Common use of Reimbursement by Lenders Clause in Contracts

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C Issuer, the Swing Line Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunder, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C Issuer, the Swing Line Lender or such Related Party, as the case may be, such Lender's Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection paragraph (a) or (b) of this Section 10.03 to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerCollateral Agent, the Swing Line Issuing Bank, the Swingline Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerCollateral Agent (or any sub-agent thereof), the Swing Line Issuing Bank, the Swingline Lender or such Related Party, as the case may be, such Lender's Applicable Percentage pro rata share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Collateral Agent (or any sub-agent thereof), the Swingline Lender or the Swing Line Lender Issuing Bank in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer the Collateral Agent (or any sub-agent thereof), the Swing Line Swingline Lender or Issuing Bank in connection with such capacity. The obligations of the Lenders under this subsection paragraph (c) are subject to the provisions of Section 2.12(d)2.

Reimbursement by Lenders. To Without limiting the Lenders’ obligations under Section 9.14, hereof, to the extent that the Borrower Loan Parties for any reason fails fail to indefeasibly pay any amount required under subsection (a) or (b) of this Section 10.04 to be paid by it to the Administrative any Agent (or any sub-agent thereof), the L/C LC Issuer, the Swing Line Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C LC Issuer, the Swing Line Lender or such Related Party, as the case may be, such Lender's ’s Applicable Percentage of the Facilities (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided provided, that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent Agents (or any such sub-agent), ) or the L/C LC Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent Agents (or any such sub-agent), L/C ) or LC Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection paragraph (a) or (b) of this Section 10.03 to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerCollateral Agent, the Swing Line Issuing Bank, the Swingline Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerCollateral Agent (or any sub-agent thereof), the Swing Line Issuing Bank, the Swingline Lender or such Related Party, as the case may be, such Lender's Applicable Percentage ’s pro rata share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Collateral Agent (or any sub-agent thereof), the Swingline Lender or the Swing Line Lender Issuing Bank in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer the Collateral Agent (or any sub-agent thereof), the Swing Line Swingline Lender or Issuing Bank in connection with such capacity. The obligations of the Lenders under this subsection paragraph (c) are subject to the provisions of Section 2.12(d)2.14. For purposes hereof, a Lender’s “pro rata share” shall be determined based upon its share of the sum of the total Revolving Exposure, outstanding Term Loans and unused Commitments at the time.

Reimbursement by Lenders. To the extent that either the Parent or the Borrower for any reason fails to indefeasibly pay any amount required under subsection Section 10.1 or paragraph (a) or (b) of this Section 10.2 to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerAdministrative Agent (or any sub-agent thereof), the Swing Line Lender Issuing Lender, or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerAdministrative Agent (or any sub-agent thereof), the Swing Line Lender Issuing Lender, or such Related Party, as the case may be, such Lender's Applicable Percentage ’s Pro Rata Share (determined as of the time that the applicable unreimbursed expense or indemnity payment is soughtsought based on each Lender’s share of the Commitments at such time, or, if the Commitments have been terminated, such Lender’s share of the aggregate outstanding amount of all Advances and plus the Letter of Credit Exposure at such time) of such unpaid amount, amount (including any such unpaid amount in respect of a claim asserted by such Lender); provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Administrative Agent (or any sub-agent thereof), the Swing Line Issuing Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer the Administrative Agent (or any sub-agent thereof), or the Swing Line Issuing Lender in connection with such capacity. The obligations of the Lenders under this subsection paragraph (cb) are subject to the provisions of Section 2.12(d2.12(f).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection paragraph (a) or (b) of this Section 10.03 to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerCollateral Agent, the Swing Line Issuing Bank, the Swingline Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerCollateral Agent (or any sub-agent thereof), the Swing Line Issuing Bank, the Swingline Lender or such Related Party, as the case may be, such Lender's Applicable Percentage ’s pro rata share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Collateral Agent (or any sub-agent thereof), the Swingline Lender or the Swing Line Lender Issuing Bank in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer the Collateral Agent (or any sub-agent thereof), the Swing Line Swingline Lender or Issuing Bank in connection with such capacity. The obligations of the Lenders under this subsection paragraph (c) are subject to the provisions of Section 2.12(d)2.14. For purposes hereof, a Lender’s “pro rata share” shall be determined based upon its share of the sum of the total Revolving Exposure, outstanding Term Loans and unused Commitments at the time.

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C Issuer, the Swing Line Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C Issuer, the Swing Line Lender or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amountamount (including any such unpaid amount in respect of a claim asserted by such Lender), provided that provided, further that, the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), the L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower Credit Parties for any reason fails fail to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerCollateral Agent (or any sub-agent thereof), the Swing Line Lender Issuing Bank or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerCollateral Agent (or any such sub-agent), the Swing Line Lender Issuing Bank or such Related Party, as the case may be, such Lender's Applicable Percentage ’s pro rata share of the Obligations (in each case, determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer ) or the Swing Line Lender Issuing Bank in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer ) or the Swing Line Lender Issuing Bank in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d)this Agreement that provide that their obligations are several in nature, and not joint and several.

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C Issuerany Issuing Bank, the Swing Line Swingline Lender or any Related Party of any of the foregoing but under paragraph (a) or (b) of this Section (and without affecting limiting the Borrower's reimbursement obligations hereunder’s obligation to do so), each Lender severally agrees to pay to the Administrative Agent (or any such sub-agentagent thereof), the L/C Issuersuch Issuing Bank, the Swing Line Swingline Lender or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer such Issuing Bank or the Swing Line Swingline Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer such Issuing Bank or the Swing Line Swingline Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower Borrowers for any reason fails fail to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent Agents (or any sub-agent thereof), the L/C Issuer, the Swing Line Lender Arranger or any Related Party of any of the foregoing but without affecting (it being acknowledged that, for the Borrower's reimbursement obligations hereunderavoidance of doubt, such required amounts do not include any fees arising solely from the Fee Letter), each Lender severally agrees to pay to the Administrative Agent Agents (or any such sub-agent), the L/C Issuer, the Swing Line Lender Arranger or such Related Party, as the case may be, such Lender's Applicable Percentage ’s Pro Rata Share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent Agents (or any such sub-agent), ) or the L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative an Agent (or any such sub-agent), ) or L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (cb) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower Loan Parties for any reason fails fail to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it them to the Administrative Agent (or any sub-agent thereof), the Arrangers, the L/C Issuer, the Swing Line Lender Issuer or any Related Party of any of the foregoing foregoing, but without affecting the Borrower's reimbursement obligations hereunderpayment obligation of the Loan Parties with respect thereto, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the Arrangers the L/C Issuer, the Swing Line Lender Issuer or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), an Arranger or the L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), an Arranger or L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section 11.04 to be paid by it to the Administrative Agent (or any sub-agent sub‑agent thereof), the Collateral Agent (or any sub‑agent thereof), each L/C Issuer, the Swing Line Lender Issuer or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agentsub‑agent), the Collateral Agent (or any such sub‑agent), each L/C Issuer, the Swing Line Lender Issuer or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agentsub‑agent), the Collateral Agent (or any such sub‑agent) or the applicable L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agentsub‑agent), the Collateral Agent (or any such sub‑agent) or the applicable L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection clause (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerDocumentation Agent (or any sub-agent thereof), the Swing Line any Issuing Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerDocumentation Agent (or any sub-agent thereof), the Swing Line such Issuing Lender or such Related Party, as the case may be, such Lender's Applicable Commitment Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Documentation Agent (or the Swing Line any sub-agent thereof) or such Issuing Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer the Documentation Agent (or the Swing Line any sub-agent thereof) or such Issuing Lender in connection with such capacity. The obligations of the Lenders under this subsection clause (c) are subject to the provisions of Section 2.12(d)4.7.

