Common use of Additional Costs and Expenses; Reserve Charge; Capital Requirements Clause in Contracts

Additional Costs and Expenses; Reserve Charge; Capital Requirements. (a) Notwithstanding any other provision of this Agreement, if after the date hereof the enactment of, change in or change in the interpretation of any Law (which expression, as used herein, includes statutes, rules and regulations thereunder and interpretations thereof by any competent court or by any governmental or other regulatory body or official charged with the administration or interpretation thereof, and requests, directives, instructions and notices at any time or from time to time hereafter made upon or otherwise issued to any Lender (or Credit Support Party) by any central bank or other fiscal, monetary or other authority, whether or not having the force of law) shall: (i) subject any Lender (or Credit Support Party) to any tax, levy, impost, duty, charge, fee, deduction or withholding of any nature with respect to this Agreement or any Loan Document or with respect to maintaining any Credit Loan on a Eurodollar Rate Basis (except for Taxes on the overall net income of such Lender (or Credit Support Party) or any franchise Taxes in lieu thereof); or (ii) materially change the basis of taxation of payments to any Lender of the principal of, interest or any other amounts payable by the Borrower while a Credit Loan is on a Eurodollar Rate Basis; or (iii) impose or increase or render applicable any special deposit or reserve or similar requirements against assets held by, or deposits in or for the respective accounts of, or loans (including the Credit Loan) made by any Lender (or Credit Support Party); or (iv) impose on any Lender (or Credit Support Party) any other conditions or requirements with respect to this Agreement, and the result of any of the foregoing is: (A) to increase the cost to such Lender of maintaining (or agreeing to acquire or maintain) a Credit Loan on a Eurodollar Rate Basis; or (B) to reduce the amount of principal, interest or other amount payable to such Lender (or Credit Support Party) hereunder; or (C) to require such Lender (or Credit Support Party) to make any payment or to forego any interest or other sum payable hereunder, the amount of which payment or foregone interest or other sum is calculated by reference to the gross amount of any sum receivable or deemed received by the Agent from the Borrower hereunder, then, and in each such case, the Borrower shall, on the Payment Date following demand made by the Agent (following notice thereof from the affected Lender (or Credit Support Party) to the Agent) at any time and from time to time as often as the occasion therefor may arise, pay to the Agent in accordance with the priority of payments set forth in Section 2.18 hereof such additional amounts as will be sufficient, in the reasonable judgment of the affected Lender (or Credit Support Party), to compensate such Lender (or Credit Support Party) for such additional costs, reduction, payment or foregone interest or other amount; provided, however, that if an affected Lender (or Credit Support Party) fails to notify the Borrower of such additional costs, reductions, foregone interest or other amounts within ninety (90) days after such Lender (or Credit Support Party) obtains actual notice that such amounts have been or will be incurred, then such Lender (or Credit Support Party) should only be entitled to payment of such costs, reductions or other amounts incurred from and after the date 90 days prior to the date on which the affected Lender (or Credit Support Party) gives such notice, and provided further that, in lieu of paying such additional fee, the Borrower shall have the option to prepay immediately the Credit Loan of the affected Lender (or Credit Support Party) in full (together with accrued interest thereon) without penalty or premium except for (i) any Funding Losses that may become due and payable as a consequence of such prepayment, (ii) accrued interest on the principal balance being prepaid, calculated through the date of such prepayment, and (iii) any additional amounts or fees payable to each of the Lenders pursuant to the provisions of this Section 2.9(a) that were not eliminated by virtue of such prepayment.

