Common use of Certificates for Reimbursement Clause in Contracts

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(a) or (b) above which shall include the basis for and calculation of such requested compensation and delivered to the Borrower, shall be conclusive absent manifest error. The Borrower shall pay such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the an L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the such L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a), (b) or (bc) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Borrowers shall be conclusive absent manifest error. The Borrower Company shall pay (or cause the applicable Designated Borrower to pay) such Lender or the such L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth in reasonable detail the basis for its reimbursement claim and the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, shall be conclusive absent manifest error. The Borrower shall pay such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, ▇▇▇▇▇▇▇▇▇ shall be conclusive absent manifest error. The Borrower ▇▇▇▇▇▇▇▇▇ shall pay (or cause the applicable Subsidiary Borrower to pay) such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the an L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the such L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include of this Section, showing the basis for and calculation of such requested compensation thereof, in reasonable detail, and delivered to the Borrower, Borrower shall be conclusive absent manifest error. The Borrower shall pay such Lender or the such L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the an L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the such L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(aclauses (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section 3.04 and delivered to the Borrower, Company shall be conclusive absent manifest error. The Borrower Company shall pay (or cause the applicable Designated Borrower to pay) such Lender or the such L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C LC Issuer setting forth in reasonable detail the amount or amounts necessary to compensate such Lender or the L/C LC Issuer or its holding company, as the case may be, as specified in Section 8.4(aparagraph (a) or (b) above which of this Section and the circumstances giving rise thereto shall include the basis for and calculation of such requested compensation and be delivered to the Borrower, Borrower Representative and shall be conclusive absent manifest error. The Borrower In the absence of any such manifest error, Credit Parties shall pay such Lender or the L/C LC Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Borrowers shall be conclusive absent manifest error. The Borrower Company shall pay (or cause the Designated Borrower to pay) such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the an L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Parent Borrower shall be conclusive absent manifest error. The Parent Borrower shall pay (or cause the applicable Designated Borrower to pay) such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Company shall be conclusive absent manifest error. The Company will pay (or cause the applicable Borrower shall pay to pay) such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the an L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the such L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Company shall be conclusive absent manifest error. The Borrower Company shall pay (or cause the applicable Designated Borrower to pay) such Lender or the such L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Company shall be conclusive absent manifest error. The Borrower Company shall pay (or cause the applicable Designated Borrower to pay) such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the an L/C Issuer setting forth in reasonable detail the amount or amounts necessary to compensate such Lender or the such L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Company shall be conclusive absent manifest error. The Borrower Company shall pay (or cause the applicable Designated Borrower to pay) such Lender or the such L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the such L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the such L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a), (b) or (bc) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Company shall be conclusive absent manifest error. The Borrower Company shall pay (or cause the applicable Borrower to pay) such Lender or the such L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include of this Section 3.04, as well as the basis for and calculation of determining such requested compensation amount or amounts, and delivered to the Borrower, Borrower shall be conclusive absent manifest error. The Borrower shall pay such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer or Recipient setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or Recipient or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Borrower shall be conclusive absent manifest error. The Borrower shall pay such Lender or the L/C IssuerIssuer or Recipient, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, and the method for calculating such amount or amounts as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section 3.04 and delivered to the Borrower, Borrower shall be conclusive absent manifest error. The Borrower shall pay such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Borrowing Agent shall be conclusive absent manifest error. The Borrower Company shall pay (or cause the applicable Designated Borrower to pay) such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the an L/C Issuer setting forth in reasonable detail the amount or amounts necessary to compensate such Lender or the such L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(aclause (a) or (b) above which shall include the basis for and calculation of such requested compensation and delivered to the BorrowerMKS, shall be conclusive absent manifest error. The Borrower Borrowers shall pay such Lender or the such L/C Issuer, as the case may be, the amount shown as due on any such certificate promptly (but in any event within ten (10) Business Days Days) after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Company shall be conclusive absent manifest error. The Company will pay (or cause the applicable Designated Borrower shall pay to pay) such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Company shall be conclusive absent manifest error. The Company shall (or shall cause the applicable Designated Borrower shall to) pay such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the an L/C Issuer setting forth in reasonable detail the amount or amounts necessary to compensate such Lender or the such L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(aclause (a) or (b) above which shall include the basis for and calculation of such requested compensation and delivered to the Borrower, shall be conclusive absent manifest error. The Borrower shall pay such Lender or the such L/C Issuer, as the case may be, the amount shown as due on any such certificate promptly (but in any event within ten (10) Business Days Days) after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(a3.04(a) or (b) above which shall include the basis for and calculation of such requested compensation and delivered to the Borrower, Company shall be conclusive absent manifest error. The Borrower Company shall pay (or cause the applicable Borrowing Subsidiary to pay) such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, and the method of the calculation and the calculation thereof, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Borrower shall be conclusive absent manifest error. The Borrower shall pay