Common use of Reimbursement by Lxxxxxx Clause in Contracts

Reimbursement by Lxxxxxx. 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 to the Administrative Agent (or any sub-agent thereof), any Arranger, any Issuing Lender or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such Arranger, such Issuing Lender or such Related Party, as the case may be, such Lxxxxx’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), such Arranger 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), such Arranger or such Issuing Lender in connection with such capacity. The obligations of the Lenders under this subsection ‎(c) are subject to the provisions of ‎Section 2.17(c).

Reimbursement by Lxxxxxx. To the extent that the Borrower Loan Parties for any reason fails fail to indefeasibly pay any amount required under subsection ‎(aclauses (a) or (b) of this Section 9.06 or the Borrower for any reason fails to indefeasibly pay or cause 11.04 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), any ArrangerL/C Issuer, any Issuing the Swingline Lender or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such Arrangerany L/C Issuer, such Issuing the Swingline Lender or such Related Party, as the case may be, such Lxxxxx’s Pro Rata Share 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 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), such Arranger L/C Issuer or such Issuing the Swingline 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 Arranger L/C Issuer or such Issuing the Swingline Lender in connection with such capacity. The obligations of the Lenders under this subsection ‎(cclause (c) are subject to the provisions of ‎Section 2.17(cSection 2.12(d).

Reimbursement by Lxxxxxx. To the extent that the Borrower Company for any reason fails to indefeasibly pay any amount required under subsection ‎(a(a) or (b) 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), any Arrangerthe L/C Issuer, any Issuing the Swing Line Lender or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such Arrangerthe L/C Issuer, such Issuing the Swing Line Lender or such Related Party, as the case may be, such LxxxxxLender’s Pro Rata Share 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 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), such Arranger the L/C Issuer or such Issuing the 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 Arranger the L/C Issuer or such Issuing the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection ‎(c(c) are subject to the provisions of ‎Section 2.17(cSection 2.12(d).

Reimbursement by Lxxxxxx. To the extent that the Borrower for any reason fails indefeasibly to indefeasibly pay any amount required under subsection ‎(aparagraph (a) or (b) 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), any Arrangerthe Issuing Lender, any Issuing the Swingline Lender or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such Arrangerthe Issuing Lender, such Issuing the Swingline Lender or such Related Party, as the case may be, such LxxxxxLender’s Pro Rata Share 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); provided that with respect to such unpaid amounts owed to the Issuing Lender or the Swingline Lender solely in its capacity as such, only the Revolving Lenders shall be required to pay such unpaid amounts, such payment to be made severally among them based on such Revolving Lenders’ Revolving Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount); provided further, 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), such Arranger the Issuing Lender or such Issuing the Swingline 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 Arranger the Issuing Lender or such Issuing the Swingline Lender in connection with such capacity. The obligations of the Lenders under this subsection ‎(cparagraph (c) are subject to the provisions of ‎Section 2.17(cSections 2.1, 2.4 and 2.20(e).

Reimbursement by Lxxxxxx. To the extent that the Borrower Borrowers for any reason fails fail to indefeasibly pay any amount required under subsection ‎(a) of this Section 9.06 10.08.1 or the Borrower for any reason fails to indefeasibly pay or cause 10.08.2 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), any Arrangerthe Issuing Bank, any Issuing Swingline Lender or any Related Party of any of the foregoing, each Lender severally agrees promises to pay to the Administrative Agent (or any such sub-agent), such Arrangerthe Issuing Bank, such Issuing the Swingline Lender or such Related Party, as the case may be, such LxxxxxLender’s Pro Rata Share 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 aggregate Total Credit Exposure for all Lenders at such time) of such unpaid amount (including any such unpaid amount in respect of a claim asserted by such Lender); provided that with respect to such unpaid amounts owed to the Issuing Bank or the Swingline Lender solely in its capacity as such, only the holders of Revolving Credit Loans shall be required to pay such unpaid amounts, such payment to be made severally among them based on each of such Lenders’ respective Revolving Credit Commitment Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amountprovided, 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), such Arranger Issuing Bank or such Issuing the Swingline 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 Arranger the Issuing Bank or such Issuing any the Swingline Lender in connection with such capacity. The obligations of the Lenders under this subsection ‎(c) are subject to the provisions of ‎Section 2.17(c).

