Common use of Funding Indemnity Clause in Contracts

Funding Indemnity. In the event the Bank 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 Bank to fund or maintain any LIBOR Portion or the relending or reinvesting of such deposits or other funds or amounts paid or prepaid to the Bank) as a result of: (i) any payment of a LIBOR Portion on a date other than the last day of the then applicable Interest Period for any reason, whether before or after default, and whether or not such payment is required by any provision of this Agreement; or (ii) any failure by the Borrower to create, borrow, continue, or effect by conversion a LIBOR Portion on the date specified in a notice given pursuant to this Agreement; then upon the demand of the Bank, the Borrower shall pay to the Bank such amount as will reimburse the Bank for such loss, cost, or expense. If the Bank requests such a reimbursement, it shall provide to the Borrower a certificate setting forth the computation of the loss, cost, or expense giving rise to the request for reimbursement in reasonable detail and such certificate shall be conclusive if reasonably determined.

Funding Indemnity. In the event the Bank Lender shall incur any loss, cost, cost or expense (including, without limitation, any lossloss (including loss of profit), cost, cost or expense incurred by reason of the liquidation or reemployment re- employment of deposits or other funds acquired or contracted to be acquired by the Bank Lender to fund or maintain its part of any LIBOR Portion or the relending or reinvesting of such deposits or other funds or amounts paid or prepaid to the BankLender) as a result of: (i) any payment of a LIBOR Portion on a date other than the last day of the then applicable Interest Period for any reason, whether before or after default, and whether or not such payment is required by any provision provisions of this Agreement; or (ii) any failure by the Borrower Company to create, borrow, continue, continue or effect by conversion a LIBOR Portion on the date specified in a notice given pursuant to this Agreement; then then, upon the demand of the BankLender, the Borrower Company shall pay to the Bank Lender such amount as will reimburse the Bank Lender for such loss, cost, cost or expense. If the Bank Lender requests such a reimbursementreimbursement under this Section, it shall provide to the Borrower Company a certificate setting forth the computation of the loss, cost, or expense giving rise to the request for reimbursement in reasonable detail and such certificate shall be conclusive if reasonably determineddetermined (absent manifest error).

Funding Indemnity. In the event the Bank any Lender shall incur any loss, cost, cost or expense (including, without limitation, any loss of profit, and any loss, cost, cost or expense incurred by reason of the liquidation or reemployment re-employment of deposits or other funds acquired or contracted to be acquired by the Bank such Lender to fund or maintain any LIBOR Portion Loan or the relending or reinvesting of such deposits or other funds or amounts paid or prepaid to the Banksuch Lender) as a result of: (ia) any payment (including prepayment) of a LIBOR Portion Loan on a date other than the last day of the then applicable its Interest Period for any reason, whether before or after default, and whether or not such payment is required by any provision provisions of this Agreement; , or (iib) any failure (because of a failure to meet the conditions of Sections 2.2, 8 or otherwise) by the Borrower Company to create, borrow, continue, or effect by conversion borrow a LIBOR Portion Loan on the date specified in a notice given pursuant to this Agreement; then Section 3.3 hereof, then, upon the demand of the Banksuch Lender, the Borrower Company shall pay to the Bank such Lender such amount as will reimburse the Bank such Lender for such loss, cost, cost or expense. If the Bank requests such Lender makes such a reimbursementclaim for compensation, it shall provide to the Borrower Company a certificate executed by an officer of such Lender setting forth the computation amount of the such loss, cost, cost or expense giving rise to the request for reimbursement in reasonable detail (including an explanation of the basis for and the computation of such loss, cost or expense) and the amounts shown on such certificate shall be conclusive if reasonably determineddeemed rebuttably presumptive evidence of the correctness thereof.