such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the an L/C Issuer setting forth in reasonable detail the amount or amounts necessary to compensate such Lender or the such L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(aparagraph (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section 2.14 and delivered to the Borrower, shall be conclusive absent manifest error. The Borrower shall pay such Lender or the such L/C Issuer, as the case may be, the amount shown as due on any such certificate promptly (but in any event within ten (10days) Business Days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include of this Section and setting forth in reasonable detail the basis for and calculation of such requested compensation thereof, and delivered to the Borrower, Borrower shall be conclusive absent manifest error. The Borrower shall pay such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) 10 Business Days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include of this Section, as well as the basis for and calculation of determining such requested compensation amount or amounts, and delivered to the Borrower, Lead Borrower shall be conclusive absent manifest error. The Borrower Borrowers shall pay such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, and the method for calculating such amount or amounts as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Lead Borrower shall be conclusive absent manifest error. The Borrower Borrowers shall pay such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, C▇▇▇▇▇▇▇▇ shall be conclusive absent manifest error. The Borrower C▇▇▇▇▇▇▇▇ shall pay (or cause the applicable Subsidiary Borrower to pay) such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Borrower shall be conclusive absent manifest demonstrable error. The Subject to Section 3.04(d) below, the Borrower shall pay such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender Lender, the Administrative Agent or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender Lender, the Administrative Agent or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Borrower shall be conclusive absent manifest error. The Borrower shall pay such Lender Lender, the Administrative Agent or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Borrower shall be conclusive absent manifest errorerror and shall certify as to compliance with subsection (d) below. The Borrower shall pay such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the an L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the such L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Borrowing Agent shall be conclusive absent manifest error. The Borrower Company shall pay (or cause the applicable Designated Borrower to pay) such Lender or the such L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, and the method for calculating such amount or amounts as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Borrower shall be conclusive absent manifest error. The Borrower shall pay such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include of this Section with a reasonably detailed description of the basis for and calculation of such requested compensation thereof and delivered to the Borrower, Lead Borrower shall be conclusive absent manifest error. The Borrower Borrowers shall pay such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Domestic Borrower shall be conclusive absent manifest error. The Domestic Borrower shall pay (or cause the Foreign Borrower to pay) such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(aclause (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Company shall be conclusive absent manifest error. The applicable Borrower shall pay (or cause the applicable Designated Borrower to pay) such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth in reasonable detail the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a), (b) or (bd) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, U.S. Borrower shall be conclusive absent manifest error. The U.S. Borrower shall pay such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the an L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include of this Section, showing the basis for and calculation of such requested compensation thereof in reasonable detail, and delivered to the Borrower, Borrower shall be conclusive absent manifest error. The Borrower shall pay such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth detailed calculations of the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Company shall be conclusive absent manifest error. The Borrower Company shall pay (or cause the applicable Designated Borrower to pay) such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the an L/C Issuer prepared in good faith setting forth in reasonable detail the calculation of the amount or amounts necessary to compensate such Lender or the such L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Borrower shall be conclusive absent manifest error. The Borrower shall pay such Lender or the such L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the such L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the such L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Company shall be conclusive absent manifest error. The Borrower Company shall pay (or cause the applicable Designated Borrower to pay) such Lender or the such L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) 10 Business Days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the an L/C Issuer setting forth the basis for determination of the compensation, the amount or amounts necessary to compensate such Lender or the such L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Borrower shall be conclusive absent manifest error. The Borrower shall pay such Lender or the such L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the applicable L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Company shall be conclusive presumed correct absent manifest error. The Borrower Company shall pay (or cause the applicable Designated Borrower to pay) such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the an L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the Lender, such L/C Issuer or its such Lender’s or L/C Issuer’s holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section 3.04 and delivered to the Borrower, Borrower shall be conclusive absent manifest error. The Borrower shall pay such Lender or the such L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the an L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the such L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Parent Borrower shall be conclusive absent manifest error. The Parent Borrower shall pay (or cause the applicable Designated Borrower to pay) such Lender or the such L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Company shall be conclusive absent manifest error. The Borrower Company shall pay (or cause the applicable Designated Borrower to pay) such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) 10 Business Days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts reasonably deemed necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Company shall be conclusive absent manifest error. The Borrower Company shall pay (or cause the applicable Designated Borrower to pay) such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 30 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the an L/C Issuer setting forth in reasonable detail the amount or amounts necessary to compensate such Lender or the such L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(aparagraph (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the applicable Borrower, shall be conclusive absent manifest error. The TheSuch Borrower shall pay such Lender or the such L/C Issuer, as the case may be, the amount shown as due on any such certificate