Reimbursement by Lxxxxxx. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection ‎(aSections 11.12(a) of this Section 9.06 or the Borrower for any reason fails to indefeasibly pay or cause (b) 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), any the Swing Line Lender, the Left Lead Arranger, any Issuing Lender an L/C Issuer or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such ArrangerL/C Issuer, such Issuing Lender or such Related Party, as the case may be, such LxxxxxLender’s Pro Rata Share 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 with respect to such unpaid amounts owed to such L/C Issuer or Swing Line Lender solely in its capacity as such, provided the Lenders shall be required to pay such unpaid amounts severally among them based on their Revolver Percentages (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought); 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), such the Left Lead Arranger or such Issuing Lender L/C Issuer 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 the Swing Line Lender, the Left Lead Arranger or such Issuing Lender L/C Issuer in connection with such capacity. The obligations of the Lenders under this subsection ‎(cSection 11.12(c) are subject several and not joint. The Administrative Agent shall be entitled to offset amounts received for the account of a Lender under this Agreement against unpaid amounts due from such Lender to the provisions Administrative Agent hereunder (whether as fundings of ‎Section 2.17(cparticipations, indemnities or otherwise), but shall not be entitled to offset against amounts owed to the Administrative Agent by any Lender arising outside of this Agreement and the other Loan Documents.

Reimbursement by Lxxxxxx. To the extent that the Borrower for any reason fails indefeasibly to indefeasibly pay any amount required under subsection ‎(aparagraph (a) or (b) 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), any Arrangerthe Issuing Lender, any Issuing the Swingline Lender or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such Arrangerthe Issuing Lender, such Issuing the Swingline Lender or such Related Party, as the case may be, such LxxxxxLender’s Pro Rata Share 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 further, 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), such Arranger the Issuing Lender or such Issuing the Swingline 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 Arranger the Issuing Lender or such Issuing the Swingline Lender in connection with such capacity. The obligations of the Lenders under this subsection ‎(cparagraph (c) are subject to the provisions of ‎Section 2.17(cSections 2.1 and 2.15(e).

Reimbursement by Lxxxxxx. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection ‎(aSection 9.06(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 to the Administrative Agent (or any sub-agent thereof), any Arranger, any Issuing Lender Arranger or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such Arranger, such Issuing Lender Arranger or such Related Party, as the case may be, such Lxxxxx’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), such Arranger 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), such Arranger or such Issuing Lender in connection with such capacity. The obligations of the Lenders under this subsection ‎(c) are subject to the provisions of ‎Section 2.17(c).

Reimbursement by Lxxxxxx. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection ‎(a(a) or (b) 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), any Arranger, any Issuing Lender L/C Issuer or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such Arranger, such Issuing Lender L/C Issuer or such Related Party, as the case may be, such LxxxxxLender’s Pro Rata Share 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 Applicable Percentage (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), such Arranger or such Issuing Lender any L/C Issuer 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 Arranger or such Issuing Lender any L/C Issuer in connection with such capacity. The obligations of the Lenders under this subsection ‎(c(c) are subject to the provisions of ‎Section 2.17(cSection 2.12(d).

