Common use of Additional or Increased Costs Clause in Contracts

Additional or Increased Costs. (a) If, due to any Regulatory Change that: (i) changes the basis of taxation of any amounts payable to any Lender (other than (A) Covered Taxes, (B) Taxes described in clauses (b) through (d) of the definition of Excluded Taxes, and (C) Connection Income Taxes); (ii) imposes, modifies or holds applicable any reserve, special deposit, deposit insurance or similar requirement, including any compulsory loan requirement, insurance charge or other assessment (other than, for any period for which such Lender is subject to a Capital Adequacy Requirement, the reserves against “Eurocurrency liabilities” under Regulation D of the Federal Reserve Board) against assets of, deposits with or for the account of, or Loan extended by, such Lender; or (iii) imposes any other condition affecting this Agreement or the Note held by such Lender, and the effect of any of the foregoing is to increase the cost to such Lender of making its Disbursements or maintaining its proportion of the Loan or to reduce any amount received or receivable by such Lender hereunder (whether of principal, interest or otherwise), then the Borrower shall from time to time, upon written demand by such ▇▇▇▇▇▇, pay to the Administrative Agent for the benefit of such Lender, additional amounts sufficient to compensate such Lender for such increased cost or reduction suffered. (b) Each demand for payment by a Lender under this Section 2.09 shall be accompanied by a certificate showing in reasonable detail the basis for the calculation of the amounts demanded in good faith, which certificate, in the absence of manifest error, shall be conclusive and binding for all purposes. The Borrower shall pay such Lender, as the case may be, the amount shown as due on any such certificate within twenty (20) Business Days after receipt thereof. (c) No Lender shall be entitled to demand or be compensated for any additional amounts under this Section 2.09 (i) to the extent that such additional amounts relate to any period of time more than one hundred eighty (180) days prior to the date upon which such Lender first notifies the Borrower of such additional amounts, or (ii) if such Lender is causing the incremental cost to be incurred for a reason not provided for in Section 2.09(a) above. (d) If the Borrower is required to pay any amount to a Lender pursuant to this Section 2.09, it may prepay the portion of the Loan held by such Lender in accordance with Section 3.02. Notwithstanding anything to the contrary herein, the provisions of Sections 3.03(b) and 3.03(c) shall not apply to any such prepayment.

Additional or Increased Costs. (a) If, due to any Regulatory Change that: either (i) changes the basis introduction of taxation or any change in or in the interpretation of any amounts payable law or regulation, or (ii) the compliance with any guideline or request from any central bank or other governmental authority (whether or not having the force of law), there shall be any increase in the cost to any Lender (other than (A) Covered Taxesof agreeing to make or making, (B) Taxes described in clauses (b) through (d) of funding or maintaining the definition of Excluded Taxes, and (C) Connection Income Taxes); (ii) imposes, modifies or holds applicable any reserve, special deposit, deposit insurance or similar requirement, including any compulsory loan requirement, insurance charge or other assessment (other than, for any period for which such Lender is subject to a Capital Adequacy Requirement, the reserves against “Eurocurrency liabilities” under Regulation D of the Federal Reserve Board) against assets of, deposits with or for the account of, or Loan extended by, such Lender; or (iii) imposes any other condition affecting this Agreement Disbursements or the Note held by such Lender, and the effect of any of the foregoing is to increase the cost to such Lender of making its Disbursements or maintaining its proportion of the Loan or to reduce any amount received or receivable by such Lender hereunder (whether of principal, interest or otherwise)Credit Facility, then the Borrower Shipowner shall from time to time, upon written demand by such ▇▇▇▇▇▇Lender, pay to the Administrative Agent for the benefit of such Lender, Lender additional amounts sufficient to compensate such Lender for such increased cost or reduction sufferedcost. (b) If any Lender determines that compliance with any law or regulation or any guideline or request from any central bank or other governmental authority (whether or not having the force of law) affects or would affect the amount of capital required to be maintained by such Lender or any corporation controlling such Lender and that the amount of such capital is increased by or based upon the existence of such Lender's commitment to lend hereunder and other commitments of this type, then, upon demand by such Lender, the Shipowner shall immediately pay to the Facility Agent (for the benefit of such Lender), from time to time as specified by the Facility Agent (on behalf of such Lender), additional amounts sufficient to compensate such Lender or such corporation in the light of such circumstances, to the extent that such Lender reasonably determines such increase in capital to be allocable to the existence of its commitment to lend hereunder. (c) Each Lender shall take such reasonable steps as it shall determine to minimize amounts demanded under this Section 6.04; PROVIDED that no Lender shall be obligated to take any actions under this SECTION 6.04 if such Lender has determined, that such actions would cause it to incur any material costs or expenses or would otherwise be disadvantageous to it in any material respect. In the event that a Lender transfers the booking office of the Credit Facility or the Floating Rate Note to minimize amounts demanded under this Section 6.04, any costs and expenses incurred in such transfer shall be paid by the Shipowner on demand by such Lender. (d) Each demand for payment by a Lender the Facility Agent (on behalf of any Lender) under this Section 2.09 6.04 shall be accompanied by a certificate showing in reasonable detail the basis for the calculation of the amounts demanded in good faithdemanded, which certificate, in the absence of manifest error, shall be conclusive and binding for all purposes. The Borrower shall pay such Lender, as the case may be, the amount shown as due on any such certificate within twenty (20) Business Days after receipt thereof. (ce) No Each Lender shall notify the Shipowner of any event occurring after the date of this Agreement which entitles such Lender to compensation pursuant to this Section 6.04, as promptly as practicable, and in any event within ninety (90) days after it has knowledge of such event and has determined that a request for compensation hereunder shall be entitled made. The Shipowner shall not be obligated to demand or be compensated reimburse any Lender for any additional amounts under this Section 2.09 (i) to the extent that such additional amounts relate to any period of time loss or cost incurred more than one hundred eighty ninety (18090) days prior to delivery of notice to the date upon which such Shipowner by the Lender first notifies the Borrower of such additional amounts, or (ii) if such Lender is causing the incremental cost to be incurred for a reason not provided for in Section 2.09(a) above. (d) If the Borrower is required to pay any amount to a Lender pursuant to requesting compensation under this Section 2.09, it may prepay the portion of the Loan held by such Lender in accordance with Section 3.026.04. Notwithstanding anything to the contrary contained herein, the provisions agreements in this SECTION 6.04 shall survive the termination of Sections 3.03(b) this Agreement and 3.03(c) shall not apply to any such prepaymentthe payment of the Floating Rate Note and all other amounts due hereunder.