Additional Costs and Expenses; Reserve Charge; Capital Requirements. (a) Notwithstanding any other provision of this Agreement, if after the date hereof the enactment of, change in or change in the interpretation of any Law (which expression, as used herein, includes statutes, rules and regulations thereunder and interpretations thereof by any competent court or by any governmental or other regulatory body or official charged with the administration or interpretation thereof, and requests, directives, instructions and notices at any time or from time to time hereafter made upon or otherwise issued to any Lender (or Credit Support Party) by any central bank or other fiscal, monetary or other authority, whether or not having the force of law) shall: (i) subject any Lender (or Credit Support Party) to any tax, levy, impost, duty, charge, fee, deduction or withholding of any nature with respect to this Agreement or any Loan Document or with respect to maintaining any Credit Loan on a Eurodollar Rate Basis (except for Taxes on the overall net income of such Lender (or Credit Support Party) or any franchise Taxes in lieu thereof); or (ii) materially change the basis of taxation of payments to any Lender of the principal of, interest or any other amounts payable by the Borrower while a Credit Loan is on a Eurodollar Rate Basis; or (iii) impose or increase or render applicable any special deposit or reserve or similar requirements against assets held by, or deposits in or for the respective accounts of, or loans (including the Credit LoanLoans) made by or commitments (including the Commitment) of any Lender (or Credit Support Party)Lender; or (iv) impose on any Lender (or Credit Support Party) any other conditions or requirements with respect to this Agreement, and the result of any of the foregoing is: (A) to increase the cost to such Lender of maintaining (its Commitment or agreeing to acquire or maintain) a Credit Loan on a Eurodollar Rate Basis; or (B) to reduce the amount of principal, interest or other amount payable to such Lender (or Credit Support Party) hereunder; or (C) to require such Lender (or Credit Support Party) to make any payment or to forego any interest or other sum payable hereunder, the amount of which payment or foregone interest or other sum is calculated by reference to the gross amount of any sum receivable or deemed received by the Agent from the Borrower hereunder, then, and in each such case, such Lender shall promptly after its determination of such occurrence give notice thereof to the Agent, and thereafter the Agent shall promptly give notice thereof to the Borrower, and the Borrower shall, on the Payment Date following upon demand made by the Agent (following notice thereof from the affected Lender (or Credit Support Party) to the Agent) at any time and from time to time as often as the occasion therefor may arise, pay to the Agent in accordance with the priority of payments set forth in Section 2.18 hereof such additional amounts as will be sufficient, in the reasonable judgment of the affected Lender (or Credit Support Party)Lender, to compensate such Lender (or Credit Support Party) for such additional costs, reduction, payment or foregone interest or other amount; provided, however, that if an affected Lender (or Credit Support Party) fails to notify the Borrower of such additional costs, reductions, foregone interest or other amounts within ninety (90) days after such Lender (or Credit Support Party) obtains actual notice that such amounts have been or will be incurred, then such Lender (or Credit Support Party) should only be entitled to payment of such costs, reductions or other amounts incurred from and after the date 90 days prior to the date on which the affected Lender (or Credit Support Party) gives such notice, and provided further that, in lieu of paying such additional fee, the Borrower shall have the option to prepay immediately the Credit Loan of the affected Lender (or Credit Support Party) in full (together with accrued interest thereon) without penalty or premium except for (i) any Funding Losses that may become due and payable as a consequence of such prepayment, (ii) accrued interest on the principal balance being prepaid, calculated through the date of such prepayment, and (iii) any additional amounts or fees payable to each of the Lenders pursuant to the provisions of this Section 2.9(a) that were not eliminated by virtue of such prepayment.

Additional Costs and Expenses; Reserve Charge; Capital Requirements. (a) Notwithstanding any other provision of this Agreement, if after the date hereof the enactment of, change in or change in the interpretation of any Law (which expression, as used herein, includes statutes, rules and regulations thereunder and interpretations thereof by any competent court or by any governmental or other regulatory body or official charged with the administration or interpretation thereof, and requests, directives, instructions and notices at any time or from time to time hereafter made upon or otherwise issued to any Lender (or Credit Support Party) by any central bank or other fiscal, monetary or other authority, whether or not having the force of law) shall: (i) subject any Lender (or Credit Support Party) to any tax, levy, impost, duty, charge, fee, deduction or withholding of any nature with respect to this Agreement or any Loan Document or with respect to maintaining any Credit Loan on a Eurodollar Rate Basis (except for Taxes on the overall net income of such Lender (or Credit Support Party) or any franchise Taxes in lieu thereof); or (ii) materially change the basis of taxation of payments to any Lender of the principal of, interest or any other amounts payable by the Borrower while a Credit Loan is on a Eurodollar Rate Basis; or (iii) impose or increase or render applicable any special deposit or reserve or similar requirements against assets held by, or deposits in or for the respective accounts of, or loans (including the Credit Loan) made by any Lender (or Credit Support Party)Lender; or (iv) impose on any Lender (or Credit Support Party) any other conditions or requirements with respect to this Agreement, and the result of any of the foregoing is: (A) to increase the cost to such Lender of maintaining (or agreeing to acquire or maintain) a Credit Loan on a Eurodollar Rate Basis; or (B) to reduce the amount of principal, interest or other amount payable to such Lender (or Credit Support Party) hereunder; or (C) to require such Lender (or Credit Support Party) to make any payment or to forego any interest or other sum payable hereunder, the amount of which payment or foregone interest or other sum is calculated by reference to the gross amount of any sum receivable or deemed received by the Agent from the Borrower hereunder, then, and in each such case, the Borrower shall, on the Payment Date following demand made by the Agent (following notice thereof from the affected Lender (or Credit Support Party) to the Agent) at any time and from time to time as often as the occasion therefor may arise, pay to the Agent in accordance with the priority of payments set forth in Section 2.18 hereof such additional amounts as will be sufficient, in the reasonable judgment of the affected Lender (or Credit Support Party)Lender, to compensate such Lender (or Credit Support Party) for such additional costs, reduction, payment or foregone interest or other amount; provided, however, that if an affected Lender (or Credit Support Party) fails to notify the Borrower of such additional costs, reductions, foregone interest or other amounts within ninety (90) days after such Lender (or Credit Support Party) obtains actual notice that such amounts have been or will be incurred, then such Lender (or Credit Support Party) should only be entitled to payment of such costs, reductions or other amounts incurred from and after the date 90 days prior to the date on which the affected Lender (or Credit Support Party) gives such notice, and provided further that, in lieu of paying such additional fee, the Borrower shall have the option to prepay immediately the Credit Loan of the affected Lender (or Credit Support Party) in full (together with accrued interest thereon) without penalty or premium except for (i) any Funding Losses that may become due and payable as a consequence of such prepayment, (ii) accrued interest on the principal balance being prepaid, calculated through the date of such prepayment, and (iii) any additional amounts or fees payable to each of the Lenders pursuant to the provisions of this Section 2.9(a) that were not eliminated by virtue of such prepayment.

