Common use of Swap Breakage Clause in Contracts

Swap Breakage. If any Swapped Note is prepaid or purchased pursuant to Sections 8.2, 8.3, 8.4, 8.7 or 8.11 or has become or is declared to be immediately due and payable pursuant to Section 12.1, then (i) any resulting Net Loss in connection therewith shall be reimbursed to the holder of such Swapped Note by the Company in Dollars upon any such prepayment or repayment of such Swapped Note and (ii) any resulting Net Gain in connection therewith shall be deducted (a) from the Make-Whole Amount, if any, or any principal or interest to be paid to the holder of such Swapped Note by the Company upon any such prepayment or repayment of such Swapped Note pursuant to Sections 8.2, 8.3, 8.4, 8.7 or 8.11 or (b) from the Make-Whole Amount, if any, to be paid to the holder of such Swapped Note by the Company upon any such repayment of such Swapped Note pursuant to Section 12.1, provided that, in either case the Make-Whole Amount in respect of such Swapped Note may never be less than zero. Each holder of a Swapped Note shall be responsible for calculating its own Net Loss or Net Gain, as the case may be, and Swap Breakage Amount in Dollars upon the prepayment or repayment of all or any portion of such Swapped Note, and such calculations as reported to the Company in reasonable detail shall be binding on the Company absent demonstrable error. The Swap Breakage Amount, Net Gain and Net Loss shall be payable in Dollars. ACTIVE 58093961v3 Colliers International EMEA Xxxxx PLCColliers International Group Inc.Fifth Amendment to 2018 Note Agreement

Swap Breakage. (a) If any Swapped Note is prepaid or purchased pursuant to Sections Section 8.2, 8.3, 8.4, 8.7 8.5, 8.8 or 8.11 8.12 or has become or is declared to be immediately due and payable pursuant to Section 12.112.1 (each, a “Swap Unwind Event”), then upon any such Swap Unwind Event (i) any resulting Net Swap Breakage Loss in connection therewith shall be reimbursed to the holder of such Swapped Note by the Company in U.S. Dollars upon any no later than five (5) Business Days after the date such prepayment or repayment of holder has delivered the Swap Breakage Amount Notice with respect to such Swapped Note Swap Unwind Event and (ii) any resulting Net Swap Breakage Gain in connection therewith shall be deducted (a) from forwarded to the Make-Whole Amount, if any, or any principal or interest to be paid to Company by the holder of such Swapped Note by in U.S. Dollars no later than five (5) Business Days after the Company upon any date such prepayment or repayment holder shall have received payment in full of such Swapped Note pursuant to Sections 8.2the principal, 8.3, 8.4, 8.7 or 8.11 or (b) from the Make-Whole Amount, if any, to be paid to the holder of such Swapped Note by the Company upon any such repayment of such Swapped Note pursuant to Section 12.1, provided that, in either case the interest and Make-Whole Amount or Modified Make-Whole Amount (if any) due hereunder with respect to such Swap Unwind Event, in respect each case unless alternative arrangements are otherwise agreed to between the Company and the holder of such a Swapped Note may never be less than zeroNote. Each holder of a Swapped Note shall be responsible for calculating its own Net Loss or Net Gain, as the case may be, and Swap Breakage Amount in U.S. Dollars upon the prepayment or repayment of all or in connection with any portion of such Swapped NoteSwap Unwind Event, and such calculations as shall (unless alternative arrangements are otherwise agreed to between the Company and the holder of a Swapped Note) promptly, but no longer than two (2) Business Days following such Swap Unwind Event, be reported to the Company in writing and in reasonable detail (the “Swap Breakage Amount Notice”) and shall be binding on the Company absent demonstrable error. The Swap Breakage Amount, Net Gain and Net Loss shall be payable in Dollars. ACTIVE 58093961v3 Colliers International EMEA Xxxxx PLCColliers International Group Inc.Fifth Amendment to 2018 Atlantica Yield plc Note Purchase Agreement