Funding Indemnity. In the event the Bank shall incur any loss, cost, cost or expense (including, without limitation, any lossloss (including loss of profit), cost, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired or contracted to be acquired by the Bank to fund or maintain any LIBOR Fixed Rate Portion or the relending or reinvesting of such deposits or other funds or amounts paid or prepaid to the Bank) as a result of: : (ia) any payment of a LIBOR Fixed Rate Portion on a date other than the last day of the then applicable Interest Period for any reason, whether before or after default, and whether or not such payment is required by any provision provisions of this Agreement, but in any event excluding such a payment to the extent required by Section 2.4 hereof; or or (iib) any failure by the Borrower Company to create, borrow, continue, continue or effect by conversion a LIBOR Fixed Rate Portion on the date specified in a notice given pursuant to this AgreementAgreement unless such failure results from the Bank’s inability or unwillingness pursuant to Sections 2.4 or 2.5 hereof to create, continue or effect by conversion such Fixed Rate Portions; then upon the demand of the Bank, the Borrower Company shall pay to the Bank such amount as will reimburse the Bank for such loss, cost, cost or expense. If the Bank requests such a reimbursement, it shall provide to the Borrower Company a certificate setting forth the computation of the loss, cost, cost or expense giving rise to the request for reimbursement in reasonable detail and such certificate shall be conclusive if reasonably determinedprima facie correct.

Funding Indemnity. In the event the any Bank shall incur any loss, cost, cost or expense (including, without limitation, any loss of profit, and any loss, cost, cost or expense incurred by reason of the liquidation or reemployment re-employment of deposits or other funds acquired or contracted to be acquired by the such Bank to fund or maintain any LIBOR Portion Fixed Rate Loan or the relending or reinvesting of such deposits or other funds or amounts paid or prepaid to the such Bank) as a result of: (ia) any payment or prepayment of a LIBOR Portion Fixed Rate Loan on a date other than the last day of the then applicable its Interest Period for any reason, whether before or after default, and whether or not such payment is required by any provision provisions of this Agreement; , or (iib) any failure (because of a failure to meet the conditions of Section 9 or otherwise) by the a Borrower to create, borrow, continue, or effect by conversion borrow a LIBOR Portion Fixed Rate Loan on the date specified in a notice given pursuant to this Agreement; then Section 2.3 or 3.4 hereof, then, upon the demand of the such Bank, the Borrower Borrowers shall pay to the such Bank such amount as will reimburse the such Bank for such loss, cost, cost or expense. If the any Bank requests makes such a reimbursementclaim for compensation, it shall provide to the Borrower Borrowers, with a copy to the Agent, a certificate executed by an officer of such Bank setting forth the computation amount of the such loss, cost, cost or expense giving rise to the request for reimbursement in reasonable detail (including an explanation of the basis for and the computation of such loss, cost or expense) and the amounts shown on such certificate if reasonably calculated shall be conclusive if reasonably determinedconclusive.

Funding Indemnity. In the event the Bank shall incur any loss, cost, cost or expense (including, without limitation, any lossloss (including loss of profit), cost, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired or contracted to be acquired by the Bank to fund or maintain any LIBOR Fixed Rate Portion or the relending or reinvesting of such deposits or other funds or amounts paid or prepaid to the Bank) as a result of: (i) any payment of a LIBOR Fixed Rate Portion on a date other than the last day of the then applicable Interest Period for any reason, whether before or after default, and whether or not such payment is required by any provision of this Agreement; or (ii) or any failure by the Borrower Company to create, borrow, continue, continue or effect by conversion a LIBOR Fixed Rate Portion on the date specified in a notice given pursuant to this Agreement; then upon the demand of the Bank, the Borrower Company shall pay to the Bank such amount as will reimburse the Bank for such loss, cost, cost or expense. If the Bank requests such a reimbursement, it shall provide to the Borrower Company a certificate setting forth the computation of the loss, cost, cost or expense giving rise to the request for reimbursement in reasonable detail and such certificate shall be conclusive if reasonably determined.

Funding Indemnity. In the event the Bank shall incur any loss, cost, cost or expense (including, without limitation, any lossloss (including loss of profit), cost, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired or contracted to be acquired by the Bank to fund or maintain any LIBOR Fixed Rate Portion or the relending or reinvesting of such deposits or other funds or amounts paid or prepaid to the Bank) as a result of: (i) any payment of a LIBOR Fixed Rate Portion on a date other than the last day of the then applicable Interest Period for any reason, whether before or after default, and whether or not such payment is required by any provision of this Agreement; or (ii) any failure by the Borrower Company to create, borrow, continue, continue or effect by conversion a LIBOR Fixed Rate Portion on the date specified in a notice given pursuant to this Agreement; then upon the demand of the Bank, the Borrower Company shall pay to the Bank such amount as will reimburse the Bank for such loss, cost, cost or expense. If the Bank requests such a reimbursement, it shall provide to the Borrower Company a certificate setting forth the computation of the loss, cost, cost or expense giving rise to the request for reimbursement in reasonable detail and such certificate shall be conclusive if reasonably determined.

