclusive.
Breakage Expenses. The Parent Borrower shall pay, to the Administrative Agent, for the account of each applicable Exiting Dollar Term Lender or Exiting Euro Term Lender, all unpaid amounts due and payable pursuant to Section 2.16 of the Credit Agreement with respect to Breakage Events, no later than ten Business Days after the Amendment No. 2 Effective Date (or such later date as the Administrative Agent may reasonably determine in its sole discretion).
