Common use of Funding costs Clause in Contracts

Funding costs. (a) Borrower shall compensate Lender, upon written request by Lender (which request shall set forth the basis for requesting such amounts), for all Funding Costs. (b) Lender shall deliver to Borrower a statement setting forth the amount and basis of determination of any Funding Cost, it being agreed that such statement and the method of calculation shall be conclusive and binding on Borrower, absent manifest error. In addition, in the event Borrower provides Lender not less than five (5) Business Days prior written notice of a proposed voluntary prepayment hereunder, Lender shall deliver to Borrower a non-binding good faith estimate of the applicable components and amount of Funding Costs which would be incurred by Borrower if Borrower were to make a voluntary prepayment hereunder; provided, however, that Borrower shall remain liable for all Funding Costs shown on the statement referred to in the first sentence of this subsection (b), notwithstanding such good faith estimate. (c) In lieu of prepaying the Loan when and as otherwise required or permitted by this Loan Agreement, Borrower may on any Business Day (a "Deposit Funding Date") instead deposit with Lender an amount equal to the applicable prepayment, to be held by Lender (the "Prepayment Deposit") until such date as application of the Prepayment Deposit on account of the Loan would not cause Lender to suffer Funding Costs (the "Deposit Application Date"). Any Prepayment Deposit held by Lender shall: (a) constitute additional security for the Loan, for which the parties shall enter into such security documents (and account establishment and administration documents) as Lender shall require; (b) be held by Lender in an interest-bearing account selected and controlled solely by Lender, interest on which shall be added to principal and applied in the same manner as principal; (c) at Lender's option, be accompanied by a payment (as estimated by Lender) equal to the difference between the interest to be earned on the Prepayment Deposit and the interest that will accrue on a portion of the Loan equal to the Prepayment Deposit during the period from the Deposit Funding Date to the Deposit Application Date; (d) with respect to the Collateral, entitle Borrower to the same rights and benefits (including the right to releases, if any) that would have been available to Borrower if Borrower had prepaid the Loan (and designated Asset-Specific Loan Balance(s)) by an amount equal to the Prepayment Deposit; and (e) be applied on account of the Loan (principal and interest) on the Deposit Application Date.

Funding costs. (ai) Borrower Seller shall compensate LenderBuyer, upon written request by Lender Buyer (which request shall set forth the basis for requesting such amounts), for all Funding Costs. (bii) Lender Buyer shall deliver to Borrower Seller a statement setting forth the amount and basis of determination of any Funding Cost, it being agreed that such statement and the method of calculation shall be conclusive and binding on BorrowerSeller, absent manifest error. In addition, in the event Borrower Seller provides Lender Buyer not less than five (5) Business Days prior written notice of a proposed voluntary prepayment hereunderunder Section 3.07(a) hereof, Lender Buyer shall deliver to Borrower Seller a non-binding good faith estimate of the applicable components and amount of Funding Costs which would be incurred by Borrower Seller if Borrower Seller were to make a such voluntary prepayment hereunderprepayment; provided, however, that Borrower Seller shall remain liable for all Funding Costs shown on the statement referred to in the first sentence of this subsection (b), notwithstanding such good faith estimate. (c) . In lieu of prepaying the Loan Repurchase Price of any Transaction Asset when and as otherwise required or permitted by this Loan Agreement, Borrower Seller may on any Business Day (a "“Deposit Funding Date"”) instead deposit with Lender Buyer an amount equal to the applicable prepayment, to be held by Lender Buyer (the "“Prepayment Deposit"”) until such date as application of the Prepayment Deposit on account of the Loan repurchase of such Transaction Asset would not cause Lender Buyer to suffer Funding Costs (the "“Deposit Application Date"”). Any Prepayment Deposit held by Lender Buyer shall: (a) constitute additional security for the Loanhereunder, for which the parties shall enter into such security documents (and account establishment and administration documents) as Lender Buyer shall require; (b) be held by Lender Buyer in an interest-bearing account selected and controlled solely by LenderBuyer, interest on which shall be added to principal and applied in the same manner as principal; (c) at Lender's Buyer’s option, be accompanied by a payment (as estimated by LenderBuyer) equal to the difference between the interest to be earned on the Prepayment Deposit and the interest that will accrue on a portion of the Loan Purchase Price of such Transaction Asset equal to the Prepayment Deposit during the period from the Deposit Funding Date to the Deposit Application Date; (d) with respect to the CollateralTransaction Assets, entitle Borrower Seller to the same rights and benefits (including the right to releases, if any) that would have been available to Borrower Seller if Borrower Seller had prepaid the Loan Repurchase Price (and designated Asset-Specific Loan Transaction Balance(s)) by an amount equal to the Prepayment Deposit; and (e) be applied on account of the Loan (principal and interest) Repurchase Price on the Deposit Application Date.