Reimbursement by Lenders. To the extent that the Borrower or any Credit Party for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent sub‑agent thereof), the L/C Issuer, the Swing Line Issuing Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender (other than the Term Loan Lenders with respect to indemnification of the Issuing Lender) severally agrees to pay to the Administrative Agent (or any such sub-agentsub‑agent), the L/C Issuer, the Swing Line Issuing Lender or such Related Party, as the case may be, such Lender's Applicable ’s Commitment Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer sub‑agent) or the Swing Line Issuing Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer sub‑agent) or the Swing Line Issuing Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d)3.14.

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection Section 9.1 or paragraph (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerAdministrative Agent (or any sub-agent thereof), the Swing Line Lender Issuing Lender, or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerAdministrative Agent (or any sub-agent thereof), the Swing Line Lender Issuing Lender, or such Related Party, as the case may be, such Lender's Applicable Percentage ’s Pro Rata Share (determined as of the time that the applicable unreimbursed expense or indemnity payment is soughtsought based on each Lender’s share of the Commitments at such time, or, if the Commitments have been terminated, such Lender’s share of the aggregate outstanding amount of all Advances and plus the Letter of Credit Exposure at such time) of such unpaid amount, amount (including any such unpaid amount in respect of a claim asserted by such Lender); provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Administrative Agent (or any sub-agent thereof), the Swing Line Issuing Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer the Administrative Agent (or any sub-agent thereof), or the Swing Line Issuing Lender in connection with such capacity. The obligations of the Lenders under this subsection paragraph (c) are subject to the provisions of Section 2.12(d2.12(f).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the each other Agent, any L/C Issuer, the Swing Line Lender Issuer or any Related Party of any of the foregoing but (and without affecting limiting the Borrower's reimbursement obligations hereunder’s obligation to do so), each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the such other Agent, such L/C Issuer, the Swing Line Lender Issuer or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the any other Agent or any L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), any other Agent or any L/C Issuer or the Swing Line Lender in connection with such capacity; and provided further that the obligation to indemnify the L/C Issuers hereunder shall be limited solely to the Revolving Credit Lenders. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C Issuer, the Swing Line Lender Issuers or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender (and for the avoidance of doubt, with respect to the L/C Issuers and their Related Parties, solely each Revolving Lender) severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C Issuer, the Swing Line Lender Issuers or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), ) or the L/C Issuer or the Swing Line Lender Issuers in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), ) or L/C Issuer or the Swing Line Lender Issuers in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d2.12(e).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay in cash in full any amount required under subsection paragraph (a) or (b) of this Section 10.03 to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C Issuer, the Swing Line Lender Collateral Agent or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C Issuer, the Swing Line Lender Collateral Agent (or any sub-agent thereof) or such Related Party, as the case may be, such Lender's Applicable Percentage ’s pro rata share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amountamount (such indemnity shall be effective whether or not the related losses, claims, damages, liabilities and related expenses are incurred or asserted by any party hereto or any third party); provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Collateral Agent (or the Swing Line Lender in its capacity as such, any sub-agent thereof) or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent) or Collateral Agent (or any sub-agent thereof), L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection paragraph (c) are subject to the provisions of Section 2.12(d)2.14.

Reimbursement by Lenders. To Without limiting the Lenders’ obligations under Section 9.14, hereof, to the extent that the Borrower Loan Parties for any reason fails fail to indefeasibly pay any amount required under subsection (a) or (b) of this Section 10.04 to be paid by it to the Administrative any Agent (or any sub-agent thereof), the L/C LC Issuer, the Swing Line Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C LC Issuer, the Swing Line Lender or such Related Party, as the case may be, such Lender's ’s Overall Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided provided, that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent Agents (or any such sub-agent), ) or the L/C LC Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent Agents (or any such sub-agent), L/C ) or LC Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent Agents (or any sub-agent thereof), the Swing Line Lender, the L/C Issuer, the Swing Line Lender Issuers or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender (other than the Swing Line Lender in its capacity as such) severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerCollateral Agent, the Swing Line Lender Lender, the L/C Issuers or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the Collateral Agent, the Swing Line Lender or L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer ) or the Swing Line Lender Collateral Agent in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection paragraph (a) or (b) of this Section 10.03 to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerCollateral Agent, the Swing Line Issuing Bank, the Swingline Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerCollateral Agent (or any sub-agent thereof), the Swing Line Issuing Bank, the Swingline Lender or such Related Party, as the case may be, such Lender's Applicable Percentage ’s pro rata share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Collateral Agent (or any sub-agent thereof), the Swingline Lender or the Swing Line Lender Issuing Bank in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer the Collateral Agent (or any sub-agent thereof), the Swing Line Swingline Lender or Issuing Bank in connection with such capacity. The obligations of the Lenders under this subsection paragraph (c) are subject to the provisions of Section 2.12(d2.13(c). For purposes hereof, a Lender’s “pro rata share” shall be determined based upon its share of the sum of the total Revolving Exposure and unused Revolving Commitments at the time.

Reimbursement by Lenders. To the extent that the Holdings or any Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it either of them to the Administrative Agent Agents (or any sub-agent thereof), the Arranger, the Syndication Agent, the L/C Issuer, the Swing Line Lender Issuer or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent Agents (or any such sub-agent), the Arranger, the Syndication Agent, the L/C Issuer, the Swing Line Lender Issuer or such Related Party, as the case may be, such Lender's Applicable Percentage ’s Pro Rata Share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent Agents (or any such sub-agent), the Arranger, the Syndication Agent, or the L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent Agents (or any such sub-agent), the Arranger, the Syndication Agent, or L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the U.S. Borrower for any reason fails to indefeasibly pay any amount required under subsection clause (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C Issuerany Issuing Lender, the Swing Line any Swingline Lender or any Related Party of any of the foregoing but (and without affecting limiting the U.S. Borrower's reimbursement obligations hereunder’s obligation to do so), each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C Issuersuch Issuing Lender, the Swing Line such Swingline Lender or such Related Party, as the case may be, such Lender's Applicable ’s Revolving Credit Commitment Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer any Issuing Lender or the Swing Line any Swingline Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer any Issuing Lender or the Swing Line any Swingline Lender in connection with such capacity. The obligations of the Lenders under this subsection clause (c) are subject to the provisions of Section 2.12(d)4.7.

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the Collateral Agent (or any sub-agent thereof), each L/C Issuer, the Swing Line Lender Issuer or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the Collateral Agent (or any such sub-agent), each L/C Issuer, the Swing Line Lender Issuer or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the Collateral Agent (or any such sub-agent) or the applicable L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), the Collateral Agent (or any such sub-agent) or the applicable L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the any Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the each other Agent, any L/C Issuer, the Swing Line Lender Issuer or any Related Party of any of the foregoing but (and without affecting the limiting any Borrower's reimbursement obligations hereunder’s obligation to do so), each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the such other Agent, such L/C Issuer, the Swing Line Lender Issuer or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the any other Agent or any L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), any other Agent or any L/C Issuer or the Swing Line Lender in connection with such capacity; and provided further that the obligation to indemnify the L/C Issuers hereunder shall be limited solely to the Lenders. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower Company for any reason fails to pay indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the Syndication Agent, any L/C Issuer, the any Swing Line Lender Lender, or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender (including the UK Swing Line Lender) severally agrees to pay to the Administrative Agent (or any such sub-agent), the Syndication Agent, such L/C Issuer, the such Swing Line Lender Lender, or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (UK Included) (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the Syndication Agent, such L/C Issuer Issuer, or the such Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), the Syndication Agent, such L/C Issuer or the Issuer, such Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower Company for any reason fails to indefeasibly pay any amount required under subsection clause (a) or (b) of this Section 10.04 to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C Issuer, the Swing Line Lender Lenders or any Related Party of any of the foregoing foregoing, but without affecting the Borrower's reimbursement ’s obligations hereunderwith respect thereto, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C Issuer, the Swing Line Lender Lenders or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer or the each Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer or the each Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection clause (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection paragraph (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerIssuing Lender, the Swing Line Swingline Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerIssuing Lender, the Swing Line Swingline Lender or such Related Party, as the case may be, such Lender's Applicable ’s Revolving Credit Commitment Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, amount (including any such unpaid amount in respect of a claim asserted by such Lender); provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Issuing Lender or the Swing Line Swingline Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer Issuing Lender or the Swing Line Swingline Lender in connection with such capacity. The obligations of the Lenders under this subsection paragraph (c) are subject to the provisions of Section 2.12(d)4.7.