Reimbursement by Lxxxxxx. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection ‎(aparagraph (a) or (b) 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), any ArrangerIssuing Bank, any Issuing Lender the Swing Line Bank or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such ArrangerIssuing Bank, such Issuing Lender the Swing Line Bank or such Related Party, as the case may be, such Lxxxxx’s Pro Rata Share 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 aggregate principal amount of all Advances and the Available Amount of all outstanding Letters of Credit at such time) of such unpaid amount (including any such unpaid amount in respect of a claim asserted by such Lender); provided that with respect to such unpaid amounts owed to any Issuing Bank or the Swing Line Bank solely in its capacity as such, such payment to be made severally among the Lenders based on their respective Ratable Shares (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amountprovided, 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), such Arranger Issuing Bank or such Issuing Lender the Swing Line Bank 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 Arranger Issuing Bank or such Issuing Lender any the Swing Line Bank in connection with such capacity. The obligations of the Lenders under this subsection ‎(cparagraph (c) are subject to the provisions of ‎Section 2.17(cSection 2.02(f).

Reimbursement by Lxxxxxx. To the extent that the Borrower Loan Parties for any reason fails fail to indefeasibly pay any amount required under subsection ‎(aclauses (a) or (b) of this Section 9.06 or the Borrower for any reason fails to indefeasibly pay or cause 11.04 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), any Arrangerthe L/C Issuer, any Issuing the Swingline Lender or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such Arrangerthe L/C Issuer, such Issuing the Swingline Lender or such Related Party, as the case may be, such Lxxxxx’s Pro Rata Share 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 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-sub- agent), such Arranger the L/C Issuer or such Issuing the Swingline 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 Arranger the L/C Issuer or such Issuing the Swingline Lender in connection with such capacity. The obligations of the Lenders under this subsection ‎(cclause (c) are subject to the provisions of ‎Section 2.17(cSection 2.12(d).

Reimbursement by Lxxxxxx. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection ‎(a(a) or (b) 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), any ArrangerL/C Issuer, any Issuing the Swing Line Lender or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such ArrangerL/C Issuer, such Issuing the Swing Line Lender or such Related Party, as the case may be, such Lxxxxx’s Pro Rata Share 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 Lenders’ Applicable Percentage (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), such Arranger any L/C Issuer or such Issuing the 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 Arranger any L/C Issuer or such Issuing the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection ‎(c(c) are subject to the provisions of ‎Section 2.17(cSection 2.12(c).

Reimbursement by Lxxxxxx. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection ‎(a) of this Section 9.06 10 or the Borrower for any reason fails to indefeasibly pay or cause Section 14.7 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), any Arranger, any Issuing Lender or any Related Party related party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such Arranger, such Issuing Lender or such Related Partyrelated party, as the case may be, such Lxxxxx’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 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 Lenders’ 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), such Arranger or such Issuing Lender in its capacity as such ) or against any Related Party related party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), such Arranger or such Issuing Lender in connection with such capacity. The obligations of the Lenders under this subsection ‎(c) are subject to the provisions of ‎Section 2.17(c).

Reimbursement by Lxxxxxx. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection ‎(a(a) or (b) of this Section 9.06 or the Borrower for any reason fails to indefeasibly pay or cause 11.04 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), any Arranger, any Issuing Lender the Arranger or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such Arranger, such Issuing Lender the Arranger or such Related Party, as the case may be, such Lxxxxx’s Pro Rata Share 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 Lenders’ Applicable Percentage (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), such ) or the Arranger or 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-sub- agent), such ) or the Arranger or 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 2.17(cSection 2.09(d).

Reimbursement by Lxxxxxx. To the extent that the Borrower Company for any reason fails to indefeasibly pay any amount required under subsection ‎(aclauses (a) or (b) of this Section 9.06 or the Borrower for any reason fails to indefeasibly pay or cause 10.04 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), any ArrangerL/C Issuer, any Issuing the Swing Line Lender or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such ArrangerL/C Issuer, such Issuing the Swing Line Lender or such Related Party, as the case may be, such LxxxxxLender’s Pro Rata Share Applicable Percentage (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 Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount), 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), such Arranger or such Issuing L/C Issuer or the 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 Arranger L/C Issuer or such Issuing the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection ‎(cclause (c) are subject to the provisions of ‎Section 2.17(cSection 2.13(d).

