Common use of Fixed Rate Breakage Funding Indemnity Clause in Contracts

Fixed Rate Breakage Funding Indemnity. In connection with any optional or mandatory prepayment (including upon acceleration of maturity or in connection with any insolvency proceeding) (the date such prepayment is due being the “Fixed Rate Breakage Date”) of the Fixed Rate Portion of the Term Loan A-2, the Borrowers shall pay to the Lender an amount (“Fixed Rate Breakage Indemnity”) intended to compensate the Lender for any actual or imputed funding losses incurred by the Lender a result of the payment, which Fixed Rate Breakage Indemnity will be determined by the Lender (such determination to be conclusive and binding on the Borrowers absent manifest error) as follows: (i) Subtract (A) the interpolated terminal Treasury Rate on the Fixed Rate Breakage Date (the “Terminal Treasury Rate”), from (B) the fixed rate set forth in Section 3.1(a) (the “Fixed Rate Cost”). If such difference is negative, then no Fixed Rate Breakage Indemnity shall be due under this provision. If such difference is positive, continue the calculation through and including subclauses (ii) through (iv) inclusive, and the result shall be the applicable Fixed Rate Breakage Indemnity. (ii) Divide the result determined in subclause (i) above by four (the number of times interest is payable during the year). (iii) For each monthly interest period (or portion thereof) during which interest was scheduled to accrue at the Fixed Rate, multiply the amount determined in subclause (ii) above by the principal balance scheduled to have been outstanding during such period (such that there is a calculation for each monthly interest period during which the amount repaid was scheduled to have been outstanding at the applicable Fixed Rate). (iv) Determine the present value of each calculation made under subclause (iii) above based upon the scheduled time that interest on the amount repaid would have been payable and a discount rate equal to the Terminal Treasury Rate.

Fixed Rate Breakage Funding Indemnity. In connection with any optional or mandatory prepayment (including upon acceleration of maturity or in connection with any insolvency proceeding) (the date such prepayment is due being the “Fixed Rate Breakage Date”) of the Fixed Rate Portion of the Term Loan A-2Loan, the Borrowers Borrower shall pay to the Lender an amount (“Fixed Rate Breakage Indemnity”) intended to compensate the such Lender for any actual or imputed funding losses incurred by the such Lender a result of the payment, which the Borrowers shall pay to Lender a Fixed Rate Breakage Indemnity will be determined by the Lender (such determination to be conclusive and binding on the Borrowers absent manifest error) as follows: (i) Subtract (A) the interpolated terminal Treasury Rate on the Fixed Rate Breakage Date (the “Terminal Treasury Rate”), from (B) the fixed rate set forth in Section 3.1(a) 3.1 (the “Fixed Rate Cost”). If such difference is negative, then no Fixed Rate Breakage Indemnity shall be due under this provision. If such difference is positive, continue the calculation through and including subclauses (ii) through (iv) inclusive, and the result shall be the applicable Fixed Rate Breakage Indemnity. (ii) Divide the result determined in subclause (i) above by four twelve (the number of times interest is payable during the year). (iii) For each monthly interest period (or portion thereof) during which interest was scheduled to accrue at the Fixed Rate, multiply the amount determined in subclause (ii) above by the principal balance scheduled to have been outstanding during such period (such that there is a calculation for each monthly interest period during which the amount repaid was scheduled to have been outstanding at the applicable Fixed Rate). (iv) Determine the present value of each calculation made under subclause (iii) above based upon the scheduled time that interest on the amount repaid would have been payable and a discount rate equal to the Terminal Treasury Rate.