Funding Indemnity. In the event the Bank shall incur any loss, cost, cost or expense (including, without limitation, any lossloss (including loss of profit), cost, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired or contracted to be acquired by the Bank to fund or maintain any LIBOR Portion or the relending or reinvesting of such deposits or other funds or amounts paid or prepaid to the Bank) as a result of: (i) any payment of a LIBOR Portion on a date other than the last day of the then applicable Interest Period for any reason, whether before or after default, and whether or not such payment is required by any provision provisions of this Agreement; or (ii) any failure by the Borrower Company to create, borrow, continue, continue or effect by conversion a LIBOR Portion on the date specified in a notice given pursuant to this Agreement; then upon the demand of the Bank, the Borrower Company shall pay to the Bank such amount as will reimburse the Bank for such loss, cost, cost or expense. If the Bank requests such a reimbursement, it shall provide to the Borrower Company a certificate setting forth the computation of the loss, cost, cost or expense giving rise to the request for reimbursement in reasonable detail and such certificate shall be conclusive if reasonably determined.

Funding Indemnity. In the event the Bank any Lender shall incur any loss, cost, cost or expense (including, without limitation, any loss of profit, and any loss, cost, cost or expense incurred by reason of the liquidation or reemployment re-employment of deposits or other funds acquired or contracted to be acquired by the Bank such Lender to fund or maintain any LIBOR Portion Loan or the relending or reinvesting of such deposits or other funds or amounts paid or prepaid to the Banksuch Lender) as a result of: (ia) any payment (including prepayment) of a LIBOR Portion Loan on a date other than the last day of the then applicable its Interest Period for any reason, whether before or after default, and whether or not such payment is required by any provision provisions of this Agreement; , or (iib) any failure (because of a failure to meet the conditions of Borrowing or otherwise) by the Borrower to create, borrow, continue, or effect by conversion borrow a LIBOR Portion Loan on the date specified in a notice given pursuant to this Agreement; then Borrowing Notice, then, upon the demand of the Banksuch Lender, the Borrower shall pay to the Bank such Lender such amount as will reimburse the Bank such Lender for such loss, cost, cost or expense. If the Bank requests any Lender makes such a reimbursementclaim for compensation, it shall provide to Borrower, with a copy to the Borrower Agent and the other Lender, a certificate executed by an officer of such Lender setting forth the computation amount of the such loss, cost, cost or expense giving rise to the request for reimbursement in reasonable detail (including an explanation of the basis for and the computation of such loss, cost or expense) and the amounts shown on such certificate shall be conclusive if reasonably determineddeemed rebuttably presumptive evidence of the correctness thereof absent manifest error.

Funding Indemnity. In the event the Bank any Lender shall incur any loss, cost, cost or expense (including, without limitation, any loss of profit, and any loss, cost, cost or expense incurred by reason of the liquidation or reemployment re-employment of deposits or other funds acquired or contracted to be acquired by the Bank such Lender to fund or maintain any LIBOR Portion Loan or the relending or reinvesting of such deposits or other funds or amounts paid or prepaid to the Banksuch Lender) as a result of: (ia) any payment (including prepayment) of a LIBOR Portion Loan on a date other than the last day of the then applicable its Interest Period for any reason, whether before or after default, and whether or not such payment is required by any provision provisions of this Agreement; , or (iib) any failure (because of a failure to meet the conditions of Section 6 or otherwise) by the Borrower Borrowers to create, borrow, continue, or effect by conversion borrow a LIBOR Portion Loan on the date specified in a notice given pursuant to this Agreement; then Section 3.C hereof, then, upon the demand of the Banksuch Lender, the Borrower Borrowers shall pay to the Bank such Lender such amount as will reimburse the Bank such Lender for such loss, cost, cost or expense. If the Bank requests any Lender makes such a reimbursementclaim for compensation, it shall provide to the Borrower Borrowers, with a copy to the Agent, a certificate executed by an officer of such Lender setting forth the computation amount of the such loss, cost, cost or expense giving rise to the request for reimbursement in reasonable detail (including an explanation of the basis for and the computation of such loss, cost or expense) and the amounts shown on such certificate shall be conclusive if reasonably determineddeemed rebuttably presumptive evidence of the correctness thereof.