Reimbursement by Lxxxxxx. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection ‎(aclause (a) or (b) of this Section 9.06 or the Borrower for any reason fails to indefeasibly pay or cause 11.3 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), any Arrangerthe Issuing Lender, any Issuing the Swing Line Lender or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such Arrangerthe Issuing Lender, such Issuing the Swing Line Lender or such Related Party, as the case may be, such LxxxxxLender’s pro rata share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought based on each Lender’s Pro Rata Share at such time) of such unpaid amount (including any such unpaid amount in respect of a claim asserted by such Lender); provided that, with respect to such unpaid amounts owed to the Issuing Lender or Swing Line Lender solely in its capacity as such, only the Revolving Lenders shall be required to pay such unpaid amounts, such payment to be made severally among them based on such Revolving Lenders’ Pro Rata Share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ); 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), such Arranger the Issuing Lender or such Issuing the 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 Arranger the Issuing Lender or such Issuing 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 2.17(c).

Reimbursement by Lxxxxxx. To the extent that the Borrower for any reason ODEC 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), any ArrangerAgent, any Issuing Lender or any Related Party of any of the foregoingSwingline Lender under Section 9.03(a) or 9.03(b), each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such ArrangerAgent, such Issuing Lender or such Related Partythe Swingline Lender, as the case may be, such LxxxxxLender’s Pro Rata Share Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount; (including any such unpaid amount in respect of a claim asserted by such Lender); provided, provided that with respect to such unpaid amounts owed to any Issuing Lender or Swingline Lender solely in its capacity as such, only the Lenders shall be required to pay such unpaid amounts, such payment to be made severally among them based on such Lenders’ Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) 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 (Agent, the Issuing Lender or any such sub-agent), such Arranger or such Issuing the 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), such Arranger or such Issuing Lender in connection with such capacitysuch. The obligations of the Lenders under this subsection ‎(cparagraph (c) are subject to the provisions of ‎Section 2.17(cSection 2.02(a).

Reimbursement by Lxxxxxx. To the extent that the Borrower Company for any reason fails to indefeasibly pay any amount required under subsection ‎(a(a) or (b) 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), any Arrangerthe L/C Issuer, any Issuing the Swing Line Lender or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such Arrangerthe L/C Issuer, such Issuing the Swing Line Lender or such Related Party, as the case may be, such Lxxxxx’s Pro Rata Share 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 Lenders’ Applicable Percentage (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), such Arranger the L/C Issuer or such Issuing the 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 Arranger the L/C Issuer or such Issuing the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection ‎(c(c) are subject to the provisions of ‎Section 2.17(cSection 2.13(d).

Reimbursement by Lxxxxxx. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection ‎(a(a) or (b) 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), any Arranger, any Issuing Lender ) or any Related Party of any of the foregoingParty, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such Arranger, such Issuing Lender ) or such Related Party, as the case may be, such Lxxxxx’s Pro Rata Share 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 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), such Arranger or 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), such Arranger or 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 2.17(cSection 2.12(d).

Reimbursement by Lxxxxxx. To the extent that the Borrower for any reason fails indefeasibly to indefeasibly pay any amount required under subsection ‎(aparagraph (a) or (b) 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), any Arrangerthe Issuing Lender, any Issuing the Swingline Lender or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such Arrangerthe Issuing Lender, such Issuing the Swingline Lender or such Related Party, as the case may be, such Lxxxxx’s Pro Rata Share 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); provided that 141 ny-2096649 v7 with respect to such unpaid amounts owed to the Issuing Lender or the Swingline Lender solely in its capacity as such, only the Revolving Lenders shall be required to pay such unpaid amounts, such payment to be made severally among them based on such Revolving Lenders’ Revolving Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount); provided further, 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), such Arranger the Issuing Lender or such Issuing the Swingline 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 Arranger the Issuing Lender or such Issuing the Swingline Lender in connection with such capacity. The obligations of the Lenders under this subsection ‎(cparagraph (c) are subject to the provisions of ‎Section 2.17(cSections 2.1, 2.4 and 2.20(e).