Swap Breakage. If any Swapped Note is prepaid or purchased pursuant to Sections 8.2, 8.3, 8.4, 8.7 or 8.11 Section 8.2 or has become or is declared to be immediately due and payable pursuant to Section 12.1, then (ia) any resulting Net Loss in connection therewith shall be reimbursed to the holder of such Swapped Note by the Company in U.S. Dollars upon any such prepayment or repayment of such Swapped Note (such amount payable herein referred to as the “Swap Reimbursement Amount”) and (iib) any resulting Net Gain in connection therewith shall be deducted (ai) from the Make-Whole Amount, if any, or any principal or interest to be paid to the holder of such Swapped Note by the Company upon any such prepayment or repayment of such Swapped Note pursuant to Sections 8.2, 8.3, 8.4, 8.7 or 8.11 Section 8.2 or (bii) from the Make-Whole Amount, if any, to be paid to the holder of such Swapped Note by the Company upon any such repayment of such Swapped Note pursuant to Section 12.1, provided that, in either case case, the Make-Whole Amount in respect of such Swapped Note may never not in any event be less than zero. Each holder of a Swapped Note shall be responsible for calculating its own Net Loss or Net Gain, as the case may be, and Swap Breakage Amount in U.S. Dollars upon the prepayment or repayment of all or any portion of such Swapped Note, and such calculations as reported to the Company in reasonable detail shall be binding on the Company absent demonstrable error. The error (subject to compliance by the relevant holder with the requirements of the second succeeding paragraph with respect to its calculation of the Swap Breakage Amount, ). Any Net Gain and Net Loss in excess of the Make-Whole Amount to be applied to principal or interest pursuant to clause (b)(i) of this Section 8.7 shall be payable (a) converted by the holder of the affected Swapped Note from U.S. Dollars to Japanese Yen at the Japanese Yen/U.S. Dollar exchange rate, as determined as of 10:00 A.M. (New York City time) on the day such Swapped Note is prepaid as indicated on the applicable screen of Bloomberg Financial Markets and any such calculation shall be reported to the Company in Dollars. ACTIVE 58093961v3 Colliers International EMEA Xxxxx PLCColliers International Group Inc.Fifth Amendment reasonable detail and shall be binding on the Company absent demonstrable error, and (b) applied in the following order of priority: (i) first, to 2018 any accrued and unpaid interest due on the day such Swapped Note Agreementis prepaid or repaid, (ii) second, to any principal due on the day such Swapped Note is prepaid or repaid, (iii) third, to any accrued interest on the principal amount outstanding after giving effect to any such prepayment, and (iv) fourth, to any principal outstanding after giving effect to any such prepayment.

Swap Breakage. If any Swapped Note is prepaid or purchased pursuant to Sections 8.2, 8.3, 8.4, 8.7 or 8.11 Section 8.2 or has become or is declared to be immediately due and payable pursuant to Section 12.1, then (ia) any resulting Net Loss in connection therewith shall be reimbursed to the holder of such Swapped Note by the Company in U.S. Dollars within one Business Day following the receipt of a Calculation Statement by the Company upon any such prepayment or repayment of such Swapped Note and (iib) any resulting Net Gain in connection therewith shall be deducted (ai) from the Make-Whole Amount, if any, or any principal or interest to be paid to the holder of such Swapped Note by the Company upon any such prepayment or repayment of such Swapped Note pursuant to Sections Section 8.2, 8.3, 8.4, 8.7 or 8.11 or (bii) from the Make-Whole Amount, if any, to be paid to the holder of such Swapped Note by the Company upon any such repayment of such Swapped Note pursuant to Section 12.1, provided that, in either case case, the Make-Whole Amount in respect of such Swapped Note may never in no event be less than zero. Each holder of a Swapped Note shall be responsible for calculating its own Net Loss or Net Gain, as the case may be, and Swap Breakage Amount in U.S. Dollars upon the prepayment or repayment of all or any portion of such Swapped NoteNote or such Swapped Notes becoming or being declared immediately due and payable pursuant to Section 12.1, and such calculations as reported to the Company in reasonable detail (including any quotations, market data or information from internal sources used in making such calculations and the amounts, if any, paid, payable, received or to be received by such holder under the Swap Agreement as a result of the early termination thereof) shall be binding on the Company absent demonstrable error. The Swap Breakage Amount, Net Gain and Net Loss shall be payable in Dollars. ACTIVE 58093961v3 Colliers International EMEA Xxxxx PLCColliers International Group Inc.Fifth Amendment to 2018 Note Agreementerror (the “Calculation Statement”).