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection paragraph (a) or (b) of this Section 10.03 to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerCollateral Agent, the Swing Line Lender Issuing Bank, or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerCollateral Agent (or any sub-agent thereof), the Swing Line Lender Issuing Bank, or such Related Party, as the case may be, such Lender's Applicable Percentage ’s pro rata share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amountamount (such indemnity shall be effective whether or not the related losses, claims, damages, liabilities and related expenses are incurred or asserted by any party hereto or any third party); provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Collateral Agent (or any sub-agent thereof), the Swing Line Lender Issuing Bank in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer the Collateral Agent (or the Swing Line Lender any sub-agent thereof), Issuing Bank in connection with such capacity. The obligations of the Lenders under this subsection paragraph (c) are subject to the provisions of Section 2.12(d)2.14. For purposes hereof, a Lender’s “pro rata share” shall be determined based upon its share of the sum of the total Revolving Exposure, outstanding Term Loans and unused Commitments at the time.

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection subsections (a) or (b) of this Section to be paid by it to the Administrative Agent or the Collateral Agent, as the case may be, (or any sub-agent thereof), ) the L/C Issuer, the Swing Line Lender Issuer or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent or the Collateral Agent, as the case may be, (or any such sub-agent), ) the L/C Issuer, the Swing Line Lender Issuer or such Related Party, as the case may be, (but, in each case, without affecting the Borrower’s obligations with respect thereto) such Lender's Applicable ’s Aggregate Commitment Percentage or, in the case of L/C Obligations, Dollar Revolving Commitment Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent or the Collateral Agent, as the case may be, (or any such sub-agent), ) or the L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent or the Collateral Agent, as the case may be, (or any such sub-agent), ) or L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d2.11(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection paragraph (a) or (b) of this Section 10.03 to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerCollateral Agent, the Swing Line Issuing Bank, the Swingline Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerCollateral Agent (or any sub-agent thereof), the Swing Line Issuing Bank, the Swingline Lender or such Related Party, as the case may be, such Lender's Applicable Percentage pro rata share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Collateral Agent (or any sub-agent thereof), the Swingline Lender or the Swing Line Lender Issuing Bank in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer the Collateral Agent (or any sub-agent thereof), the Swing Line Swingline Lender or Issuing Bank in connection with such capacity. The obligations of the Lenders under this subsection paragraph (c) are subject to the provisions of Section 2.12(d)2.14. For purposes hereof, a Lender's "pro rata share" shall be determined based upon its share of the sum of the total Revolving Exposure, outstanding Term Loans and unused Commitments at the time.

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) of this Section 9.06 or the Borrower for any reason fails to indefeasibly pay or cause to be paid any amount required under subsection (b) of this Section 9.06, in each case, to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C Issuerany Arranger, the Swing Line any Issuing Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C Issuersuch Arranger, the Swing Line such Issuing Lender or such Related Party, as the case may be, such Lender's Applicable Percentage ’s Pro Rata Share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer such Arranger or the Swing Line such Issuing Lender in its capacity as such, such or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer such Arranger or the Swing Line such Issuing Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d2.17(c).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection clause (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerDocumentation Agent (or any sub-agent thereof), the Swing Line any Issuing Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerDocumentation Agent (or any sub-agent thereof), the Swing Line such Issuing Lender or such Related Party, as the case may be, such Lender's Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) ’s pro rata share, based on Commitments, of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Documentation Agent (or the Swing Line any sub-agent thereof) or such Issuing Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer the Documentation Agent (or the Swing Line any sub-agent thereof) or such Issuing Lender in connection with such capacity. The obligations of the Lenders under this subsection clause (c) are subject to the provisions of Section 2.12(d)4.7.

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection clause (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the any L/C Issuer, the Swing Line Lender Issuer or any Related Party of any of the foregoing but (and without affecting the Borrower's reimbursement obligations hereunderlimiting its obligation to do so), (i) each Revolving Credit Lender severally agrees to pay to the Revolver Administrative Agent (or any such sub-agent), the any L/C Issuer, the Swing Line Lender Issuer or such Related Party, and (ii) each Term Loan Lender severally agrees to pay to the Term Loan Administrative Agent (or any such sub-agent) or such Related Party as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount; provided, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the ) or any L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), ) or L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection clause (c) are subject to the provisions of Section 2.12(d2.12(e).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection paragraph (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerIssuing Lender, the Swing Line Swingline Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerIssuing Lender, the Swing Line Swingline Lender or such Related Party, as the case may be, such Lender's Applicable ’s Revolving Credit Commitment Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, amount (including any such unpaid amount in respect of a claim asserted by such Lender); provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Issuing Lender or the Swing Line Swingline Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer Issuing Lender or the Swing Line Swingline Lender in connection with such capacity. The obligations of the Lenders under this subsection paragraph (c) are subject to the provisions of Section 2.12(d)5.7.

Reimbursement by Lenders. To the extent that the Borrower Company for any reason fails to indefeasibly pay any amount required under subsection clause (a) or (b) of this Section 10.04 to be paid by it to the Administrative Agent (or any sub-agent thereof), the an L/C Issuer, the Swing Line Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the such L/C Issuer, the Swing Line Lender or such Related Party, as the case may be, such Lender's ’s pro rata share of such unpaid amount (including any such unpaid amount in respect of a claim asserted by such Lender), such payment to be made by the Lenders ratably based on their Applicable Percentage Percentages (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ); provided that the such unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the Swing Line Lender or such L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), the Swing Line Lender or such L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection clause (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b‎(a) of this Section 9.06 or the Borrower for any reason fails to indefeasibly pay or cause to be paid by it any amount required under subsection ‎(b) of this Section 9.06, in each case, to be paid to the Administrative Agent (or any sub-agent thereof), the L/C Issuer, the Swing Line Lender any Arranger or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C Issuer, the Swing Line Lender such Arranger or such Related Party, as the case may be, such Lender's Applicable Percentage ’s Pro Rata Share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer or the Swing Line Lender such Arranger in its capacity as such, such or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer or the Swing Line Lender such Arranger in connection with such capacity. The obligations of the Lenders under this subsection (c‎(c) are subject to the provisions of Section 2.12(d‎Section 2.17(c).