Funding Indemnity. In the event the Bank 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 Bank to fund or maintain any LIBOR Portion or the relending or reinvesting of such deposits or other funds or amounts paid or prepaid to the Bank) as a result of: : (i) any payment of a LIBOR Portion on a date other than the last day of the then applicable Interest Period for any reason, whether before or after default, and whether or not such payment is required by any provision provisions of this AgreementFacility Letter; or or (ii) any failure by the Borrower to create, borrow, continue, or effect by conversion a LIBOR Portion on the date specified in a notice given pursuant to this AgreementFacility Letter; then upon the demand of the Bank, the Borrower shall pay to the Bank upon its demand such amount as will reimburse the Bank for such loss, cost, cost or expense. If the Bank requests such a reimbursementcompensation under this Section, it shall provide to the Borrower a certificate setting forth the computation of the loss, cost, cost or expense giving rise to the request for reimbursement compensation in reasonable detail and such certificate shall be conclusive if reasonably determined.

Funding Indemnity. In the event the Bank shall incur any loss, cost, cost or expense (including, without limitation, any loss of profit, and any loss, cost, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired or contracted to be acquired by the Bank to fund or maintain any LIBOR Portion Fixed Rate Loan or the relending or reinvesting of such deposits or other funds or amounts paid or prepaid to the Bank) as a result of: (i) any payment of a LIBOR Portion Fixed Rate Loan on a date other than the last day of the then applicable Interest Period for any reason, whether before or after default, and whether or not such payment is required by any provision provisions of this Agreement; or (ii) any failure by the Borrower Company to create, borrow, continue, borrow or effect by conversion reborrow a LIBOR Portion Fixed Rate Loan on the date specified in a notice given pursuant to this Agreement; then upon the demand of the Bank, the Borrower Company shall pay to the Bank such amount as will reimburse the Bank for such loss, cost, cost or expense. If the Bank requests such a reimbursement, reimbursement it shall provide to the Borrower Company with a certificate setting forth the computation of the loss, cost, cost or expense giving rise to the request for reimbursement in reasonable detail and such certificate shall be conclusive if reasonably determined.

Funding Indemnity. (a) In the event the Bank Xxxxxx 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 Bank Xxxxxx to fund or maintain any LIBOR Portion or the relending or reinvesting of such deposits or other funds or amounts paid or prepaid to the BankXxxxxx) as a result of: (i) any payment of a LIBOR Portion on a date other than the last day of the then applicable Interest Period for any reason, whether before or after default, and whether or not such payment is required by any provision of this Agreement; or (ii) any failure by the Borrower to create, borrow, continue, or effect by conversion a LIBOR Portion on the date specified in a notice given pursuant to this Agreement; then upon the demand of the BankXxxxxx, the Borrower shall pay to the Bank Xxxxxx such amount as will reimburse the Bank Xxxxxx for such loss, cost, or expense. . (b) If the Bank Xxxxxx requests such a reimbursementreimbursement or payment under this Section, it shall provide to the Borrower a certificate setting forth the computation of the loss, cost, expense, or expense funding indemnity giving rise to the request for reimbursement and payment in reasonable detail and such certificate shall be conclusive if reasonably determined.

Funding Indemnity. In the event the Bank shall incur any loss, cost, cost or expense (including, without limitation, any lossloss (including loss of profit), cost, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired or contracted to be acquired by the Bank to fund or maintain any LIBOR Portion or the relending or reinvesting of such deposits or other funds or amounts paid or prepaid to the Bank) as a result of: (i) any payment of a LIBOR Portion on a date other than the last day of the then applicable Interest Period for any reason, whether before or after default, and whether or not such payment is required by any provision provisions of this AgreementAgreement (excluding any payment required under Sections 3.2(b) or (c), 11.2 or 11.3); or (ii) any failure by the any Borrower to create, borrow, continue, continue or effect by conversion a LIBOR Portion on the date specified in a notice given pursuant to this Agreement; then upon within 15 days after receipt by the demand Parent of the Bankcertificate referred to in the following sentence, the Borrower Borrowers shall pay to the Bank such amount as will reimburse the Bank for such loss, cost, cost or expense. If the Bank requests such a reimbursement, it shall provide to the Borrower Parent a certificate setting forth the computation of the loss, cost, cost or expense giving rise to the request for reimbursement in reasonable detail and such certificate shall be conclusive if reasonably determined.