Additional Costs and Expenses; Reserve Charge; Capital Requirements. (a) Notwithstanding any other provision of this Agreement, if after the date hereof the enactment of, change in or change in the interpretation of any Law (which expression, as used herein, includes statutes, rules and regulations thereunder and interpretations thereof by any competent court or by any governmental or other regulatory body or official charged with the administration or interpretation thereof, and requests, directives, instructions and notices at any time or from time to time hereafter made upon or otherwise issued to any Lender (or Credit Support Party) by any central bank or other fiscal, monetary or other authority, whether or not having the force of law) shall: (i) subject any Lender (or Credit Support Party) to any tax, levy, impost, duty, charge, fee, deduction or withholding of any nature with respect to this Agreement or any Loan Document or with respect to maintaining any Credit Loan on a Eurodollar Rate Basis (except for Taxes on the overall net income of such Lender (or Credit Support Party) or any franchise Taxes in lieu thereof); or (ii) materially change the basis of taxation of payments to any Lender of the principal of, interest or any other amounts payable by the any Borrower while a Credit Loan is on a Eurodollar Rate Basis; or (iii) impose or increase or render applicable any special deposit or reserve or similar requirements against assets held by, or deposits in or for the respective accounts of, or loans (including the Credit LoanLoans) made by or commitments (including the Commitment) of any Lender (or Credit Support Party)Lender; or (iv) impose on any Lender (or Credit Support Party) any other conditions or requirements with respect to this Agreement, and the result of any of the foregoing is: (A) to increase the cost to such Lender of maintaining (its Commitment or agreeing to acquire or maintain) a Credit Loan on a Eurodollar Rate Basis; or (B) to reduce the amount of principal, interest or other amount payable to such Lender (or Credit Support Party) hereunder; or (C) to require such Lender (or Credit Support Party) to make any payment or to forego any interest or other sum payable hereunder, the amount of which payment or foregone interest or other sum is calculated by reference to the gross amount of any sum receivable or deemed received by the Agent from any relevant Borrower (or, in the Borrower case of the Commitment, all of the Borrowers) hereunder, then, and in each such case, such Lender shall promptly after its determination of such occurrence give notice thereof to the Agent, and thereafter the Agent shall promptly give notice thereof to each Borrower, and each such Borrower shall, on the Payment Date following upon demand made by the Agent (following notice thereof from the affected Lender (or Credit Support Party) to the Agent) at any time and from time to time as often as the occasion therefor may arise, pay to the Agent in accordance with the priority of payments set forth in Section 2.18 hereof such additional amounts as will be sufficient, in the reasonable judgment of the affected Lender (or Credit Support Party)Lender, to compensate such Lender (or Credit Support Party) for such additional costs, reduction, payment or foregone interest or other amount; provided, however, that if an affected Lender (or Credit Support Party) fails to notify the Borrower of such additional costs, reductions, foregone interest or other amounts within ninety (90) days after such Lender (or Credit Support Party) obtains actual notice that such amounts have been or will be incurred, then such Lender (or Credit Support Party) should only be entitled to payment of such costs, reductions or other amounts incurred from and after the date 90 days prior to the date on which the affected Lender (or Credit Support Party) gives such notice, and provided further that, in lieu of paying such additional fee, the Borrower shall have the option to prepay immediately the Credit Loan of the affected Lender (or Credit Support Party) in full (together with accrued interest thereon) without penalty or premium except for (i) any Funding Losses that may become due and payable as a consequence of such prepayment, (ii) accrued interest on the principal balance being prepaid, calculated through the date of such prepayment, and (iii) any additional amounts or fees payable to each of the Lenders pursuant to the provisions of this Section 2.9(a) that were not eliminated by virtue of such prepayment.