Reimbursement by Lenders. To the extent that Holdings or the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it either of them to the Administrative Agent Agents (or any sub-agent thereof), the Arrangers, the Syndication Agent, the Co-Documentation Agents, the L/C Issuer, the Swing Line Lender Issuer or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent Agents (or any such sub-agent), the Arrangers, the Syndication Agent, the Co-Documentation Agents, the L/C Issuer, the Swing Line Lender Issuer or such Related Party, as the case may be, such Lender's Applicable Percentage ’s Pro Rata Share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent Agents (or any such sub-agent), the Arrangers, the Syndication Agent, the Co-Documentation Agents or the L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent Agents (or any such sub-agent), the Arrangers, the Syndication Agent, the Co-Documentation Agents or L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection clause (a) or (b) of this Section 12.3 to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerIssuing Bank, the Swing Line Swingline Lender or any Related Party of any of the foregoing foregoing, but without affecting limiting the Borrower's reimbursement obligations hereunderobligation of the Borrower to do so, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerIssuing Bank, the Swing Line Swingline Lender or such Related Party, as the case may be, such Lender's Applicable ’s Revolving Credit Commitment Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Issuing Bank or the Swing Line Swingline Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer Issuing Bank or the Swing Line Swingline Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower any Loan Party for any reason fails to indefeasibly pay any amount required under subsection paragraph (a) or (b) of this Section 11.03 to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C Issuer, the Swing Line Lender Collateral Agent or any Receiver or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerCollateral Agent (or any sub-agent thereof), the Swing Line Lender such Receiver or such Related Party, as the case may be, such Lender's Applicable Percentage ’s pro rata share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Collateral Agent (or any sub-agent thereof) or the Swing Line Lender Receiver, in each case, in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer the Collateral Agent (or any sub-agent thereof) or the Swing Line Lender Receiver in connection with such capacity. The obligations of the Lenders under this subsection paragraph (c) are subject to the provisions of Section 2.12(d)2.14. For purposes hereof, a Lender’s “pro rata share” shall be determined based upon its share of the sum of the total outstanding Term Loans and unused Commitments of all Lenders at the time.

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C Issuerany Sustainability Structuring Agent, any Issuing Bank, the Swing Line Swingline Lender or any Related Party of any of the foregoing but under paragraph (a) or (b) of this Section (and without affecting limiting the Borrower's reimbursement obligations hereunder’s obligation to do so), each Lender severally agrees to pay to the Administrative Agent (or any such sub-agentagent thereof), the L/C Issuersuch Sustainability Structuring Agent, such Issuing Bank, the Swing Line Swingline Lender or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer such Sustainability Structuring Agent, such Issuing Bank or the Swing Line Swingline Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer such Sustainability Structuring Agent, such Issuing Bank or the Swing Line Swingline Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower Credit Parties for any reason fails fail to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerCollateral Agent (or any sub-agent thereof), the Swing Line Lender Issuing Bank or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerCollateral Agent (or any such sub-agent), the Swing Line Lender Issuing Bank or such Related Party, as the case may be, such Lender's Applicable Percentage ’s pro rata share (in each case, determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Collateral Agent (or any such sub-agent) or the Swing Line Lender Issuing Bank in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer the Collateral Agent (or any such sub-agent) or the Swing Line Lender Issuing Bank in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d)this Agreement that provide that their obligations are several in nature, and not joint and several.

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection Section 9.1 or paragraph (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerAdministrative Agent (or any sub-agent thereof), the Swing Line Lender Issuing Lender, or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerAdministrative Agent (or any sub-agent thereof), the Swing Line Lender Issuing Lender, or such Related Party, as the case may be, such Lender's Applicable Percentage ’s Pro Rata Share (determined as of the time that the applicable unreimbursed expense or indemnity payment is soughtsought based on each Lender’s share of the Commitments at such time, or, if the Commitments have been terminated, such Lender’s share of the aggregate outstanding amount of all Advances and plus the Letter of Credit Exposure at such time) of such unpaid amount, amount (including any such unpaid amount in respect of a claim asserted by such Lender); provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Administrative Agent (or any sub-agent thereof), the Swing Line Issuing Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer the Administrative Agent (or any sub-agent thereof), or the Swing Line Issuing Lender in connection with such capacity. The obligations of the Lenders under this subsection paragraph (cb) are subject to the provisions of Section 2.12(d2.12(f).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection clause (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C Issuerany Issuing Lender, the Swing Line any Swingline Lender or any Related Party of any of the foregoing but (and without affecting limiting the Borrower's reimbursement obligations hereunder’s obligation to do so), each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C Issuersuch Issuing Lender, the Swing Line such Swingline Lender or such Related Party, as the case may be, such Lender's Applicable ’s Revolving Credit Commitment Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer any Issuing Lender or the Swing Line any Swingline Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer any Issuing Lender or the Swing Line any Swingline Lender in connection with such capacity. The obligations of the Lenders under this subsection clause (c) are subject to the provisions of Section 2.12(d)4.7.

Reimbursement by Lenders. To the extent that the Borrower Borrowers for any reason fails fail to indefeasibly pay any amount required under subsection (a) or (b) of this Section 10.04 to be paid by it to the Administrative Agent (or any sub-agent thereof), the any L/C IssuerIssue, the any Swing Line Lender or any Related Party of any of the foregoing but and without affecting relieving the Borrower's reimbursement Borrowers of their obligations hereunderwith respect thereto, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the such L/C Issuer, the such Swing Line Lender or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the ) or such L/C Issuer or the such Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), such L/C Issuer or the such Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d2.13(e).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C Issuerany Issuing Bank, the Swing Line Swingline Lender or any Related Party of any of the foregoing but under paragraph (a) or (b) of this Section (and without affecting limiting the Borrower's reimbursement obligations hereunder’s obligation to do so), each Lender severally agrees to pay to the Administrative Agent (or any such sub-agentagent thereof), the L/C Issuersuch Issuing Bank, the Swing Line Swingline Lender or such Related Party, as the case may be, such Lender's Applicable Percentage ’s pro rata share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought based on each Lender’s share of the Total Credit Exposure at such time) of such unpaid amount (including any such unpaid amount in respect of a claim asserted by such Lender), such payment to be made severally among them based on such Lender’s pro rata share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ); provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer such Issuing Bank or the Swing Line Swingline Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer such Issuing Bank or the Swing Line Swingline Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the Lead Arrangers, the L/C Issuer, the Swing Line Lender Issuer or any Related Party of any of the foregoing but and without affecting limiting the Borrower's reimbursement obligations hereunderobligation of the Borrower to do so, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the Lead Arrangers the L/C Issuer, the Swing Line Lender Issuer or such Related Party, as the case may be, such Lender's Applicable Percentage ’s pro rata share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the Lead Arrangers or the L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), the Lead Arrangers or L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d). For purposes of this Section 10.04(c), a Lender’s “pro rata share” shall be determined based on its share of the sum of the Total Outstandings and unused Commitments at the time.

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection Section 9.1 or paragraph (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerAdministrative Agent (or any sub-agent thereof), the Swing Line Lender Issuing Lender, or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerAdministrative Agent (or any sub-agent thereof), the Swing Line Lender Issuing Lender, or such Related Party, as the case may be, such Lender's Applicable Percentage ’s Pro Rata Share (determined as of the time that the applicable unreimbursed expense or indemnity payment is soughtsought based on each Lender’s share of the Commitments at such time, or, if the Commitments have been terminated, such Lender’s share of the aggregate outstanding amount of all Loans plus the Letter of Credit Exposure at such time) of such unpaid amount, amount (including any such unpaid amount in respect of a claim asserted by such Lender); provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Administrative Agent (or any sub-agent thereof), the Swing Line Issuing Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer the Administrative Agent (or any sub-agent thereof), or the Swing Line Issuing Lender in connection with such capacity. The obligations of the Lenders under this subsection paragraph (c) are subject to the provisions of Section 2.12(d2.12(f).