Funding costs. A. Participant will reimburse Contractor for all incremental costs incurred by Contractor as a result of and throughout the Term of this Agreement in accordance with the terms and conditions hereof. An estimate of Contractor's projected incremental costs for each milestone will be provided to the Participant at the initiation of each milestone for approval by Participant (aa "Milestone Budget"). Contractor shall be entitled, but not obligated, to suspend its performance hereunder until such approval is received, which approval shall not be unreasonably withheld. For purposes of this provision, Contractor's incremental costs shall be deemed to include Contractor's incremental out-of-pocket costs and expenses such as travel and living expenses solely for purposes of this Project; provided that (I) Borrower all travel or living expenses may be incurred only in accordance with Participant's Travel Expense Reimbursement Policy a copy of which shall compensate Lenderbe provided to Contractor on the Effective Date, as amended from time to time by Participant for its own business operations, and (ii) any other individual incremental expenditures in excess of $10,000 individually, or in excess of the Milestone Budget in the aggregate shall require the prior written approval of Participant shall also be obligated to pay Contractor whatever incremental costs are incurred by it in connection with this Project, as defined in and pursuant to the terms and conditions of the Premises License and Service Agreement. B. Contractor will not charge Participant for Participant's use of existing facilities utilized, existing equipment utilized, or for any time or services of Contractor's Developers. However, this does not include extended time allocation by Contractor engineers and technicians, which, if required, will be subject to approval by and, upon written request such approval paid for by, Participant. The terms and conditions to govern Participant's access to and use of the BU Photonics Center and non-Contractor personnel at that Center, shall be governed solely by Lender the terms and conditions of the Premises License and Services Agreement. In any event, however, any and all input, services and assistance provided to Participant by any and all personnel shall be provided on an as-available and AS-IS basis only. C. At the end of Milestone 3 Participant will perform an informed analysis, on a best efforts basis, to assess the reasonably foreseeable costs and expenses of completing the Milestones 4 & 5 (which request shall set forth the basis for requesting such amounts), for all Funding Costs. (b) Lender shall deliver to Borrower will include a statement setting forth the amount and basis of determination of any Funding Cost, it being agreed that such statement and the method of calculation shall be conclusive and binding on Borrower, absent manifest error. In addition, in the event Borrower provides Lender not less than five (5) Business Days prior written notice of a proposed voluntary prepayment hereunder, Lender shall deliver to Borrower a non-binding good faith estimate to be provided by Contractor of the applicable components incremental costs for which Contractor will be entitled to be reimbursed by Participant per the preceding Paragraph A) and amount establish a budget therefore (the "Completion Budget"). Upon establishment of Funding Costs which would the Completion Budget, both Parties agree to use all reasonable efforts to perform all activities in a manner sufficient to successfully complete Milestones 4 and 5 within the Completion Budget. If despite such efforts, however, Milestones 4 and 5 remain incomplete after Completion Budget for these Milestones have been exceeded by 50% percent, Contractor shall not be incurred by Borrower if Borrower were obligated to make a voluntary prepayment hereunder; continue or complete the Project unless Participant elects to do so provided, however, that Borrower shall remain liable for all Funding Costs shown on the statement referred to in the first sentence of this subsection (b), notwithstanding such good faith estimate. (c) In lieu of prepaying the Loan when and as otherwise required or permitted by this Loan