Funding Indemnity. In the event the Bank shall incur any loss, cost, cost or expense (including, without limitation, any lossloss (including loss of profit), cost, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired or contracted to be acquired by the Bank to fund or maintain any LIBOR Fixed Rate Portion or the relending or reinvesting of such deposits or other funds or amounts paid or prepaid to the Bank) as a result of: (i) any payment of a LIBOR Fixed Rate Portion on a date other than the last day of the then applicable Interest Period for any reason, whether before or after default, and whether or not such payment is required by any provision provisions of this Agreement; or (ii) any failure by the Borrower to create, borrow, continue, continue or effect by conversion a LIBOR Fixed Rate Portion on the date specified in a notice given pursuant to this Agreement; then upon the demand of the Bank, the Borrower shall pay to the Bank such amount as will reimburse the Bank for such loss, cost, cost or expense. If the Bank requests such a reimbursement, it shall provide to the Borrower a certificate setting forth the computation of the loss, cost, cost or expense giving rise to the request for reimbursement in reasonable detail and such certificate shall be conclusive if reasonably determined.

Funding Indemnity. In the event the Bank shall incur any loss, cost, cost or expense (including, without limitation, any lossloss (including loss of profit), cost, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired or contracted to be acquired by the Bank to fund or maintain any LIBOR Portion or the relending or reinvesting of such deposits or other funds or amounts paid or prepaid to the Bank) as a result of: (i) any payment of a LIBOR Portion on a date other than the last day of the then applicable Interest Period for any reason, whether before or after default, and whether or not such payment is required by any provision of this Agreement; or (ii) any failure by the Borrower Company to create, borrow, continue, continue or effect by conversion a LIBOR Portion on the date specified in a notice given pursuant to this Agreement; then upon the demand of the Bank, the Borrower Company shall pay to the Bank such amount as will reimburse the Bank for such reasonable loss, costcost or expense (such loss, cost or expenseexpense will not include any allocated salary of employees of the Bank). If the Bank requests such a reimbursement, reimbursement it shall provide to the Borrower Company with a certificate setting forth the computation of the loss, cost, cost or expense giving rise to the request for reimbursement in reasonable detail and such certificate shall be deemed conclusive if reasonably determined.

Funding Indemnity. In the event the Bank any Lender shall incur any loss, cost, cost or expense (including, without limitation, any loss, cost, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired or contracted to be acquired by the Bank such Lender to fund or maintain its part of any LIBOR Portion Fixed Rate Loan or the relending or reinvesting of such deposits or other funds or amounts paid or prepaid to the Banksuch Lender) as a result of: (i) any payment of a LIBOR Portion Fixed Rate Loan on a date other than the last day of the then applicable Interest Period for any reason, whether before or after default, and whether or not such payment is required by any provision provisions of this Agreement; or (ii) any failure by the Borrower to create, borrow, continue, continue or effect by conversion a LIBOR Portion Fixed Rate Loan on the date specified in a notice given pursuant to this Agreement, unless such failure results from the Lenders' inability or unwillingness pursuant to Sections 2.5 and 2.6 hereof to create, continue or effect by conversion a LIBOR Portion; then then, upon the demand of the Banksuch Lender, the Borrower shall pay to the Bank such Lender such amount as will reimburse the Bank such Lender for such loss, cost, cost or expense. If the Bank a Lender requests such a reimbursement, it shall provide to the Borrower (with a copy to the Agent) a certificate setting forth the computation of the loss, cost, cost or expense giving rise to the request for reimbursement in reasonable detail and such certificate shall be conclusive if reasonably determined.

Funding Indemnity. In the event the Bank shall incur any loss, cost, cost or expense (including, without limitation, any lossloss (including loss of profit), cost, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired or contracted to be acquired by the Bank to fund or maintain any LIBOR Portion or the relending or reinvesting of such deposits or other funds or amounts paid or prepaid to the Bank) as a result of: (i) any payment of a LIBOR Portion on a date other than the last day of the then applicable Interest Period for any reason, whether before or after default, and whether or not such payment is required by any provision provisions of this Agreement; or (ii) any failure by the relevant Borrower to create, borrow, continue, continue or effect by conversion a LIBOR Portion on the date specified in a notice given pursuant to this Agreement; then then, upon the demand of the Bank, the relevant Borrower shall pay to the Bank such amount as will reimburse the Bank for such loss, cost, cost or expense. If the Bank requests such a reimbursement, it shall provide to the Borrower Company a certificate setting forth the computation of the loss, cost, cost or expense giving rise to the request for reimbursement in reasonable detail and such certificate shall be conclusive if reasonably determineddeemed prima facie correct absent manifest error.

