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 2.10 (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 Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) which that Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of 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 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 2.11 (Conversion/Continuation Option), (ii) if for any reason any Eurodollar Rate Loan is prepaid (including (x) as a result of any conversion into a Base Rate Loan or (y) mandatorily pursuant to Section 2.9 (Mandatory Prepayments) on a date which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in Section 2.14(d) (Illegality), or (iv) as a consequence of any failure by a Borrower to repay 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 2.10 (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 Eurodollar Rate Loans to the such 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 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 a 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 2.11 (Conversion/Continuation Option), (ii) if for any reason any Eurodollar Rate Loan is prepaid (including (x) as a result of any conversion into a Base Rate Loan or (y) mandatorily pursuant to Section 2.9 (Mandatory Prepayments)) on a date which that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in Section 2.14(dclause (d) (Illegality), above or (iv) as a consequence of any failure by a such Borrower to repay 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 2.10 (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 ’s Eurodollar Rate Loans Loan to the Borrower Borrowers, but excluding any loss of the Applicable Margin or other profit on the relevant Loans) which that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into Borrowing or continuation of 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 a Borrower the 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 2.11 (Conversion/Continuation Option)2.14, (ii) if for any reason any Eurodollar Rate Loan is prepaid (including (x) as by reason of an increase or a result of any conversion into a Base Rate Loan or (y) mandatorily pursuant to Section 2.9 (Mandatory Prepayments) reduction in Commitments on a date which that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in Section 2.14(dclause (d) (Illegality)above, or (iv) as a consequence of any failure by a Borrower the Borrowers to repay 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 Borrowers pursuant to Section 2.10 (Interest)2.10, 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 Eurodollar Rate Loans to the such Borrower but excluding any loss of the Applicable Margin on the relevant Loans) which that Lender may sustain (i) if for any reason (other than under Section 2.14(b)) a proposed Borrowing, conversion into or continuation of 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 a 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 2.11 (Conversion/Continuation Option)2.11, (ii) if for any reason any Eurodollar Rate Loan is prepaid (including (x) as a result of any conversion into a Base Rate Loan or (y) mandatorily pursuant to Section 2.9 (Mandatory Prepayments2.9) on a date which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in Section 2.14(d) (Illegality), or (iv) as a consequence of any failure by a Borrower to repay Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the 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 that Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 2.10 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 Eurodollar Eurocurrency 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 Eurodollar 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 a 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 2.11 2.12 (Conversion/Continuation Option), (ii) if for any reason any Eurodollar Eurocurrency Rate Loan is prepaid (including (x) as a result of any conversion into a Base Rate Loan or (y) mandatorily pursuant to Section 2.9 2.10 (Mandatory Prepayments)) on a date which that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurodollar Eurocurrency Rate Loan to a Base Rate Loan as a result of any of the events indicated in Section 2.14(dclause (d) (Illegality), above or (iv) as a consequence of any failure by a the Borrower to repay Eurodollar 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 Borrower pursuant to Section 2.10 (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 Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) which that Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of 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 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 2.11 (Conversion/Continuation Option)SECTION 2.11, (ii) if for any reason any Eurodollar Rate Loan is prepaid (including (x) as a result of any conversion into a Base Rate Loan or (y) mandatorily pursuant to Section 2.9 (Mandatory PrepaymentsSECTION 2.9) on a date which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in Section 2.14(d) (IllegalitySECTION 2.14(B), or (iv) as a consequence of any failure by a Borrower to repay 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 2.10 (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 Eurodollar ’s LIBO Rate Loans (including Euro Loans) to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) which that Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurodollar 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 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 2.11 (Conversion/Continuation Option)2.11, (ii) if for any reason any Eurodollar LIBO Rate Loan is prepaid (including (xmandatorily pursuant to Section 2.9 or Section 2.14(d)) as a result of or any conversion LIBO Rate Dollar Loan is converted pursuant to Section 2.11 into a Base Rate Loan or (y) mandatorily pursuant to Section 2.9 (Mandatory Prepayments) on a date which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurodollar LIBO Rate Dollar Loan to a Base Rate Loan as a result of any of the events indicated in Section 2.14(d) (Illegality), or (iv) as a consequence of any failure by a Borrower to repay Eurodollar 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 any Borrower pursuant to Section 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 ’s Eurodollar Rate Loans to the such 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 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 a 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 2.11 (Conversion/Continuation Option), (ii) if for any reason any Eurodollar Rate Loan is prepaid (including (x) as a result of any conversion into a Base Rate Loan or (y) mandatorily pursuant to Section 2.9 (Mandatory Prepayments)) on a date which that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in Section 2.14(dclause (d) (Illegality), above or (iv) as a consequence of any failure by a such Borrower to repay 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 2.10 (Interest)2.10, 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 Eurodollar Rate Loans to the such Borrower but excluding any loss of the Applicable Margin on the relevant Loans) which that Lender may sustain (i) if for any reason (other than under Section 2.14(b)) a proposed Borrowing, conversion into or continuation of 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 a 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 2.11 (Conversion/Continuation Option)2.11, (ii) if for any reason any Eurodollar Rate Loan is prepaid (including (x) as a result of any conversion into a Base Rate Loan or (y) mandatorily pursuant to Section 2.9 (Mandatory Prepayments2.9) on a date which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in Section 2.14(d) (Illegality), or (iv) as a consequence of any failure by a Borrower to repay Eurodollar Rate Loans when required by the terms hereof. The Lender making demand for such compensation shall deliver to the 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 that Lender, absent manifest error.