Agreement, Borrower may on any Business Day (a "Deposit Funding Date") instead deposit with Lender an amount equal to the applicable prepayment, to be held by Lender (the "Prepayment Deposit") until such date as application of the Prepayment Deposit on account of the Loan would not cause Lender to suffer Funding Costs (the "Deposit Application Date"). Any Prepayment Deposit held by Lender shall: (a) constitute additional security for the Loan, for which the parties shall enter into such security documents (and account establishment and administration documents) as Lender shall require; (b) be held by Lender in an interest-bearing account selected and controlled solely by Lender, interest on which shall be added to principal and applied in the same manner as principal; (c) at Lender's option, be accompanied by a payment (as estimated by Lender) equal to the difference between the interest to be earned on the Prepayment Deposit and the interest that will accrue on a portion of the Loan equal to the Prepayment Deposit during the period from the Deposit Funding Date to the Deposit Application Date; (d) with respect to the Collateral, entitle Borrower to the same rights and benefits (including the right to releases, if any) that would have been available to Borrower if Borrower had prepaid the Loan (and designated Asset-Specific Loan Balance(s)) by an amount equal to the Prepayment Deposit; and (e) be applied on account of the Loan (principal and interest) on the Deposit Application Date.it is at

Funding costs. (a) Borrower Borrowers shall compensate Lender, upon written request by Lender (which request shall set forth the basis for requesting such amounts), for all Funding Costs. (b) Lender shall deliver to Borrower Borrowers a statement setting forth the amount and basis of determination of any Funding Cost, it being agreed that such statement and the method of calculation shall be conclusive and binding on BorrowerBorrowers, absent manifest error. In addition, in the event Borrower provides Borrowers provide Lender not less than five (5) Business Days prior written notice of a proposed voluntary prepayment hereunder, Lender shall deliver to Borrower Borrowers a non-binding good faith estimate of the applicable components and amount of Funding Costs which would be incurred by Borrower Borrowers if Borrower Borrowers were to make a voluntary prepayment hereunder; provided, however, that Borrower Borrowers shall remain liable for all Funding Costs shown on the statement referred to in the first sentence of this subsection (b), notwithstanding such good faith estimate. (c) In lieu of prepaying the Loan when and as otherwise required or permitted by this Loan Agreement, Borrower Borrowers may on any Business Day (a "Deposit Funding Date") instead deposit with Lender an amount equal to the applicable prepayment, to be held by Lender (the "Prepayment Deposit") until such date as application of the Prepayment Deposit on account of the Loan would not cause Lender to suffer Funding Costs (the "Deposit Application Date"). Any Prepayment Deposit held by Lender shall: (a) constitute additional security for the Loan, for which the parties shall enter into such security documents (and account establishment and administration documents) as Lender shall require; (b) be held by Lender in an interest-bearing account selected and controlled solely by Lender, interest on which shall be added to principal and applied in the same manner as principal; (c) at Lender's option, be accompanied by a payment (as estimated by Lender) equal to the difference between the interest to be earned on the Prepayment Deposit and the interest that will accrue on a portion of the Loan equal to the Prepayment Deposit during the period from the Deposit Funding Date to the Deposit Application Date; (d) with respect to the Collateral, entitle Borrower Borrowers to the same rights and benefits (including the right to releases, if any) that would have been available to Borrower Borrowers if Borrower Borrowers had prepaid the Loan (and designated Asset-Specific Loan Balance(s)) by an amount equal to the Prepayment Deposit; and (e) be applied on account of the Loan (principal and interest) on the Deposit Application Date.