Reimbursement by Lxxxxxx. To the extent that the Borrower Loan Parties for any reason fails fail to indefeasibly pay any amount required under subsection ‎(a(a) or (b) 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 them to the Administrative Agent (or any sub-agent thereof), any Arrangerthe L/C Issuer, any Issuing the Swing Line Lender or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such Arrangerthe L/C Issuer, such Issuing the Swing Line Lender or such Related Party, as the case may be, such LxxxxxLender’s Pro Rata Share 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 Exposures of all Lenders 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 Lenders’ Applicable Percentage (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), such Arranger the L/C Issuer or such Issuing the 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 Arranger the L/C Issuer or such Issuing the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection ‎(c(c) are subject to the provisions of ‎Section 2.17(cSection 2.12(d).

Reimbursement by Lxxxxxx. To the extent that the Borrower Loan Parties for any reason fails fail to indefeasibly pay any amount required under subsection ‎(a(a) or (b) 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), any Arranger, any Issuing Lender the L/C Issuer or any of their Related Party of any of the foregoingParties, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such Arranger, such Issuing Lender the L/C Issuer or such Related Party, as the case may be, such Lxxxxx’s Pro Rata Share 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 Applicable Percentage (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), such Arranger ) or such Issuing Lender the L/C Issuer 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 Arranger ) or such Issuing Lender the L/C Issuer in connection with such capacity. The obligations of the Lenders under this subsection ‎(c(c) are subject to the provisions of ‎Section 2.17(cSection 2.11(d).

Reimbursement by Lxxxxxx. To the extent that the Borrower Loan Parties for any reason fails fail to indefeasibly pay any amount required under subsection ‎(a(a) or (b) 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 by them to each case, to be paid to the Administrative Agent (or any sub-agent thereof), any Arrangerthe L/C Issuer, any Issuing the Swing Line Lender or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative each Agent (or any such sub-agent), such Arrangerthe L/C Issuer, such Issuing Swing Line Lender or such Related Party, as the case may be, such LxxxxxLender’s Pro Rata Share 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 Lenders’ Applicable Percentages (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 any Agent (or any such sub-agent), such Arranger ) or such Issuing the L/C Issuer or the Swing Line Lender in its capacity as such such, or against any Related Party of any of the foregoing acting for the Administrative each Agent (or any such sub-agent), such Arranger the L/C Issuer or such Issuing the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection ‎(c(c) are subject to the provisions of ‎Section 2.17(cSection 2.12(d).

Reimbursement by Lxxxxxx. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection ‎(aclauses (a) or (b) of this Section 9.06 or the Borrower for any reason fails to indefeasibly pay or cause 11.04 to be paid any amount required under subsection ‎(b) of this Section 9.06, in each case, by it to be paid to the Administrative Agent (or any sub-agent thereof), any ArrangerL/C Issuer, any Issuing Lender or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such Arranger, such Issuing Lender L/C Issuer or such Related Party, as the case may be, such Lxxxxx’s Pro Rata Share 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 Lenders’ 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), such Arranger ) or such Issuing Lender L/C Issuer 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 Arranger ) or such Issuing Lender L/C Issuer in connection with such capacity. The obligations of the Lenders under this subsection ‎(cclause (c) are subject to the provisions of ‎Section 2.17(cSection 2.11(d).

