Common use of Breakage Costs Clause in Contracts

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 (Interest), the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or (iv) as a consequence of any failure by the Borrower to repay Eurocurrency Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the any Borrower pursuant to Section 2.11 2.10 (Interest), the each Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency Eurodollar Rate Loans to the such Borrower but excluding any loss of the Applicable Margin on the relevant Loans) that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the such Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 2.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 2.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or (iv) as a consequence of any failure by the such Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower Company concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such that Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower Borrowers pursuant to Section 2.11 (Interest)2.13, the Borrower Borrowers shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency ’s Eurodollar Rate Loans Loan to the Borrower Borrowers, but excluding any loss of the Applicable Margin or other profit on the relevant Loans) that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into Borrowing or continuation of Eurocurrency of, or conversion into, Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Borrower Borrowers or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option)2.14, (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)) by reason of an increase or a reduction in Commitments on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or above, (iv) as a consequence of any failure by the Borrower Borrowers to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof, or (v) as a consequence of the assignment of any Eurodollar Rate Loan other than on the last day of an Interest Period therefor as a result of a request by the Borrowers pursuant to Section 2.20 or Section 11.1(c). The Lender making demand for such compensation shall deliver to the Borrower Borrowers concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 2.9 (Interest), the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency ’s Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 2.10 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)2.8) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or (iv) as a consequence of any failure by the Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive prima facie evidence as to the amount of compensation due to such Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower Borrowers pursuant to Section 2.11 (Interest)2.11, the Borrower Borrowers shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency Rate Loans or BA Rate Loans to the Borrower Borrowers but excluding any loss of the Applicable Margin on the relevant Loans) which that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Borrower Borrowers or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option)2.12, (ii) if for any reason any Eurocurrency Rate Loan or BA Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)2.10) on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above Section 2.15(d), or (iv) as a consequence of any failure by the Borrower Borrowers to repay Eurocurrency Rate Loans or BA Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower Borrowers concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such that Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 2.8 (Interest), the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's ’s Eurocurrency Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 2.9 (Conversion/Continuation Option), or any conversion or continuation of a Eurocurrency Rate Loan occurs on a date that is not the last day of the applicable Interest Period, (ii) if for any reason any Eurocurrency Rate Loan is prepaid (including including, in the case of Eurocurrency Rate Loans, mandatorily pursuant to Section 2.10 2.7 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, Period or (iii) as a consequence pursuant to any Substitution Notice delivered under Section 2.15 (Substitution of a required conversion of a Eurocurrency Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or (iv) as a consequence of any failure by the Borrower to repay Eurocurrency Rate Loans when required by the terms hereofLenders). The Lender CREDIT AGREEMENT FMC FINANCE B.V. making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 2.10 (Interest), the Borrower shall compensate each Lender, upon demandwritten request, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, Borrowing or conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 2.11 (Conversion/Continuation Conversion Option), (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or (iv) as a consequence of any failure by the Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive and binding for all purposes as to the amount of compensation due to such Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 2.10 (Interest), the Borrower shall compensate each Lender, upon demandwritten request, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency ’s Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, Borrowing or conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 2.11 (Conversion/Continuation Conversion Option), (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or (iv) as a consequence of any failure by the Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive and binding for all purposes as to the amount of compensation due to such Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 2.8 (Interest), the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense reasonably incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's ’s Eurocurrency Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 2.9 (Conversion/Continuation Option), or any conversion or continuation of a Eurocurrency Rate Loan occurs on a date that is not the last day of the applicable Interest Period, (ii) if for any reason any Eurocurrency Rate Loan is prepaid (including including, in the case of Eurocurrency Rate Loans, mandatorily pursuant to Section 2.10 2.7 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, Period or (iii) as a consequence pursuant to any Substitution Notice delivered under Section 2.15 (Substitution of a required conversion of a Eurocurrency Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or (iv) as a consequence of any failure by the Borrower to repay Eurocurrency Rate Loans when required by the terms hereofLenders). The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, CREDIT AGREEMENT FMC FINANCE B.V. and this statement shall be conclusive as to the amount of compensation due to such Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 2.10 (Interest), the Borrower shall compensate each Revolving Credit Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Revolving Credit Lender to fund or maintain such Revolving Credit Lender's ’s Eurocurrency Rate Loans or EURIBOR Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) that such Revolving Credit Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Defaulting Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans or EURIBOR Rate Loans does not occur on a date specified therefor in AMENDED AND RESTATED CREDIT AGREEMENT ▇▇▇▇▇ HEALTHCARE CORPORATION a Notice of Borrowing or a Notice of Conversion or Continuation given by the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 2.