Funding Indemnity. In the event the Bank 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 Bank to fund fun or maintain any LIBOR Fixed Rate Portion or the relending or reinvesting of such deposits or other funds or amounts paid or prepaid to the Bank) as a result of: (i) any payment of a LIBOR Fixed Rate Portion on a date other than the last day of the then applicable Interest Period for any reason, whether before or after default, and whether or not such payment is required by any provision of this Agreement; or (ii) any failure by the Borrower to create, borrow, continue, or effect by conversion a LIBOR Fixed Rate Portion on the date specified in a notice given pursuant to this Agreement; then upon the demand of the Bank, the Borrower shall pay to the Bank such amount as will reimburse the Bank for such loss, cost, or expense. If the Bank requests such a reimbursement, it shall provide to the Borrower a certificate setting forth the computation of the loss, cost, or expense giving rise to the request for reimbursement in reasonable detail and such certificate shall be conclusive if reasonably determineddetermined and absent manifest error.

Funding Indemnity. In the event the Bank a Lender shall incur any loss, cost, cost or expense (including, without limitation, any lossloss (including loss of profit), cost, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired or contracted to be acquired by the Bank such Lender to fund or maintain any LIBOR Portion Loan or the relending or reinvesting of such deposits or other funds or amounts paid or prepaid to the Banksuch Lender) as a result of: (iA) any payment of a LIBOR Portion Loan on a date other than the last day of the then applicable Interest Period for any reason, whether before or after default, and whether or not such payment is required by any provision of this Agreement; or (iiB) any failure by the Borrower Debtor to create, borrow, continue, continue or effect by conversion a LIBOR Portion Loan on the date specified in a notice given pursuant to this Agreement; then upon the demand of the Banksuch Lender, the Borrower Debtor shall pay to the Bank such Lender such amount as will reimburse the Bank such Lender for such loss, cost, cost or expenseexpense (the “Breakage Amount”). If the Bank such Lender requests such a reimbursement, it shall provide to the Borrower Debtor a certificate setting forth the computation of the loss, cost, cost or expense giving rise to the request for reimbursement in reasonable detail and such certificate shall be conclusive if reasonably determined.

Funding Indemnity. In the event the Bank shall incur any loss, cost, cost or expense (including, without limitation, any lossloss (including loss of profit), cost, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired or contracted to be acquired by the Bank to fund or maintain any LIBOR Portion or the relending or reinvesting of such deposits or other funds or amounts paid or prepaid to the Bank) as a result of: (i) any payment of a LIBOR Portion on a date other than the last day of the then applicable Interest Period for any reason, whether before or after default, and whether or not such payment is required by any provision provisions of this Agreement; or (ii) any failure by the Borrower Company to create, borrow, continue, continue or effect by conversion a LIBOR Portion on the date specified in a notice given pursuant to this Agreement; then upon the demand of the Bank, the Borrower Company shall pay to the Bank such amount as will reimburse the Bank for such loss, cost, cost or expense. If the Bank requests such a reimbursement, it shall provide to the Borrower Company a certificate setting forth the computation of the loss, cost, cost or expense giving rise to the request for reimbursement in reasonable detail and such certificate shall be conclusive if reasonably determined.. -6-

Funding Indemnity. In the event the any Bank shall incur any loss, cost, cost or expense (including, without limitation, any lossloss (including loss of profit), cost, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired or contracted to be acquired by the such Bank to fund or maintain its part of any LIBOR Portion or the relending or reinvesting of such deposits or other funds or amounts paid or prepaid to the such Bank) ), as a result of: (i) any payment of a LIBOR Portion on a date other than the last day of the then applicable Interest Period for any reason, whether before or after defaultDefault, and whether or not such payment is required by any provision provisions of this the Agreement; or (ii) any failure by the Borrower Company to create, borrow, continue, continue or effect by conversion a any LIBOR Portion on the date specified in a notice given pursuant to this Agreement; then upon the demand of the such Bank, the Borrower Company shall pay to the such Bank such amount as will reimburse the Bank for such loss, cost, cost or expense. If the such Bank requests such a reimbursement, reimbursement it shall provide to the Borrower Company with a certificate setting forth the computation of the loss, cost, cost or expense giving rise to the request for reimbursement in reasonable detail and such certificate shall be conclusive if reasonably determined.