Reimbursement by Lxxxxxx. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection ‎(a(a) or (b) of this Section 9.06 or the Borrower for any reason fails to indefeasibly pay or cause to be paid by it to 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 sub‑agent thereof), any ArrangerL/C Issuer, any Issuing the Swing Line Lender or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative such Agent (or any such sub-agentsub‑agent), such Arrangereach L/C Issuer, such Issuing the Swing Line Lender or such Related Party, as the case may be, such LxxxxxLender’s Pro Rata Share 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 under the Group Loan Documents 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 Lenders’ Applicable Percentage (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 such Agent (or any such sub-agentsub‑agent), such Arranger an L/C Issuer or such Issuing the Swing Line Lender in its capacity as such such, or against any Related Party of any of the foregoing acting for the Administrative such Agent (or any such sub-agentsub‑agent), such Arranger L/C Issuer or such Issuing the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection ‎(c(c) are subject to the provisions of ‎Section 2.17(cSection 2.12(d).

Reimbursement by Lxxxxxx. To the extent that the Borrower for any reason fails indefeasibly to indefeasibly pay any amount required under subsection ‎(aparagraph (a) or (b) 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), any Arranger, any the Issuing Lender or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such Arranger, such the Issuing Lender or such Related Party, as the case may be, such Lxxxxx’s Pro Rata Share 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); provided that with respect to such unpaid amounts owed to the Issuing Lender solely in its capacity as such, only the Revolving Lenders shall be required to pay such unpaid amounts, such payment to be made severally among them based on such Revolving Lenders’ Revolving Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount); provided further, 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), such Arranger ) or such the 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), such Arranger ) or such the Issuing Lender in connection with such capacity. The obligations of the Lenders under this subsection ‎(cparagraph (c) are subject to the provisions of ‎Section 2.17(cSections 2.1, 2.4 and 2.20(e).

Reimbursement by Lxxxxxx. To the extent that the Borrower Loan Parties for any reason fails fail to indefeasibly pay any amount required under subsection ‎(a(a) or (b) 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), any Arrangerthe L/C Issuer, any Issuing the Swingline Lender or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such Arrangerthe L/C Issuer, such Issuing the Swingline Lender or such Related Party, as the case may be, such Lxxxxx’s Pro Rata Share 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 Applicable Percentage (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), such Arranger the L/C Issuer or such Issuing the Swingline 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 Arranger the L/C Issuer or such Issuing the Swingline Lender in connection with such capacity. The obligations of the Lenders under this subsection ‎(c(c) are subject to the provisions of ‎Section 2.17(cSection 2.12(d).

Reimbursement by Lxxxxxx. To the extent that the Borrower Borrowers for any reason fails fail to indefeasibly pay any amount required under subsection ‎(aparagraph (a) or (b) of this Section 9.06 or the Borrower for any reason fails to indefeasibly pay or cause 10.3 to be paid any amount required under subsection ‎(b) of this Section 9.06, in each case, to be paid by them to the Administrative Agent (or any sub-agent thereof), any Arrangerthe L/C Issuer, any Issuing Lender or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such Arrangerthe L/C Issuer, such Issuing Lender or such Related Party, as the case may be, such Lxxxxx’s Pro Rata Share 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); provided that with respect to such unpaid amounts owed to the L/C Issuer solely in its capacity as such, only the Lenders shall be required to pay such unpaid amounts, such payment to be made severally among them based on such Lender’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amountprovided, 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), such Arranger or such Issuing Lender the L/C Issuer 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 Arranger or such Issuing Lender the L/C Issuer in connection with such capacity. The obligations of the Lenders under this subsection ‎(cparagraph (c) are subject to the provisions of ‎Section 2.17(cSection 2.7(d).

Reimbursement by Lxxxxxx. To the extent that the Borrower Company for any reason fails to indefeasibly pay any amount required under subsection ‎(a(a) or (b) 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), any ArrangerL/C Issuer, any Issuing the Swing Line Lender or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such ArrangerL/C Issuer, such Issuing the Swing Line Lender or such Related Party, as the case may be, such LxxxxxLender’s Pro Rata Share 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 aggregate Total Credit Exposures 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 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), such Arranger L/C Issuer or such Issuing the 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 Arranger L/C Issuer or such Issuing the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection ‎(c(c) are subject to the provisions of ‎Section 2.17(cSection 2.12(d).

