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This excerpt taken from the CVS 8-K filed Mar 23, 2007. Indemnification
for
Loss
Notwithstanding
anything contained herein to the contrary, if: (i) the
Borrower shall fail to borrow a Eurodollar Advance or if the Borrower shall
fail
to Convert a Eurodollar Advance after it shall have given notice to do so in
which it shall have requested a Eurodollar Advance pursuant to Section 2.3
or
3.3, as the case may be, (ii) the Borrower shall fail to borrow a Competitive
Bid Loan after it shall have accepted any offer with respect thereto in
accordance with Section 2.4 or a Swing Line Loan after it shall have agreed
to a
Negotiated Rate with respect thereto in accordance with Section 2.2(a), (iii)
a
Eurodollar Advance, Competitive Bid Loan or Swing Line Loan shall be terminated
for any reason prior to the last day of the Interest Period applicable thereto
(other than the termination of a Swing Line Loan resulting from a Mandatory
Borrowing at a time when no Default or Event of Default shall exist), (iv)
any
repayment or prepayment of the principal amount of a Eurodollar Advance,
Competitive Bid Loan or Swing Line Loan is made for any reason on a date which
is prior to the last day of the Interest Period applicable thereto (other than
the repayment or prepayment of a Swing Line Loan resulting from a Mandatory
Borrowing at a time when no Default or Event of Default shall exist), or (v)
the
Borrower shall have revoked a
32 notice of prepayment
or
notice of termination of the Commitments, the Swing Line Commitment and the
Letter of Credit Commitment that was conditioned upon the effectiveness of
other
credit facilities pursuant to Section 2.6 or 2.7, the Borrower agrees to
indemnify each Lender against, and to pay on demand directly to such Lender
the
amount (calculated by such Lender using any method chosen by such Lender which
is customarily used by such Lender for such purpose) equal to any loss or
expense suffered by such Lender as a result of such failure to borrow or
Convert, or such termination, repayment, prepayment or revocation, including
any
loss, cost or expense suffered by such Lender in liquidating or employing
deposits acquired to fund or maintain the funding of such Eurodollar Advance,
Competitive Bid Loan or Swing Line Loan, as the case may be, or redeploying
funds prepaid or repaid, in amounts which correspond to such Eurodollar Advance,
Competitive Bid Loan or Swing Line Loan, as the case may be, and any reasonable
internal processing charge customarily charged by such Lender in connection
therewith.
3.6 |
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