Common use of Breakfunding Clause in Contracts

Breakfunding. Sellers shall jointly and severally indemnify Buyer and hold Buyer harmless from any loss, cost or expense (including reasonable and documented out-of-pocket legal fees and expenses) which Buyer may sustain or incur arising from (a) the failure by any Seller to terminate any Transaction after such Seller has given a notice of termination pursuant to Section 3.05 except for any termination pursuant to Section 12.02 hereof, (b) any payment to Buyer on account of the outstanding Repurchase Price, including a payment made pursuant to Section 3.05 but excluding a payment made pursuant to Section 5.03, on any day other than a Distribution Date (based on the assumption that Buyer funded its commitment with respect to the Transaction in the SOFR market and using any reasonable attribution or averaging methods that Buyer deems appropriate and practical), (c) any failure by any Seller to sell Eligible Assets to Buyer after such Seller has notified Buyer of a proposed Transaction and Buyer has agreed to purchase such Eligible Assets in accordance with this Agreement, or (d) any conversion of the Pricing Rate to the Alternative Rate or the Benchmark Replacement on a day that is not the last day of the then current Pricing Period.

Breakfunding. Sellers Seller shall jointly and severally indemnify Buyer and hold Buyer harmless from any loss, cost or expense (including reasonable and documented out-of-pocket legal fees and expenses) which Buyer may sustain or incur arising from (a) the failure by any Seller to terminate any Transaction after such Seller has given a notice of termination pursuant to Section 3.05 except for any termination pursuant to Section 12.02 hereof3.04, (b) any payment to Buyer on account of the outstanding Repurchase Price, including a payment made pursuant to Section 3.05 3.04 but excluding a payment made pursuant to Section 5.035.02, on any day other than a Distribution Remittance Date (based on the assumption that Buyer funded its commitment with respect to the Transaction in the SOFR London Interbank Eurodollar market and using any reasonable attribution or averaging methods that which Buyer deems appropriate and practical) (upon request, Buyer shall provide Seller with notice of the underlying calculation methodology), (c) any failure by any Seller to sell Eligible Assets to Buyer after such Seller has notified Buyer of a proposed Transaction and Buyer has agreed to purchase such Eligible Assets in accordance with this Agreement, or (d) any conversion of the Pricing Rate to the Alternative Rate or because the Benchmark Replacement LIBO Rate is not available for any reason on a day that which is not the last day of the then current Pricing Period. Notwithstanding the foregoing, in no event shall any amounts be payable under this Section 12.03 in connection with any voluntary and contractually permissible repurchase by Seller of a Purchased Asset from Buyer.

Breakfunding. Sellers Seller shall jointly indemnify Agent and severally indemnify each Buyer and hold Agent and each Buyer harmless from any loss, cost or expense (including reasonable and documented out-of-pocket legal fees and expenses, but excluding loss of anticipated profit) which Agent or such Buyer may sustain or incur arising from (a) the failure by any Seller to terminate any the Transaction after such Seller has given a notice of termination pursuant to Section 3.05 except for any termination pursuant to Section 12.02 hereof3.04, (b) any payment to Buyer Agent on account of the outstanding Repurchase Price, including a payment made pursuant to Section 3.05 3.04 but excluding a payment made pursuant to Section 5.035.02, on any day other than a Distribution Remittance Date (based on the assumption that each Buyer funded its commitment commitments with respect to the Transaction in the SOFR London Interbank Eurodollar market and using any reasonable attribution or averaging methods that Buyer Agent deems appropriate and practical), (c) any failure by any Seller to sell Eligible Assets to Buyer after such Seller has notified Buyer Agent of a proposed the Transaction and Buyer Agent has agreed to purchase such Eligible Assets in accordance with this Agreement, or (d) any conversion of the Pricing Rate to the Alternative Rate or because the Benchmark Replacement LIBO Rate is not available for any reason on a day that is not the last day of the then current Pricing Period.

Breakfunding. Sellers Seller shall jointly and severally indemnify Buyer and hold Buyer harmless from any actual loss, cost or expense (including reasonable and documented out-of-pocket legal fees and expensesexpenses but specifically excluding any consequential or punitive damages and excluding any loss of expected related profits) which Buyer may sustain or incur arising from (a) the failure by any Seller to terminate any Transaction after such Seller has given a notice of termination pursuant to Section 3.05 except for any termination pursuant to Section 12.02 hereof3.05, (b) any payment to Buyer on account of the outstanding Repurchase Price, including a payment made pursuant to Section 3.05 but excluding a payment made pursuant to Section 5.035.02, on any day other than a Distribution Remittance Date (based on in the assumption event that Buyer funded its commitment with respect to the Transaction in the SOFR London Interbank Eurodollar market and using any reasonable attribution or averaging methods that Buyer deems appropriate and practical), (c) any failure by any Seller to sell Eligible Assets to Buyer after such Seller has notified Buyer of a proposed Transaction and Buyer has agreed to purchase such Eligible Assets in accordance with this Agreement, or (d) any conversion of the Pricing Rate to the Alternative Rate or because the Benchmark Replacement LIBO Rate is not available for any reason on a day that is not the last day of the then current Pricing Period.