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Rate Loan or EURIBOR Rate Loans is prepaid (including mandatorily pursuant to Section 2.10 2.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or (iv) as a consequence of any failure by the Borrower to repay Eurocurrency Rate Loans or EURIBOR Rate Loans when required by the terms hereof. The Revolving Credit Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement setting forth in reasonable detail the basis for the amount so determined as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Revolving Credit Lender, absent manifest error. The Borrower’s obligations under this Section 2.14(e) (Breakage Costs) shall survive payment in full of the Obligations or the termination of this Agreement.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 2.10 (Interest), the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency ’s Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Committed Loan Notice of Conversion or Continuation given by the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 2.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 2.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or (iv) as a consequence of any failure by the Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement setting forth in reasonable detail the basis for the amount so determined as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 2.10 (Interest), the Borrower shall compensate each Revolving Credit Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Revolving Credit Lender to fund or maintain such Revolving Credit Lender's Eurocurrency Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) that such Revolving Credit Lender may sustain (i) if for any reason (other than solely by reason of such FIRST LIEN CREDIT AGREEMENT TECUMSEH PRODUCTS COMPANY Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 2.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 2.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or (iv) as a consequence of any failure by the Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Revolving Credit Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Revolving Credit Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 (Interest)2.10, the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency ’s Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) that which such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the a Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option)2.11, (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)2.9) on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above Section 2.14(d), or (iv) as a consequence of any failure by the a Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such that Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 (Interest)SECTION 2.10, the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) which that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the a Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option)SECTION 2.11, (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)SECTION 2.9) on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above SECTION 2.14(B), or (iv) as a consequence of any failure by the a Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities (which statement shall show in reasonable detail the factual basis for and the computation of such losses, expenses and liabilities), and this statement shall be conclusive as to the amount of compensation due to such that Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 (Interest)SECTION 2.7, the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) which that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation Interest Period Election given by the a Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option)SECTION 2.13, (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)SECTION 2.6) on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Alternate Rate Loan as a result of any of the events indicated in clause (d) above SECTION 2.14(D), or (iv) as a consequence of any failure by the Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such that Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 (Interest)2.9, the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency ’s Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) which that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the a Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option)2.10, (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)x) as a result of any conversion into a Base Rate Loan on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above Section 2.13(d), or (iv) as a consequence of any failure by the a Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the any Borrower pursuant to Section 2.11 2.10 (Interest), the each Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency ’s Eurodollar Rate Loans to the such Borrower but excluding any loss of the Applicable Margin on the relevant Loans) that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the such Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 2.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 2.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or (iv) as a consequence of any failure by the such Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower Company concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such that Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 2.9 (Interest), the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 2.10 (Conversion/Continuation Option), or any other conversion or continuation of a Eurodollar Rate Loan occurs on a date that is not the last day of the applicable Interest Period, (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 2.8 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or (iv) as a consequence of any failure by the Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 (Interest)2.8, the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency ’s Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) which that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on NY 72168370v12 a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option)2.9, (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)2.7 or Section 2.9) on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above Section 2.12(d), or (iv) as a consequence of any failure by the Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such that Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 2.10 (Interest), the Borrower shall compensate each Revolving Credit Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Revolving Credit Lender to fund or maintain such Revolving Credit Lender's Eurocurrency ’s Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) that such Revolving Credit Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 2.