Funding Indemnity. In the event the Bank 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 Bank to fund or maintain any LIBOR Portion or the relending or reinvesting of such deposits or other funds or amounts paid or prepaid to the Bank) as a result of: (i) : any payment of a LIBOR Portion on a date other than the last day of the then applicable Interest Period for any reason, whether before or after default, and whether or not such payment is required by any provision of this Agreement; or (ii) or any failure by the Borrower to create, borrow, continue, or effect by conversion a LIBOR Portion on the date specified in a notice given pursuant to this Agreement; then upon the demand of the Bank, the Borrower shall pay to the Bank such amount as will reimburse the Bank for such loss, cost, or expense. If the Bank requests such a reimbursementreimbursement or payment under this Section, it shall provide to the Borrower a certificate setting forth the computation of the loss, cost, expense, or expense funding indemnity giving rise to the request for reimbursement and payment in reasonable detail and such certificate shall be conclusive if reasonably determined. Lending Branch. The Bank may, at its option, elect to make, fund or maintain Portions of the Loans hereunder at such of its branches or offices as the Bank may from time to time elect.

Funding Indemnity. In the event the Bank shall incur any loss, cost, cost or expense (including, without limitation, any loss, cost, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired or contracted to be acquired by the Bank to fund or maintain any LIBOR Portion or the relending or reinvesting of such deposits or other funds or amounts paid or prepaid to the Bank) as a result of: (i) any payment of a LIBOR Portion on a date other than the last day of the then applicable Interest Period for any reason, whether before or after defaulta Default or an Event of Default, and whether or not such payment is required by any provision of this Agreement; or (ii) any failure by the Borrower Borrowers to create, borrow, continue, continue or effect by conversion a LIBOR Portion on the date specified in a notice given pursuant to this Agreement; then then, upon the demand of the Bank, the Borrower Borrowers shall jointly and severally pay to the Bank such amount as will reimburse the Bank for such loss, cost, or expense. If the Bank requests such a reimbursement, it shall provide to the Borrower Borrowers a certificate setting forth the computation of the loss, cost, cost or expense giving rise to the request for reimbursement in reasonable detail and such certificate shall be conclusive if reasonably determined.

Funding Indemnity. In the event the Bank shall incur any loss, cost, cost or expense (including, without limitation, any lossloss (including loss of profit), cost, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired or contracted to be acquired by the Bank to fund or maintain any LIBOR Portion or the relending or reinvesting of such deposits or other funds or amounts paid or prepaid to the Bank) as a result of: (i) any payment of a LIBOR Portion on a date other than the last day of the then applicable Interest Period for any reason, whether before or after default, and whether or not such payment is required by any provision provisions of this Agreement; or (ii) any failure by the Borrower Company to create, borrow, continue, continue or effect by conversion a LIBOR Portion on the date specified in a notice given pursuant to this Agreement; then upon the demand of the Bank, the Borrower Company shall pay to the Bank such amount as will reimburse the Bank for such loss, cost, cost or expense. If the Bank requests such a reimbursement, it shall provide to the Borrower Company a certificate setting forth the computation of the loss, cost, cost or expense giving rise to the request for reimbursement in reasonable detail and such certificate shall be conclusive constitute prima facie evidence of the amount of such loss, cost or expense if reasonably determined.

Funding Indemnity. In the event the Bank 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 Bank to fund or maintain any LIBOR Fixed Rate Portion or the relending or reinvesting of such deposits or other funds or amounts paid or prepaid to the Bank) as a result of: (i) any payment of a LIBOR Fixed Rate Portion on a date other than the last day of the then applicable Interest Period for any reason, whether before or after default, and whether or not such payment is required by any provision of this Agreement; or (ii) any failure by the Borrower to create, borrow, continue, or effect by conversion a LIBOR Fixed Rate Portion on the date specified in a notice given pursuant to this Agreement; then upon the demand of the Bank, the Borrower shall pay to the Bank such amount as will reimburse the Bank for such loss, cost, or expense. If the Bank requests such a reimbursement, it shall provide to the Borrower a certificate setting forth the computation of the loss, cost, or expense giving rise to the request for reimbursement in reasonable detail and such certificate shall be conclusive if reasonably determined.