Reimbursement by Lenders. To the extent that the Company or any Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C Issuer, the Swing Line Lender, the New Vehicle Swing Line Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C Issuer, the Swing Line Lender, the New Vehicle Swing Line Lender or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer or Issuer, the Swing Line Lender, the New Vehicle Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer Issuer, the Swing Line Lender, or the New Vehicle Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d2.13(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section 10.04 to be paid by it to the Administrative Agent (or any sub-agent thereof), the any L/C Issuer, the Swing Line Lender any Bookrunner, any Arranger or any Related Party of any of the foregoing but (and without affecting limiting the Borrower's reimbursement obligations hereunderobligation of the Borrower to do so), each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the such L/C Issuer, the Swing Line Lender such Bookrunner, such Arranger or such Related Party, as the case may be, such Lender's ’s Applicable Percentage of such unpaid amount (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount); provided, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the any L/C Issuer Issuer, any Bookrunner or the Swing Line Lender any Arranger in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), any L/C Issuer Issuer, any Bookrunner or the Swing Line Lender any Arranger in connection with such capacity; provided further that only the Revolving Credit Lenders shall be obligated to indemnify the L/C Issuers hereunder. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower Loan Parties for any reason fails fail to indefeasibly pay any amount required under subsection (a) or (b) of this Section 10.04 to be paid by it them to the Administrative Agent (or any sub-agent thereof), the Collateral Agent, the L/C Issuer, the Swing Line Swingline Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the Collateral Agent, (or any sub-agent thereof), the Collateral Agent, the L/C Issuer, the Swing Line Swingline Lender or such Related Party, as the case may be, such Lender's Applicable Percentage ’s Pro rata Share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the Collateral Agent (or any sub-agent thereof), the Swingline Lender or the L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), the Collateral Agent (or any sub-agent thereof), or L/C Issuer or the Swing Line Swingline Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower Loan Parties for any reason fails fail to indefeasibly pay any amount required under subsection (a) or (b) of this Section 10.04 to be paid by it them to the Administrative Agent (or any sub-agent thereof), the Collateral Agent, the L/C Issuer, the Swing Line Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the Collateral Agent, (or any sub-agent thereof), the Collateral Agent, the L/C Issuer, the Swing Line Lender or such Related Party, as the case may be, such Lender's Applicable Percentage ’s Pro rata Share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the Collateral Agent (or any sub-agent thereof), the Swing Line Lender or the L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), the Collateral Agent (or any sub-agent thereof), or L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower Credit Parties for any reason fails fail to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it them to the Administrative Agent (or any sub-agent thereof) (other than fees payable to the Administrative Agent pursuant to the Administrative Agent’s Fee Letter and fronting fees payable to the Issuing Lender pursuant to 3.05(b)(ii)), the L/C Issuer, the Swing Line Issuing Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C Issuer, the Swing Line Issuing Lender or such Related Party, as the case may be, such Lender's Applicable ’s Revolving Commitment Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer ) or the Swing Line Issuing Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer ) or the Swing Line Issuing Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d3.13(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection paragraph (a) or (b) of this Section 10.03 to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerCollateral Agent, the Swing Line Issuing Bank, the Swingline Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerCollateral Agent (or any sub-agent thereof), the Swing Line Issuing Bank, the Swingline Lender or such Related Party, as the case may be, such Lender's Applicable Percentage ’s pro rata share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Collateral Agent (or any sub-agent thereof), the Swingline Lender or the Swing Line Lender Issuing Bank in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer the Collateral Agent (or any sub-agent thereof), the Swing Line Swingline Lender or Issuing Bank in connection with such capacity. The obligations of the Lenders under this subsection paragraph (c) are subject to the provisions of Section 2.12(d)2.14. For purposes hereof, a Lender’s “pro rata share” shall be determined based upon its share of the sum of the total Revolving Exposure, outstanding Tranche B Loans and unused Commitments at the time.

Reimbursement by Lenders. To the extent that the any Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or and any sub-agent thereof), the Revolver Agent, the L/C Issuer, the Swing Line Lender Issuer or any Related Party of any of the foregoing but without affecting Administrative Agent, the Borrower's reimbursement obligations hereunderRevolver Agent or the L/C Issuer, each Lender severally agrees to pay to the Administrative Agent (or and any such sub-agentagent thereof), the Revolver Agent, the L/C Issuer, the Swing Line Lender Issuer or such Related Party, as the case may be, such Lender's Applicable Percentage ’s pro rata share of the Aggregate Commitments (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or and any such sub-agentagent thereof), the Revolver Agent or the L/C Issuer or the Swing Line Lender in its respective capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or and any such sub-agentagent thereof), the Revolver Agent or the L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the a Collateral Agent (or any sub-agent thereof), a L/C Issuer, the Swing Line Lender Issuer or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the such Collateral Agent (or any sub-agent thereof), such L/C Issuer, the Swing Line Lender Issuer or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the a Collateral Agent (or any sub-agent thereof) or a L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), a Collateral Agent (or any sub-agent thereof) or a L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) of this Section 9.06 or the Borrower for any reason fails to indefeasibly pay or cause to be paid any amount required under subsection (b) of this Section 9.06, in each case, to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C Issuer, the Swing Line Lender any Arranger or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C Issuer, the Swing Line Lender such Arranger or such Related Party, as the case may be, such Lender's Applicable Percentage ’s Pro Rata Share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer or the Swing Line Lender such Arranger in its capacity as such, such or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer or the Swing Line Lender such Arranger in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d2.17(c).

Reimbursement by Lenders. To the extent that the any Borrower for any reason fails to indefeasibly pay any amount required under subsection paragraph (a) or (b) of this Section 10.03 to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerCollateral Agent, the Swing Line Issuing Bank, the Swingline Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerCollateral Agent (or any sub-agent thereof), the Swing Line Issuing Bank, the Swingline Lender or such Related Party, as the case may be, such Lender's Applicable Percentage ’s pro rata share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Collateral Agent (or any sub-agent thereof), the Swingline Lender or the Swing Line Lender Issuing Bank in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer the Collateral Agent (or any sub-agent thereof), the Swing Line Swingline Lender or Issuing Bank in connection with such capacity. The obligations of the Lenders under this subsection paragraph (c) are subject to the provisions of Section 2.12(d)2.14. For purposes hereof, a Lender’s “pro rata share” shall be determined based upon its share of the sum of the total Revolving Exposure and unused Commitments at the time.

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the any L/C Issuer, the any Swing Line Lender or any Related Party of any of the foregoing but foregoing, and without affecting the limiting Borrower's reimbursement obligations hereunder’s obligation to do so, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the such L/C Issuer, the Swing Line Lender or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the ) or such L/C Issuer or the such Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), or such L/C Issuer or the such Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the a Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the Multicurrency Administrative Agent (and any sub-agent thereof), the L/C Issuer, the Swing Line Lender Issuer or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the Multicurrency Administrative Agent (or any such sub-agent), the L/C Issuer, the Swing Line Lender Issuer or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case 102 may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the Multicurrency Administrative Agent (and any such sub-agent), or the L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), the Multicurrency Administrative Agent (or any such sub-agent), or L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection paragraph (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerIssuing Lender, the Swing Line Swingline Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerIssuing Lender, the Swing Line Swingline Lender or such Related Party, as the case may be, such Lender's Applicable Revolving Credit Commitment Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, amount (including any such unpaid amount in respect of a claim asserted by such Lender); provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Issuing Lender or the Swing Line Swingline Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer Issuing Lender or the Swing Line Swingline Lender in connection with such capacity. The obligations of the Lenders under this subsection paragraph (c) are subject to the provisions of Section 2.12(d)5.7.