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 2.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or (iv) as a consequence of any failure by the Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Revolving Credit Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Revolving Credit Lender, absent manifest error. CREDIT AGREEMENT CONSTAR INTERNATIONAL INC.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 (Interest)2.10, the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency ’s Eurodollar Rate Loans Loan to the Borrower Borrower, but excluding any loss of the Applicable Margin or other profit on the relevant Loans) that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into Borrowing or continuation of Eurocurrency of, or conversion into, Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option)2.11, (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)) by reason of an increase or a reduction in Commitments on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or above, (iv) as a consequence of any failure by the Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof, or (v) as a consequence of the assignment of any Eurodollar Rate Loan other than on the last day of an Interest Period therefor as a result of a request by the Borrower pursuant to Section 2.17 or Section 11.1(c). The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 (Interest), the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Revolving Loans) that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the a Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 2.12(a) (Conversion/Conversion and Continuation OptionOptions), (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)2.10) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (b) or (d) above or (iv) as a consequence of any failure by the a Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such that Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the or on behalf of any Borrower pursuant to Section 2.11 (Interest)2.10, the Borrower Borrowers shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency ’s Eurodollar Rate Loans to the Borrower Borrowers but excluding any loss of the Applicable Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the any Borrower (or in a telephonic request by it request), for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option)2.11, (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)2.9) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan on a date that is not the last day of an Interest Period as a result of any of the events indicated in clause (dc) above or (iv) as a consequence of any failure by the any Borrower to repay Eurocurrency Eurodollar Rate Loans when required by on the terms hereofdate specified in any notice delivered pursuant hereto. The Lender making demand for such compensation shall deliver to the any applicable Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Lender, absent manifest error. Determination of amounts payable under this Section 2.14(d) in connection with a Eurodollar Rate Loan shall be calculated as though each Lender funded its Eurodollar Loan through the purchase of a deposit of the type and maturity corresponding to the deposit used as a reference in determining the Eurodollar Rate applicable to such Loan, whether in fact that is the case or not.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 2.10 (Interest), the Borrower shall compensate each Revolving Credit Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Revolving Credit Lender to fund or maintain such Revolving Credit Lender's Eurocurrency Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) that such Revolving Credit Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 2.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 2.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or (iv) as a consequence of any failure by the Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Revolving Credit Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Revolving Credit Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 (Interest)2.10, the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) which that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the a Borrower or in a telephonic request by it for borrowing or a Borrowing, a conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option)2.2 or Section 2.15, as applicable, (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily any mandatory prepayment made pursuant to Section 2.10 (Mandatory Prepayments)2.8) on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (dSection 2.16(d) above or (iv) as a consequence of any failure by the Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such that Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 2.9 (Interest), the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency ’s Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 2.10 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 2.8 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or (iv) as a consequence of any failure by the Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 2.10 (Interest), the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the a Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 2.11(a) (Conversion/Conversion and Continuation OptionOptions), (ii) if for any reason any Eurocurrency Eurodollar Rate NATIONAL STEEL CORPORATION CREDIT AGREEMENT Loan is prepaid (including mandatorily pursuant to Section 2.10 2.