Breakage Costs. In addition to all amounts required to be paid by the Borrower pursuant to Section 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 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 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 a 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 2.11 (Conversion/Continuation Option), (ii) if for any reason any Eurodollar Rate Loan is prepaid (including (x) as a result of any conversion into a Base Rate Loan or (y) mandatorily pursuant to Section 2.9 (Mandatory Prepayments)) on a date which that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in Section 2.14(dclause (d) (Illegality), above or (iv) as a consequence of any failure by a the Borrower to repay 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 2.10 (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 Eurodollar LIBO Rate Loans (including Euro Loans) to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) which that Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of Eurodollar 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 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 2.11 (Conversion/Continuation Option2.10(d), (ii) if for any reason any Eurodollar LIBO Rate Loan is prepaid (including (xmandatorily pursuant to Section 2.9 or Section 2.14(d)) as a result of or any conversion LIBO Rate Dollar Loan is converted pursuant to Section 2.11 into a Base Rate Loan or (y) mandatorily pursuant to Section 2.9 (Mandatory Prepayments) on a date which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurodollar LIBO Rate Dollar Loan to a Base Rate Loan as a result of any of the events indicated in Section 2.14(d) (Illegality), or (iv) as a consequence of any failure by a Borrower to repay Eurodollar 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 Borrowers pursuant to Section 2.10 (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 ’s Eurodollar Rate Loans to the Borrower Borrowers but excluding any loss of the Applicable Margin on the relevant Loans) which that Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of 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 a 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 2.11 (Conversion/Continuation Option)2.10, (ii) if for any reason any Eurodollar Rate Loan is prepaid (including (x) as a result of any conversion repaid or converted into a Base Rate Loan or (y) mandatorily pursuant to Section 2.9 (Mandatory Prepayments) on a date which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in Section 2.14(d) (Illegality2.13(d), or (iv) as a consequence of any failure by a Borrower the Borrowers to repay 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 2.10 (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 ’s Eurodollar Rate Loans Loan to the Borrower Borrower, but excluding any loss of the Applicable Margin or other profit on the relevant Loans) which that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into Borrowing or continuation of 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 a 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 2.11 (Conversion/Continuation Option)2.11, (ii) if for any reason any Eurodollar Rate Loan is prepaid (including (x) as by reason of an increase or a result of any conversion into a Base Rate Loan or (y) mandatorily pursuant to Section 2.9 (Mandatory Prepayments) reduction in Commitments on a date which that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in Section 2.14(dclause (d) (Illegality)above, or (iv) as a consequence of any failure by a the Borrower to repay 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 2.10 (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 Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) which that Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of 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 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 2.11 (Conversion/Continuation Option)SECTION 2.9, (ii) if for any reason any Eurodollar Rate Loan is prepaid (including (x) as a result of any conversion into a Base Rate Loan or (y) mandatorily pursuant to Section 2.9 (Mandatory PrepaymentsSECTION 2.7) on a date which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in Section 2.14(d) (IllegalitySECTION 2.12(D), or (iv) as a consequence of any failure by a Borrower to repay 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 2.10 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 Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Revolving Loans) which that such Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of 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 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 2.11 2.12(a) (Conversion/Conversion and Continuation OptionOptions), (ii) if for any reason any Eurodollar Rate Loan is prepaid (including (x) as a result of any conversion into a Base Rate Loan or (y) mandatorily pursuant to Section 2.9 (Mandatory Prepayments2.10) on a date which that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in Section 2.14(dclause (b) or (Illegality), d) above or (iv) as a consequence of any failure by a Borrower to repay 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 2.10 (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 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 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 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 2.11 2.11(a) (Conversion/Conversion and Continuation OptionOptions), (ii) if for any reason any Eurodollar Rate NATIONAL STEEL CORPORATION CREDIT AGREEMENT Loan is prepaid (including (x) as a result of any conversion into a Base Rate Loan or (y) mandatorily pursuant to Section 2.9 (Mandatory Prepayments)) on a date which that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in Section 2.14(dclause (b) or (Illegality), d) above or (iv) as a consequence of any failure by a Borrower to repay 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 2.10 (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 ’s Eurodollar Rate Loans to the Borrower Borrowers but excluding any loss of the Applicable Margin on the relevant Loans) which that Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of 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 a 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 2.11 (Conversion/Continuation Option)2.10, (ii) if for any reason any Eurodollar Rate Loan is prepaid (including (x) as a result of any conversion into a Base Rate Loan or (y) mandatorily pursuant to Section 2.9 (Mandatory Prepayments) on a date which is not the last day of the applicable Interest Period), (iii) as a consequence of a required conversion of a Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in Section 2.14(d) (Illegality2.13(d), or (iv) as a consequence of any failure by a Borrower the Borrowers to repay 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 2.10 (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 ’s Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) which that Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of 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 a 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 2.11 (Conversion/Continuation Option)2.9, (ii) if for any reason any Eurodollar Rate Loan is prepaid (including (x) as a result of any conversion into a Base Rate Loan or (y) mandatorily pursuant to Section 2.9 (Mandatory Prepayments2.7 or Section 2.9) on a date which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in Section 2.14(d) (Illegality2.12(d), or (iv) as a consequence of any failure by a the Borrower to repay 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 2.10 (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 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 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 a 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 2.11 (Conversion/Continuation Option), (ii) if for any reason any Eurodollar Rate Loan is prepaid (including (x) as a result of any conversion into a Base Rate Loan or (y) mandatorily pursuant to Section 2.9 (Mandatory Prepayments)) on a date which that is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in Section 2.14(dclause (d) (Illegality), or (iv) as a consequence of any failure by a the Borrower to repay 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 2.10 (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 Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) which that Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of 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 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 2.11 (Conversion/Continuation Option)2.2 or Section 2.15, as applicable, (ii) if for any reason any Eurodollar Rate Loan is prepaid (including (x) as a result of any conversion into a Base Rate Loan or (y) mandatorily mandatory prepayment made pursuant to Section 2.9 (Mandatory Prepayments2.8) on a date which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in Section 2.14(d2.16(d) (Illegality), or (iv) as a consequence of any failure by a the Borrower to repay 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 2.10 (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 Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant LoansBorrowers) which that such Revolving Loan Lender may sustain (i) if for any reason a proposed Borrowingborrowing, conversion into or continuation of 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 a 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 2.11 (Conversion/Continuation Option)2.09, (ii) ------------ if for any reason any Eurodollar Rate Loan is prepaid (including (x) as a result of any conversion into a Base Rate Loan or (y) mandatorily pursuant to Section 2.9 (Mandatory Prepayments2.05) on a date which that is not the last day of the ------------ applicable Interest Period, (iii) as a consequence of a required conversion of a Eurodollar Rate Loan to a Base Reference Rate Loan as a result of any of the events indicated in Section 2.14(d2.10(b) or (Illegality), d) or (iv) as a consequence of any --------------- --- failure by a Borrower the Borrowers to repay 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 2.10 (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 Eurodollar Rate Loans to the Borrower but excluding any loss of the Applicable Margin on the relevant Loans) which that Lender may sustain (i) if for any reason a proposed Borrowing, conversion into or continuation of 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 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 2.11 (Conversion/Continuation Option)2.10, (ii) if for any reason any Eurodollar Rate Loan is prepaid (including (x) as a result of any conversion into a Base Rate Loan or (y) mandatorily pursuant to Section 2.9 (Mandatory Prepayments) on a date which is not the last day of the applicable Interest Period, (iii) as a consequence of a required conversion of a Eurodollar Rate Loan to a Base Rate Loan as a result of any of the events indicated in Section 2.14(d) (Illegality2.13(d), or (iv) as a consequence of any failure by a Borrower to repay 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.