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection clause (a) or (b) of this Section 11.04 to be paid by it to the Administrative Agent (or any sub-agent thereof), the Collateral Agent (or any sub-agent thereof), any L/C Issuer, the Swing Line Lender Issuer or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the Collateral Agent (or any sub-agent thereof), such L/C Issuer, the Swing Line Lender Issuer or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the Collateral Agent (or any sub-agent thereof) or any L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), the Collateral Agent (or any sub-agent thereof) or such L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection clause (c) are subject to the provisions of Section 2.12(d2.11(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection paragraph (a) or (b) of this Section 10.03 to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerCollateral Agent, the Swing Line Lender Issuing Bank, or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerCollateral Agent (or any sub-agent thereof), the Swing Line Lender Issuing Bank, or such Related Party, as the case may be, such Lender's Applicable Percentage pro rata share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amountamount (such indemnity shall be effective whether or not the related losses, claims, damages, liabilities and related expenses are incurred or asserted by any party hereto or any third party); provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Collateral Agent (or any sub-agent thereof), the Swing Line Lender Issuing Bank in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer the Collateral Agent (or the Swing Line Lender any sub-agent thereof), Issuing Bank in connection with such capacity. The obligations of the Lenders under this subsection paragraph (c) are subject to the provisions of Section 2.12(d)2.

Reimbursement by Lenders. To the extent that the Borrower Company for any reason fails to indefeasibly pay any amount required under subsection clause (a) or (b) of this Section 10.04 to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C Issuer, the Swing Line Lender Lenders 165 #47923322 or any Related Party of any of the foregoing foregoing, but without affecting the Borrower's reimbursement ’s obligations hereunderwith respect thereto, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C Issuer, the Swing Line Lender Lenders or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer or the each Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer or the each Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection clause (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the Collateral Agent (or any sub-agent thereof), each L/C Issuer, the Swing Line Lender Issuer or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the Collateral Agent (or any such sub-agent), each L/C Issuer, the Swing Line Lender Issuer or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the Collateral Agent (or any such sub-agent) or the applicable L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), the Collateral Agent (or any such sub-agent) or the applicable L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).such

Reimbursement by Lenders. To the extent that the Borrower a Loan Party for any reason fails to indefeasibly pay any amount required under subsection paragraph (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerMulticurrency Agent (or any sub-agent thereof), the Swing Line any Swingline Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerMulticurrency Agent (or any sub-agent thereof), the Swing Line such Swingline Lender or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Multicurrency Agent (or the Swing Line any sub-agent thereof), such Swingline Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer the Multicurrency Agent (or the Swing Line any sub-agent thereof), or any such Swingline Lender in connection with such capacity. The obligations of the Lenders under this subsection paragraph (c) are subject to the provisions of Section 2.12(d)9.11.

Reimbursement by Lenders. To the extent that the U.S. Borrower for any reason fails to indefeasibly pay any amount required under subsection clause (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerIssuing Lender, the Swing Line Swingline Lender or any Related Party of any of the foregoing but (and without affecting limiting the U.S. Borrower's reimbursement obligations hereunder’s obligation to do so), each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerIssuing Lender, the Swing Line Swingline Lender or such Related Party, as the case may be, such Lender's Applicable ’s Revolving Credit Commitment Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Issuing Lender or the Swing Line Swingline Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer Issuing Lender or the Swing Line Swingline Lender in connection with such capacity. The obligations of the Lenders under this subsection clause (c) are subject to the provisions of Section 2.12(d)4.7.

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection paragraph (a) or (b) of this Section 10.03 to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerCollateral Agent, the Swing Line Issuing Bank, the Swingline Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerCollateral Agent (or any sub-agent thereof), the Swing Line Issuing Bank, the Swingline Lender or such Related Party, as the case may be, such Lender's Applicable Percentage ’s pro rata share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Collateral Agent (or any sub-agent thereof), the Swingline Lender or the Swing Line Lender Issuing Bank in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer the Collateral Agent (or any sub-agent thereof), the Swing Line Swingline Lender or Issuing Bank in connection with such capacity. The obligations of the Lenders under this subsection paragraph (c) are subject to the provisions of Section 2.12(d)2.14. For purposes hereof, a Lender’s “pro rata share” shall be determined based upon its share of the sum of the total Additional Revolving Exposure, outstanding Term Loans and unused Commitments at the time.

Reimbursement by Lenders. To the extent that the any Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the any L/C Issuer, the any Swing Line Lender or any Related Party of any of the foregoing but foregoing, and without affecting limiting the Borrower's reimbursement obligations hereunderobligation of the Borrowers to do so, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the such L/C Issuer, the such Swing Line Lender or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent)) or, the any L/C Issuer or the any Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent)) or, any L/C Issuer or the any Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section 11.04 to be paid by it to the Administrative Agent (or any sub-agent sub‑agent thereof), the Collateral Agent (or any sub‑agent thereof), each L/C Issuer, the Swing Line Lender Issuer or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agentsub‑agent), the Collateral Agent (or any such sub‑agent), each L/C Issuer, the Swing Line Lender Issuer or such Related Party, as the case may be, such Lender's Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agentsub‑agent), the Collateral Agent (or any such sub‑agent) or the applicable L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agentsub‑agent), the Collateral Agent (or any such sub‑agent) or the applicable L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Company or any Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent sub‑agent thereof), the L/C Issuer, the Swing Line Lender, the New Vehicle Swing Line Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agentsub‑agent), the L/C Issuer, the Swing Line Lender, the New Vehicle Swing Line Lender or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agentsub‑agent), the L/C Issuer Issuer, the Swing Line Lender or the New Vehicle Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agentsub‑agent), L/C Issuer Issuer, the Swing Line Lender, or the New Vehicle Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d2.13(d).

Reimbursement by Lenders. To the extent that the Borrower or any Credit Party for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent sub‑agent thereof), the L/C Issuer, the Swing Line Issuing Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender (other than the Term Loan Lenders with respect to indemnification of the Issuing Lender) severally agrees to pay to the Administrative Agent (or any such sub-agentsub‑agent), the L/C Issuer, the Swing Line Issuing Lender or such Related Party, as the case may be, such Lender's Applicable ’s Commitment Percentage (determined as of the time that the applicable unreimbursed expense or 118 indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer sub‑agent) or the Swing Line Issuing Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer sub‑agent) or the Swing Line Issuing Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d)3.14.

Reimbursement by Lenders. To the extent that the Borrower Co-Borrowers for any reason fails fail to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the Lead Arrangers, the L/C Issuer, the Swing Line Lender Issuer or any Related Party of any of the foregoing but and without affecting limiting the Borrower's reimbursement obligations hereunderobligation of the Co-Borrowers to do so, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the Lead Arrangers the L/C Issuer, the Swing Line Lender Issuer or such Related Party, as the case may be, such Lender's Applicable Percentage ’s pro rata share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the Lead Arrangers or the L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), the Lead Arrangers or L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d). For purposes of this Section 10.04(c), a Lender’s “pro rata share” shall be determined based on its share of the sum of the Total Outstandings and unused Commitments at the time.

Reimbursement by Lenders. To the extent that the Borrower Company for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent or the Offshore Sub-Administrative Agent (or any sub-agent of either thereof), the any L/C Issuer, the Swing Line Lender Issuer or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent, the Offshore Sub-Administrative Agent (or any such sub-agentagent of either of them), the L/C Issuer, the Swing Line Lender Issuers or such Related Party, as the case may be, such Lender's Total Applicable Percentage, Domestic Applicable Percentage or Offshore Applicable Percentage, as applicable (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent or the Offshore Sub-Administrative Agent (or any such sub-agent), the agent of either thereof) or such L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), ) or such L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d4.06(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) of this Section 9.06 or the Borrower for any reason fails to indefeasibly pay or cause to be paid any amount required under subsection (b) of this Section 9.06, in each case, to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C Issuer, the Swing Line Lender Arranger or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C Issuer, the Swing Line Lender Arranger or such Related Party, as the case may be, such Lender's Applicable Percentage ’s Pro Rata Share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer ) or the Swing Line Lender Arranger in its capacity as such, such or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer ) or the Swing Line Lender Arranger in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d2.17(c).