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (b) or (d) above or (iv) as a consequence of any failure by the a Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such that Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower Borrowers pursuant to Section 2.11 2.9 (Interest), the each Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency ’s Eurodollar Rate Loans to the such Borrower but excluding any loss of the Applicable Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the or on behalf of such Borrower or in a telephonic request by or on behalf of it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 2.10 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)2.8) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or (iv) as a consequence of any failure by the such Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Parent Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive prima facie evidence as to the amount of compensation due to such Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 2.10 (Interest), the Borrower shall compensate each Revolving Credit Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Revolving Credit Lender to fund or maintain such Revolving Credit Lender's Eurocurrency ’s Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) that such Revolving Credit Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Defaulting Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 2.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 2.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or (iv) as a consequence of any failure by the Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Revolving Credit Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Revolving Credit Lender, absent manifest error. CREDIT AGREEMENT CONSTAR INTERNATIONAL INC.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 2.10 (Interest), the Borrower shall compensate each Revolving Credit Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Revolving Credit Lender to fund or maintain such Revolving Credit Lender's Eurocurrency ’s Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) that such Revolving Credit Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 2.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 2.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period; provided, however, that with respect to any such prepayment or repayment to be made prior to the Revolving Credit Termination Date and except during the continuance of an Event of Default, subject to the provisions of Section 9.2 (Remedies), the Borrower may at its option, instead of making such prepayment or repayment on the due date, provide cash-collateral to the Administrative Agent for the amount of the Eurodollar Rate Loan to be prepaid or repaid for CREDIT AGREEMENT THE PREMCOR REFINING GROUP INC. application in prepayment or repayment thereof at the end of the applicable Interest Period; provided further, however, that if the Revolving Credit Termination Date shall occur prior to the end of such Interest Period, such Eurodollar Rate Loan shall be repaid on the Revolving Credit Termination Date, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or (iv) as a consequence of any failure by the Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Revolving Credit Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Revolving Credit Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 (Interest)2.10, the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) which that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the a Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option)2.11, (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)2.9) on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above Section 2.14(d), or (iv) as a consequence of any failure by the a Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such that Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 (Interest)2.9, the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) which that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the a Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option)2.10, (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)x) as a result of any conversion into a Base Rate Loan on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above Section 2.13(d), or (iv) as a consequence of any failure by the a Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 (Interest)2.10, the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency LIBO Rate Loans (including Euro Loans) to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) which that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency LIBO Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the a Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option2.10(d), (ii) if for any reason any Eurocurrency LIBO Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments2.9 or Section 2.14(d)) or any LIBO Rate Dollar Loan is converted pursuant to Section 2.11 into a Base Rate Loan on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency LIBO Rate Dollar Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above Section 2.14(d), or (iv) as a consequence of any failure by the a Borrower to repay Eurocurrency LIBO Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement certificate as to such losses, expenses and liabilities, setting forth in reasonable detail the basis of the calculation of such losses, expenses and liabilities and this statement certificate shall be conclusive as to the amount of compensation due to such that Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 (Interest)2.10, the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) which that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the a Borrower or in a telephonic request by it transmitted by facsimile for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option)2.11, (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)2.9) on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above Section 2.14(d), or (iv) as a consequence of any failure by the a Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such that Lender, absent manifest demonstrable error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 (Interest)2.10, the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency ’s LIBO Rate Loans (including Euro Loans) to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) which that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency LIBO Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the a Borrower or in a telephonic request by it for borrowing or conversion or continuation or for a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option)2.11, (ii) if for any reason any Eurocurrency LIBO Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments2.9 or Section 2.14(d)) or any LIBO Rate Dollar Loan is converted pursuant to Section 2.11 into a Base Rate Loan on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency LIBO Rate Dollar Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above Section 2.14(d), or (iv) as a consequence of any failure by the a Borrower to repay Eurocurrency LIBO Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement certificate as to such losses, expenses and liabilities, setting forth in reasonable detail the basis of the calculation of such losses, expenses and liabilities and this statement certificate shall be conclusive as to the amount of compensation due to such that Lender, absent manifest error.

