The Borrower shall, on demand, indemnify the Bank against any Breakage Costs and any and all other costs, losses, expenses or liabilities sustained or incurred by the Bank (“Special Costs”) as a result of (i) the Loan not being made for any reason, including, without limitation, non-fulfillment of any of the conditions set forth in Article 3; (ii) the occurrence of any Event of Default or the failure of a warranty set forth in Article 4; (iii) the accelerated repayment of the Loan pursuant to Article 7; (iv) the repayment, prepayment, receipt or recovery in any other manner of the Loan or any other amount due under any Loan Document on any day other than the day scheduled for the repayment, prepayment, receipt or recovery thereof; or (v) the failure of the Borrower to make prepayment after having given notice thereof to the Bank pursuant to Section 2.04.