Reimbursement by Lenders. To the extent that the Borrower Borrowers for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section 13.01 to be paid by it them to the Administrative Agent (or any sub-agent thereof), the L/C Issuer, the Swing Line Issuing Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C Issuer, the Swing Line Issuing Lender or such Related Party, as the case may be, such Lender's Applicable Percentage Proportionate Share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer ) or the Swing Line Lender in its capacity as suchIssuing Lender, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer ) or the Swing Line Issuing Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) Section 13.02 are subject to the other provisions of this Agreement concerning several liability of the Lenders. This Section 2.12(d)13.02 shall not apply to Taxes, which are the subject of Section 15.02.

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C Issuer, the Swing Line Lender or any Related Party of any of the foregoing but (and without affecting the Borrower's reimbursement obligations hereunderlimiting its obligation to do so), each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C Issuer, the Swing Line Lender or such Related Party, as the case may be, such Lender's Applicable Percentage ’s pro rata share (determined as of the time that the applicable unreimbursed expense or indemnity payment is soughtsought based on each Lender’s share of the Total Credit Exposure at such time) of such unpaid amountamount (including any such unpaid amount in respect of a claim asserted by such Lender), provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), ) or the L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), ) or the L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d2.11(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection clause (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerDocumentation Agent (or any sub-agent - thereof), the Swing Line any Issuing Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerDocumentation Agent (or any sub-agent thereof), the Swing Line such Issuing Lender or such Related Party, as the case may be, such Lender's Applicable ’s Commitment Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Documentation Agent (or the Swing Line any sub-agent thereof) or such Issuing Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer the Documentation Agent (or the Swing Line any sub-agent thereof) or such Issuing Lender in connection with such capacity. The obligations of the Lenders under this subsection clause (c) are subject to the provisions of Section 2.12(d)4.7.

Reimbursement by Lenders. To the extent that the Borrower Loan Parties for any reason fails fail to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it them to the any Administrative Agent (or any sub-agent thereof), the any Collateral Agent (or any sub-agent thereof), any L/C Issuer, the Swing Line Lender Issuer or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the applicable Administrative Agent (or any such sub-agent), the applicable Collateral Agent (or any sub-agent thereof), the applicable L/C Issuer, the Swing Line Lender Issuer or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the applicable Administrative Agent (or any such sub-agentagent thereof), the applicable Collateral Agent (or any sub-agent thereof) or the applicable L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the applicable Administrative Agent (or any such sub-agentagent thereof), the applicable Collateral Agent (or any sub-agent thereof) or the applicable L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection Section 2.05 or paragraph (a) or (b) of this Section 10.03 to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C Issuer, the Swing Line Lender Collateral Agent (or any sub-agent thereof) or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C Issuer, the Swing Line Lender Collateral Agent (or any sub-agent thereof) or such Related Party, as the case may be, such Lender's Applicable Percentage ’s pro rata share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amountamount (such indemnity shall be effective whether or not the related losses, claims, damages, liabilities and related expenses are incurred or asserted by any party hereto or any third party); provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer ) or the Swing Line Lender Collateral Agent (or any sub-agent thereof) in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer ) or the Swing Line Lender Collateral Agent (or any sub-agent thereof) in connection with such capacity. The obligations of the Lenders under this subsection paragraph (c) are subject to the provisions of Section 2.12(d)2.12.

Reimbursement by Lenders. To the extent that Holdings and the U.S. Borrower for any reason fails fail indefeasibly to indefeasibly pay any amount required under subsection (a) or (b) of this Section 10.04 to be paid by it or them to the Administrative Agent (or any sub-agent thereof), the any L/C Issuer, the Swing Line Lender Issuer or any Related Party of any of the foregoing but (and without affecting the Borrower's reimbursement obligations hereunderlimiting their obligation to do so), each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the each L/C Issuer, the Swing Line Lender Issuer or such Related Party, as the case may be, such Lender's ’s Applicable Adjusted Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the ) or an L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), ) or an L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d). For the avoidance of doubt, nothing in this Section 10.04(c) shall relieve Holdings or the U.S. Borrower from its obligations under Section 10.04(b).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay in full in cash any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative 67072595_7 Agent (or any sub-agent thereof), the L/C Issuer, the Swing Line Lender or any Related Party of any of the foregoing foregoing, but without affecting relieving the Borrower's reimbursement obligations hereunderBorrower from its obligation to do so, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C Issuer, the Swing Line Lender or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), ) or the L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), ) or L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C Issuereach Issuing Bank, the Swing Line Swingline Lender or any Related Party of any of the foregoing foregoing, but without affecting releasing the Borrower's reimbursement obligations hereunderBorrower from its obligation to do so, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C Issuereach Issuing Bank, the Swing Line Swingline Lender or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer each Issuing Bank, or the Swing Line Swingline Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer or the Swing Line Lender ) in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d2.10(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the Syndication Agent, any L/C Issuer, the Swing Line Lender any Arranger or any Related Party of any of the foregoing but (and without affecting limiting the Borrower's reimbursement obligations hereunderobligation of the Borrower to do so), each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the Syndication Agent, any L/C Issuer, the Swing Line Lender such Arranger or such Related Party, as the case may be, such Lender's ’s Applicable Percentage of such unpaid amount (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount); provided, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the Syndication Agent, any L/C Issuer or the Swing Line Lender any Arranger in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), the Syndication Agent, any L/C Issuer or the Swing Line Lender any Arranger in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d2.13(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection paragraph (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerIssuing Lender, the Swing Line Loan Lender or any Related Party of any of the foregoing but foregoing, without affecting relieving the Borrower's reimbursement obligations hereunderBorrower from its obligation to do so, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C Issuersuch Issuing Lender, the such Swing Line Loan Lender or such Related Party, as the case may be, such Lender's Applicable Percentage ’s pro rata share (determined as of the time that the applicable unreimbursed expense or indemnity payment is soughtsought based on each Lender’s Ratable Share at such time) of such unpaid amount, amount (including any such unpaid amount in respect of a claim asserted by such Lender); provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer agent),the Issuing Lender or the Swing Line Loan Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer the Issuing Lender or the Swing Line Loan Lender in connection with such capacity. The obligations of the Lenders under this subsection paragraph (cb) are subject to the provisions of Section 2.12(d)2.2 [Nature of Lenders’ Obligations with Respect to Revolving Credit Loans].

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) of this Section 9.06 or the Borrower for any reason fails to indefeasibly pay or cause to be paid any amount required under subsection (b) of this Section 9.06, in each case, to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C Issuer, the Swing Line Lender any Arranger or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C Issuer, the Swing Line Lender such Arranger or such Related Party, as the case may be, such Lender's Applicable Percentage ’s Pro Rata Share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer ) or the Swing Line Lender such Arranger in its capacity as such, such or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer ) or the Swing Line Lender such Arranger in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d2.17(c).