promptly (but in any event within ten (10days) Business Days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the an L/C Issuer setting forth in reasonable detail the amount or amounts necessary to compensate such Lender or the such L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include of this Section and the basis for and calculation manner of determining such requested compensation amount or amounts and delivered to the Borrower, any Borrower shall be conclusive absent manifest error. The Such Borrower shall pay such Lender or the such L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Company shall be conclusive absent manifest error. The Borrower Company shall pay (or cause the applicable Designated Borrower to pay) such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the an L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the such L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, applicable Borrower or Holdings shall be conclusive presumed correct absent manifest error. The applicable Borrower or Holdings shall pay such Lender or the such L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary (setting forth the calculation thereof in reasonable detail) to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Borrower shall be conclusive absent manifest error. The Borrower shall pay such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the an L/C Issuer setting forth detailed calculations of the amount or amounts necessary to compensate such Lender or the such L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Company shall be conclusive absent manifest error. The Borrower Company shall pay (or cause the applicable Designated Borrower to pay) such Lender or the such L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the an L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the such L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section 3.04 and delivered to the Borrower, Company shall be conclusive absent manifest error. The Borrower Company shall pay (or cause Acuity or the applicable Designated Borrower to pay) such Lender or the such L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth in reasonable detail the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Company shall be conclusive absent manifest error. The Borrower Company shall pay (or cause the applicable Designated Borrower to pay) such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Company shall be conclusive absent manifest error. The Company will pay (or cause the applicable Designated Borrower shall pay to pay) such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the an L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the such L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Newpark shall be conclusive absent manifest error. The Borrower Subject to clause (d) below, the Borrowers shall pay such Lender or the such L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts (and the basis for calculation of such amount or amounts) necessary to compensate such that Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Borrower shall be conclusive absent manifest error. The Borrower shall pay such that Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Adtalem shall be conclusive absent manifest error. The Borrower Adtalem shall pay (or cause the applicable Designated Borrower to pay) such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth in reasonable detail the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Borrower shall be conclusive absent manifest error. The Subject to subsection (d) below, the Borrower shall pay such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Company shall be conclusive absent manifest error. The Borrower Borrowers, subject to the last sentence of Section 10.04(b), shall pay such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) 10 Business Days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the calculation in reasonable detail of the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Company shall be conclusive absent manifest error. The Borrower Company shall pay (or cause the applicable Designated Borrower to pay) such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a the Lender or the L/C Issuer setting forth in reasonable detail the amount or amounts necessary to compensate such the Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include of this Section and the basis for and calculation manner of determining such requested compensation amount or amounts and delivered to the Borrower, Borrower shall be conclusive absent manifest error. The Borrower shall pay such the Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, B&N shall be conclusive presumptively correct absent manifest error. The Borrower B&N shall pay (or cause the applicable Designated Co-Borrower to pay) such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (i) or (bii) above which shall include of this Section, as well as the basis for and calculation of determining such requested compensation amount or amounts, and delivered to the Borrower, Lead Borrower shall be conclusive absent manifest error. The Borrower Borrowers shall pay such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days 10 days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(a3.04(a), Section 3.04(b) or (bSection 3.04(c) above which shall include the basis for and calculation of such requested compensation and delivered to the Borrower, Company shall be conclusive absent manifest error. The Borrower Company shall pay (or cause the applicable Designated Borrower to pay) such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, and the method for calculating such amount or amounts, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Lead Borrower shall be conclusive absent manifest error. The Borrower Borrowers shall pay such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a), (b) or (bc) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Borrowers shall be conclusive absent manifest error. The Borrower Borrowers shall pay (or cause the Designated Borrower to pay) such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(aSections 3.04(a) or and (b) above which shall include the basis for and calculation of such requested compensation and delivered to the Borrower, Parent Borrower shall be conclusive absent manifest error. The Parent Borrower shall pay (or cause the applicable Foreign Borrower to pay) such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C an LC Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C such LC Issuer or its holding company, as the case may bebe (which certificate shall set forth in reasonable detail the basis for and calculation thereof), as specified in Section 8.4(aparagraph (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Borrower shall be conclusive absent manifest error. The Borrower shall pay such Lender or the L/C such LC Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) 10 Business Days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Company shall be conclusive absent manifest error. The Company will pay (or cause the CHAR1\1980830v3 applicable Borrower shall pay to pay) such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.

Certificates for Reimbursement. A certificate of a Lender or the an L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the such L/C Issuer or its holding company, as the case may be, as specified in Section 8.4(asubsection (a) or (b) above which shall include the basis for and calculation of such requested compensation this Section and delivered to the Borrower, Borrower shall be conclusive absent manifest demonstrable error. The Subject to Section 3.04(d) below, the Borrower shall pay such Lender or the such L/C Issuer, as the case may be, the amount shown as due on any such certificate within ten (10) Business Days days after receipt thereof.