Reimbursement by Lxxxxxx. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection ‎(a(a) or (b) of this Section 9.06 or the Borrower for any reason fails to indefeasibly pay or cause to be paid by it to 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), any ArrangerL/C Issuer, any Issuing the Swing Line Lender or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative such Agent (or any such sub-agent), such Arrangereach L/C Issuer, such Issuing the Swing Line Lender or such Related Party, as the case may be, such Lxxxxx’s Pro Rata Share 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 under the Group Loan Documents 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 Lenders’ Applicable Percentage (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 such Agent (or any such sub-agent), such Arranger an L/C Issuer or such Issuing the Swing Line Lender in its capacity as such such, or against any Related Party of any of the foregoing acting for the Administrative such Agent (or any such sub-agent), such Arranger L/C Issuer or such Issuing the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection ‎(c(c) are subject to the provisions of ‎Section 2.17(cSection 2.12(d).

Reimbursement by Lxxxxxx. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection ‎(aclause (a)(i) or (b)(i) of this Section 9.06 or the Borrower for any reason fails to indefeasibly pay or cause 10.03 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, the Collateral Agent (or any sub-sub- agent thereof), any ArrangerIssuing Bank, any Issuing Lender Arranger or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such ArrangerIssuing Bank (only in the case of Lenders that are Letters of Credit Facility Participants), such Issuing Lender Arranger or such Related Party, as the case may be, such Lxxxxx’s Pro Rata Share 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 with respect to such unpaid amounts owed to any Issuing Bank solely in its capacity as such, only the Letters of Credit Facility Participants shall be required to pay such unpaid amounts, such payment to be made severally among them based on such Lenders’ Pro Rata Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought), 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), such Arranger or such any Issuing Lender in its capacity as such Bank or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent), such Arranger or such Issuing Lender in connection with such capacityBank. The obligations of the Lenders under this subsection ‎(cclause (c) are subject to the provisions of ‎Section 2.17(c)Section 2.17. 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, or upon its share of the sum of the total Letters of Credit Maximum Amount at the time, as applicable.

Reimbursement by Lxxxxxx. To the extent that the Borrower Company for any reason fails to indefeasibly pay any amount required under subsection ‎(a(a) or (b) 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), any Arrangeran L/C Issuer, any Issuing a Swing Line Lender or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such ArrangerL/C Issuer, such Issuing Swing Line Lender or such Related Party, as the case may be, such LxxxxxLender’s Pro Rata Share 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 Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount), 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), such Arranger an L/C Issuer or such Issuing a 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 Arranger L/C Issuer or such Issuing Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection ‎(c(c) are subject to the provisions of ‎Section 2.17(cSection 2.12(d).

Reimbursement by Lxxxxxx. To the extent that the Borrower or any other Loan Party pursuant to any other Loan Document for any reason fails to indefeasibly pay any amount required under subsection ‎(aparagraph (a) or (b) 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), any Arrangerthe Swing Lender, any Issuing Lender the L/C Issuer, or any Related Party of any of the foregoingforegoing or the Administrative Agent otherwise has liability for the actions and items referred to in Section 9.5(a), each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such Arrangerthe Swing Lender, such Issuing Lender the L/C Issuer, or such Related Party, as the case may be, such LxxxxxLender’s Pro Rata Share 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 Aggregate Exposure at such time) of such unpaid amount (including any such unpaid amount in respect of a claim asserted by such Lender); provided that with respect to such unpaid amounts owed to the Swing Lender or the L/C Issuer solely in its capacity as such, only the Revolving Lenders shall be required to pay such unpaid amounts, such payment to be made severally among them based on such Revolving Lenders’ Revolving Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amountand provided further, 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), such Arranger the Swing Lender or such Issuing Lender the L/C Issuer 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 Arranger the Swing Lender or such Issuing Lender the L/C Issuer in connection with such capacity. The obligations of the Lenders under this subsection ‎(cparagraph (c) are subject to the provisions of ‎Section 2.17(cSections 2.4 and 2.17(e).