Reimbursement by Lenders. To the extent that the Borrower Borrowers for any reason fails fail to indefeasibly pay any amount required under subsection (a) or (b) of this Section 10.04 to be paid by it to the Administrative Agent (or any sub-agent thereof), the any L/C Issuer, the Swing Line Lender or any Related Party of any of the foregoing but and without affecting relieving the Borrower's reimbursement Borrowers of their obligations hereunderwith respect thereto, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the such L/C Issuer, the Swing Line Lender or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the ) or such L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), such L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d2.13(d).. -141-

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerIssuers, the Swing Line Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerIssuers, the Swing Line Lender or such Related Party, as the case may be, such unpaid amount (including any such unpaid amount in respect of a claim asserted by such Lender's Applicable Percentage ), such payment to be made severally among them based on such Lender’s Pro Rata Share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount), provided that provided, further that, the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Issuers or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), the L/C Issuer Issuers or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the applicable Collateral Management Agent, the applicable L/C Issuer, the applicable Swing Line Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the applicable Collateral Management Agent, the applicable L/C Issuer, the applicable Swing Line Lender or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the such Collateral Management Agent, such L/C Issuer or the such Swing Line Lender in its capacity as such, such or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), such L/C Issuer or the such Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Lead Administrative Agent (or any sub-agent thereof), the L/C Issuer, the Swing Line Lender any Sustainability Structuring Agent or any Related Party of any of the foregoing but (and without affecting the Borrower's reimbursement limiting its obligations hereunderto do so), each Lender severally agrees to pay to the Lead Administrative Agent (or any such sub-agent), the L/C Issuer, the Swing Line Lender such Sustainability Structuring Agent or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Lead Administrative Agent (or any such sub-agent), the L/C Issuer or the Swing Line Lender such Sustainability Structuring Agent in its capacity as such, or against any Related Party of any of the foregoing acting for the Lead Administrative Agent (or any such sub-agent), L/C Issuer or the Swing Line Lender Sustainability Structuring Agent in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b‎(a) of this Section 9.06 or the Borrower for any reason fails to indefeasibly pay or cause to be paid by it any amount required under subsection ‎(b) of this Section 9.06, in each case, to be paid to the Administrative Agent (or any sub-agent thereof), the L/C Issuerany Arranger, the Swing Line any Issuing Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C Issuersuch Arranger, the Swing Line such Issuing Lender or such Related Party, as the case may be, such Lender's Applicable Percentage ’s Pro Rata Share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer such Arranger or the Swing Line such Issuing Lender in its capacity as such, such or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer such Arranger or the Swing Line such Issuing Lender in connection with such capacity. The obligations of the Lenders under this subsection (c‎(c) are subject to the provisions of Section 2.12(d‎Section 2.17(c).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection Subsections 11.13.1 (aCosts and Expenses) or and 11.13.2 (bIndemnification by the Borrower) of this Section to be paid by it to the Administrative Co-Lead Arrangers, the Syndication Agent, the Agent (or any sub-agent thereof), the L/C Issuer, the Swing Line Lender Issuing Bank or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Co-Lead Arrangers, the Syndication Agent, the Agent (or any such sub-agent), the L/C Issuer, the Swing Line Lender Issuing Bank or such its Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Co-Lead Arrangers, the Syndication Agent, the Agent (or any such sub-agent), the L/C Issuer ) or the Swing Line Lender Issuing Bank in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Co-Lead Arrangers, the Syndication Agent, the Agent (or any such sub-agent), L/C Issuer ) or the Swing Line Lender Issuing Bank in connection with such capacity. The obligations of the Lenders under this subsection (c) Subsection 11.13.3 are subject to the provisions of Section 2.12(d1.9 (Lenders’ Obligations Several).

Reimbursement by Lenders. To the extent that either or both of the Borrower Borrowers for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Collateral Agent (or any sub-agent thereof), the Administrative Agent (or any sub-agent thereof), the L/C Issuer, the Swing Line Lender Issuer or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Collateral Agent (or any such sub-agent), the Administrative Agent (or any such sub-agent), the L/C Issuer, the Swing Line Lender Issuer or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Collateral Agent (or any such sub-agent), the Administrative Agent (or any such sub-agent) or the L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Collateral Agent (or any such sub-agent), the Administrative Agent (or any such sub-agent) or L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) of this Section 9.06 or the Borrower for any reason fails to indefeasibly pay or cause to be paid any amount required under subsection (b) of this Section 9.06, in each case, to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C Issuer, the Swing Line Lender any Arranger or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C Issuer, the Swing Line Lender any Arranger or such Related Party, as the case may be, such Lender's Applicable Percentage ’s Pro Rata Share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer ) or the Swing Line Lender any Arranger in its capacity as such, such or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer ) or the Swing Line Lender any Arranger in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d2.17(c).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection clause (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerDocumentation Agent (or any sub-agent - thereof), the Swing Line any Issuing Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerDocumentation Agent (or any sub-agent thereof), the Swing Line such Issuing Lender or such Related Party, as the case may be, such Lender's Applicable Commitment Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Documentation Agent (or the Swing Line any sub-agent thereof) or such Issuing Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer the Documentation Agent (or the Swing Line any sub-agent thereof) or such Issuing Lender in connection with such capacity. The obligations of the Lenders under this subsection clause (c) are subject to the provisions of Section 2.12(d)4.7.

Reimbursement by Lenders. To the extent that the Borrower Credit Parties for any reason fails fail to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerCollateral Agent (or any sub-agent thereof), the Swing Line Lender Issuing Bank or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerCollateral Agent (or any such sub-agent), the Swing Line Lender Issuing Bank or such Related Party, as the case may be, such Lender's Applicable Percentage ’s pro rata share (in each case, determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Collateral Agent (or any such sub-agent) or the Swing Line Lender Issuing Bank in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub- agent), the Collateral Agent (or any such sub-agent), L/C Issuer ) or the Swing Line Lender Issuing Bank in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).this Agreement that provide that their obligations are several in nature, and not joint and several. 116 130164155_5

Reimbursement by Lenders. To the extent that the Borrower a Loan Party for any reason fails to indefeasibly pay any amount required under subsection paragraph (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C IssuerMulticurrency Agent (or any sub-agent thereof), the Swing Line any Swingline Lender or any Related Party of any of the foregoing but without affecting the Borrower's reimbursement obligations hereunderforegoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C IssuerMulticurrency Agent (or any sub-agent thereof), the Swing Line such Swingline Lender or such Related Party, as the case may be, such Lender's Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer Multicurrency Agent (or the Swing Line any sub-agent thereof), such Swingline Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), L/C Issuer the Multicurrency Agent (or the Swing Line any sub-agent thereof), or any such Swingline Lender in connection with such capacity. The obligations of the Lenders under this subsection paragraph (c) are subject to the provisions of Section 2.12(d)Sections 9.10 and 9.13.

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay in full in cash any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C Issuer, the Swing Line Lender or any Related Party of any of the foregoing foregoing, but without affecting relieving the Borrower's reimbursement obligations hereunderBorrower from its obligation to do so, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C Issuer, the Swing Line Lender or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), ) or the L/C Issuer or the Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), ) or L/C Issuer or the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section 10.04 to be paid by it to the Administrative Agent (or any sub-agent thereof), the any L/C IssuerIssue, the any Swing Line Lender or any Related Party of any of the foregoing but and without affecting relieving the Borrower's reimbursement Borrower of its obligations hereunderwith respect thereto, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the such L/C Issuer, the such Swing Line Lender or such Related Party, as the case may be, such Lender's ’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the ) or such L/C Issuer or the such Swing Line Lender in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), such L/C Issuer or the such Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d2.13(d).

Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C Issuer, the Swing Line Lender Lender, any Arranger or any Related Party of any of the foregoing but (and without affecting limiting the Borrower's reimbursement obligations hereunderobligation of the Borrower to do so), each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C Issuer, the Swing Line Lender Lender, such Arranger or such Related Party, as the case may be, such Lender's ’s Applicable Percentage of such unpaid amount (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount); provided, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent), the L/C Issuer or Issuer, the Swing Line Lender or any Arranger in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), the L/C Issuer or Issuer, the Swing Line Lender or any Arranger in connection with such capacity; provided further that only the Revolving Lenders shall be obligated to indemnify the L/C Issuer and Swing Line Lender hereunder. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).