Breakage Costs. In addition to all amounts otherwise required to be paid by the Borrower pursuant to Section 2.11 (Interest)this Agreement, the Borrower shall compensate each Lender, upon demand, for all losses, expenses expense and liabilities (including any loss or expense incurred by reason of the borrowing, liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) that such the Lender may sustain (i) if for any reason a proposed Borrowing, conversion into Borrowing or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 2.9(a) (Conversion/Continuation OptionDelivery of Notice of Conversion or Continuation), (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 2.7 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (db) above or (iv) as a consequence of any failure by the a Borrower to repay Eurocurrency or prepay Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilitiesincluding, and this statement shall be conclusive as to the amount of compensation due to such Lender, absent manifest error.without

Breakage Costs. In addition to all amounts required to be paid by the Borrower Borrowers pursuant to Section 2.11 (Interest)2.9, the Borrower Borrowers shall compensate each Lender, upon demanddemand made to the Administrative Borrower, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency ’s Eurodollar Rate Loans to the Borrower Borrowers but excluding any loss of the Applicable Margin on the relevant Loans) which that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Administrative Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option)2.10, (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)) repaid or converted into a Base Rate Loan on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above Section 2.13(d), or (iv) as a consequence of any failure by the Borrower Borrowers to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Administrative Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 2.8 (Interest), the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency ’s Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a the Notice of Borrowing or a Notice of Conversion or Continuation given by the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 2.9 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 2.7 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or (iv) as a consequence of any failure by the Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 (Interest)2.10, the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) which that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the a Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option)2.11, (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)2.9) on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above Section 2.14(d), or (iv) as a consequence of any failure by the a Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such that Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower Borrowers pursuant to Section 2.11 (Interest)2.8, the Borrower Borrowers shall compensate each Lender, upon demandpromptly following demand therefor, together with reasonable documentation, made to the Administrative Borrower, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency ’s Eurodollar Rate Loans to the Borrower Borrowers but excluding any loss of the Applicable Margin on the relevant Loans) which that such Lender may sustain has sustained (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Administrative Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option)2.9, (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)) repaid or converted into a Base Rate Loan on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above Section 2.12(d), or (iv) as a consequence of any failure by the Borrower Borrowers to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Administrative Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 (Interest)SECTION 2.7, the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) which that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation Interest Period Election given by the a Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option)SECTION 2.12, (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)SECTION 2.6) on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Alternate Rate Loan as a result of any of the events indicated in clause (d) above SECTION 2.13(d), or (iv) as a consequence of any failure by the Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such that Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 2.10 (Interest)) , the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 2.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 2.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or (iv) as a consequence of any failure by the Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, SECOND AMENDED AND RESTATED CREDIT AGREEMENT AVIALL SERVICES, INC. expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 (Interest)2.10, the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency ’s Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) which that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the a Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option)2.11, (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)2.9 or Section 9.2) on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above Section 2.14(d), or (iv) as a consequence of any failure by the a Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such that Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 (Interest)2.7, the Borrower shall compensate each LenderLender and the Permitted Participant (if applicable), upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender or the Permitted Participant to fund or maintain such Lender's Eurocurrency Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Term Loans) which that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the a Borrower or in a telephonic request by it transmitted by it by facsimile for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option)2.8, (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)2.6) on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause Section 2.11(c) or (d) above ), or (iv) as a consequence of any failure by the a Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender or the Permitted Participant making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Lenderthat Lender or the Permitted Participant, as the case may be, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 (Interest)SECTION 2.8, the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) which that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the a Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option)SECTION 2.9, (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)SECTION 2.7) on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above SECTION 2.12(D), or (iv) as a consequence of any failure by the a Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such that Lender, absent manifest error.

Breakage Costs. In addition to all amounts -------------- required to be paid by the Borrower Borrowers pursuant to Section 2.11 (Interest)2.04, the Borrower Borrowers ------------ shall compensate each Revolving Loan Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Revolving Loan Lender to fund or maintain such Revolving Loan Lender's Eurocurrency Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant LoansBorrowers) that such Revolving Loan Lender may sustain (i) if for any reason a proposed Borrowingborrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Administrative Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option)2.09, (ii) ------------ if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)2.05) on a date that is not the last day of the ------------ applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Reference Rate Loan as a result of any of the events indicated in clause Section 2.10(b) or (d) above or (iv) as a consequence of any --------------- --- failure by the Borrower Borrowers to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Revolving Loan Lender making demand for such compensation shall deliver to the Administrative Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such that Revolving Loan Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 (Interest)2.10, the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) which that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the a Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option)2.11, (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)2.9 or Section 9.2) on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above Section 2.14(d), or (iv) as a consequence of any failure by the a Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such that Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 (Interest)2.9, the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) which that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the a Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option)2.10, (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)2.8) on a date that which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above Section 2.13(d), or (iv) as a consequence of any failure by the a Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such that Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 2.10 (Interest), the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency ’s Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Defaulting Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 2.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 2.9(a), (b), (c) or (d) (Mandatory Prepayments) but excluding pursuant to Section 2.9(e)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or (iv) as a consequence of any failure by the Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower Borrowers pursuant to Section 2.11 (Interest)2.8, the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense actually incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency Eurodollar Rate Loans to the Borrower Borrowers but excluding any loss of the Applicable Margin on the relevant Loans) which that such Lender may actually sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the a Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option)2.9, (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)2.7) on a date that which is not the last day of the applicable Interest Period, or (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or (ivSection 2.12(d) as a consequence of any failure by the Borrower Borrowers to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower Borrowers concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive presumed to be correct as to the amount of compensation due to such that Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 2.10 (Interest)) , the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 2.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 2.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or (iv) as a consequence of any failure by the Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 2.9 (Interest), the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency Eurodollar Rate Loans to the Borrower but excluding any lost profits or loss of the Applicable Margin on the relevant Loans) that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 2.10 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily excluding, however, mandatory prepayments pursuant to Section 2.10 2.8 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or (iv) as a consequence of any failure by the Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement in reasonable detail as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower Borrowers pursuant to Section 2.11 (Interest), the each Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's ’s Eurocurrency Rate Loans to the such Borrower but excluding any loss of the Applicable Margin on the relevant Loans) that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurocurrency Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the U.S. Borrower (on its own behalf or on behalf of any Euro Borrower) or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option), or any other conversion or continuation of a Eurocurrency Rate Loan occurs on a date that is not the last day of the applicable Interest Period, (ii) if for any reason any Eurocurrency Rate Loan or Competitive Bid Loan is prepaid (including including, in the case of Eurocurrency Rate Loans, mandatorily pursuant to Section 2.10 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or (iv) as a consequence of any failure by the any Borrower to repay Eurocurrency Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the U.S. Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Lender, absent manifest error. Each Lender that is an Existing Lender under the Existing Credit Agreement hereby waives any and all breakage costs referenced in Section 2.15(f) of the Existing Credit Agreement.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 2.9 (Interest), the Borrower shall compensate each Lender, upon demanddemand (together with appropriate supporting documentation), for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency ’s Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant LoansLoans or other Credit Agreement Macquarie Infrastructure Company Inc. anticipated profit) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 2.10 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 2.8 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or (iv) as a consequence of any failure by the Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Lender, absent manifest error. Notwithstanding anything to the contrary in the foregoing, with respect to any Lender’s claim for compensation pursuant to this clause (e), the Borrower shall not be required to compensate such Lender for any such amount incurred more than sixty (60) days prior to the date that such Lender notifies the Borrower of the event that gives rise to such claim for compensation.

Breakage Costs. In addition to all amounts required to be paid by the Borrower Borrowers pursuant to Section 2.11 2.10 (Interest), the Borrower Borrowers shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency ’s Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant LoansBorrowers) that such Lender may sustain shall reasonably determine it has sustained (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Borrower Agent or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 2.11 (Conversion/Continuation Option), (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 2.9 (Mandatory Prepayments)) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above or (iv) as a consequence of any failure by the Borrower Borrowers to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower Borrowers concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive prima facie evidence as to the amount of compensation due to such Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.11 (Interest)2.10, the Borrower shall compensate each Lender, upon demand, for all losses, expenses and liabilities (including any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund or maintain such Lender's Eurocurrency Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) that such Lender may sustain (i) if for any reason (other than solely by reason of such Lender being a Non-Funding Lender) a proposed Borrowing, conversion into or continuation of Eurocurrency Eurodollar Rate Loans does not occur on a date specified therefor in a Notice of Borrowing or a Notice of Conversion or Continuation given by the Borrower or in a telephonic request by it for borrowing or conversion or continuation or a successive Interest Period does not commence after notice therefor is given pursuant to Section 2.12 (Conversion/Continuation Option)2.11, (ii) if for any reason any Eurocurrency Eurodollar Rate Loan is prepaid (including mandatorily pursuant to Section 2.10 (Mandatory Prepayments)2.9) on a date that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurocurrency Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in clause (d) above Section 2.14(d), or (iv) as a consequence of any failure by the Borrower to repay Eurocurrency Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the Borrower concurrently with such demand a written statement as to such losses, expenses and liabilities, and this statement shall be conclusive as to the amount of compensation due to such Lender, absent manifest error.