Reimbursement by Lxxxxxx. To the extent that the Borrower Company for any reason fails to indefeasibly pay any amount required under subsection ‎(aclause (a) or (b) 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), any Arrangerthe Sustainability Coordinator, any Issuing the L/C Issuer, the Swing Line Lender or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such Arrangerthe Sustainability Coordinator, such Issuing the L/C Issuer, the Swing Line Lender or such Related Party, as the case may be, such LxxxxxLender’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), such Arranger the Sustainability Coordinator, the L/C Issuer or such Issuing the 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 Arranger the Sustainability Coordinator, the L/C Issuer or such Issuing the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection ‎(cclause (c) are subject to the provisions of ‎Section 2.17(cSection 2.12(d).

Reimbursement by Lxxxxxx. To the extent that the Borrower Loan Parties for any reason fails fail to indefeasibly pay any amount required under subsection ‎(a(a) or (b) 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 them to the Administrative Agent (or any sub-agent thereof), any ArrangerL/C Issuer, any Issuing the Swing Line Lender or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such Arranger, such Issuing Lender ) or such Related Party, as the case may be, such LxxxxxLender’s Pro Rata Share 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 Exposures of all Lenders 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 Lenders’ Applicable Percentage (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), such Arranger L/C Issuer or such Issuing the 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 Arranger L/C Issuer or such Issuing the Swing Line Lender in connection with such capacity. The obligations of the Lenders under this subsection ‎(c(c) are subject to the provisions of ‎Section 2.17(cSection 2.12(d).

Reimbursement by Lxxxxxx. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection ‎(a(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(b) of this Section 9.06, in each case, to be paid to the Administrative Agent (or any sub-agent thereof), any Arranger, any Issuing Lender Arranger or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such Arranger, such Issuing Lender Arranger or such Related Party, as the case may be, such Lxxxxx’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), such Arranger 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), such Arranger or 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 Section 2.17(c).

Reimbursement by Lxxxxxx. To the extent that the Borrower Loan Parties for any reason fails fail to indefeasibly pay any amount required under subsection ‎(a(a) or (b) 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 them to the Administrative Agent (or any sub-agent thereof), any Arranger, any Issuing Lender L/C Issuer or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such Arranger, such Issuing Lender L/C Issuer or such Related Party, as the case may be, such LxxxxxLender’s Pro Rata Share 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 Lenders’ Applicable Percentage (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), such Arranger or such Issuing Lender L/C Issuer 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 Arranger ) or such Issuing Lender any L/C Issuer in connection with such capacity. The obligations of the Lenders under this subsection ‎(c(c) are subject to the provisions of ‎Section 2.17(cSection 2.12(d).

Reimbursement by Lxxxxxx. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection ‎(a(a) or (b) 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, by it to be paid to the Administrative Agent (or any sub-agent thereof), any Arrangerthe L/C Issuer, any Issuing Lender or any Related Party of any of the foregoingforegoing (and without limiting its obligation to do so), each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such Arrangerthe L/C Issuer, such Issuing Lender or such Related Party, as the case may be, such LxxxxxLender’s Pro Rata Share 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), such Arranger or such Issuing Lender the L/C Issuer 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 Arranger ) or such Issuing Lender the L/C Issuer in connection with such capacity. The obligations of the Lenders under this subsection ‎(c(c) are subject to the provisions of ‎Section 2.17(cSection 2.11(d).

Reimbursement by Lxxxxxx. 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 to the Administrative Agent (or any sub-agent thereof), any Arranger, any Issuing Lender Arranger or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), such Arranger, such Issuing Lender Arranger or such Related Party, as the case may be, such Lxxxxx’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), such Arranger 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), such Arranger or such Issuing Lender in connection with such capacity. The obligations of the Lenders under this subsection ‎(c) are subject to the provisions of ‎Section 2.17(c).