Additional or Increased Costs. (a) If, due to any Regulatory Change that: either (i) changes the basis introduction of taxation or any change in or in the interpretation of any amounts payable law, regulation or accounting principle, or (ii) the compliance with any guideline or request from any central bank or other governmental authority (whether or not having the force of law), there shall be any increase in the cost to any Lender (other than (A) Covered Taxesof agreeing to make or making, (B) Taxes described in clauses (b) through (d) of funding or maintaining the definition of Excluded Taxes, and (C) Connection Income Taxes); (ii) imposes, modifies or holds applicable any reserve, special deposit, deposit insurance or similar requirement, including any compulsory loan requirement, insurance charge or other assessment (other than, for any period for which such Lender is subject to a Capital Adequacy Requirement, the reserves against “Eurocurrency liabilities” under Regulation D of the Federal Reserve Board) against assets of, deposits with or for the account of, or Loan extended by, such Lender; or (iii) imposes any other condition affecting this Agreement Disbursements or the Note held by such Lender, and the effect of any of the foregoing is to increase the cost to such Lender of making its Disbursements or maintaining its proportion of the Loan or to reduce any amount received or receivable by such Lender hereunder (whether of principal, interest or otherwise)Credit Facility, then the Borrower Shipowner shall from time to time, upon written demand by such ▇▇▇▇▇▇Lender, pay to the Administrative Agent for the benefit of such Lender, Lender additional amounts sufficient to compensate such Lender for such increased cost cost. In furtherance and not in limitation of the foregoing, if the issuance of Financial Accounting Standards Board Interpretation No. 46 ("FASB 46"), or reduction sufferedany other change in accounting standards or the issuance of any other pronouncement, release or interpretation, or the implementation of FASB 46 or any other such standard, pronouncement, release or interpretation, causes or requires the consolidation of all or a portion of the assets and liabilities of the Primary Lender with the assets and liabilities of the Alternate Lender or any other funding source, such event shall constitute a circumstance on which the affected Lender may base a claim for reimbursement under this Section 6.04. (b) If any Lender determines that compliance with any law or regulation or any guideline or request from any central bank or other governmental authority (whether or not having the force of law) affects or would affect the amount of capital required to be maintained by such Lender or any corporation controlling such Lender and that the amount of such capital is increased by or based upon the existence of such Lender's commitment to lend hereunder and other commitments of this type, then, upon demand by such Lender, the Shipowner shall immediately pay to the Facility Agent (for the benefit of such Lender), from time to time as specified by the Facility Agent (on behalf of such Lender), additional amounts sufficient to compensate such Lender or such corporation in the light of such circumstances, to the extent that such Lender reasonably determines such increase in capital to be allocable to the existence of its commitment to lend hereunder. (c) Each Lender shall take such reasonable steps as it shall determine to minimize amounts demanded under this Section 6.04; provided that no Lender shall be obligated to take any actions under this Section 6.04 if such Lender has determined, that such actions would cause it to incur any material costs or expenses or would otherwise be disadvantageous to it in any material respect. In the event that a Lender transfers the booking office of the Credit Facility or the Floating Rate Note to minimize amounts demanded under this Section 6.04, any costs and expenses incurred in such transfer shall be paid by the Shipowner on demand by such Lender. (d) Each demand for payment by a Lender the Facility Agent (on behalf of any Lender) under this Section 2.09 6.04 shall be accompanied by a certificate showing in reasonable detail the basis for the calculation of the amounts demanded in good faithdemanded, which certificate, in the absence of manifest error, shall be conclusive and binding for all purposes. The Borrower shall pay such Lender, as the case may be, the amount shown as due on any such certificate within twenty (20) Business Days after receipt thereof. (ce) No The Facility Agent on behalf of each Lender shall notify the Shipowner of any event occurring after the date of this Agreement which entitles such Lender to compensation pursuant to this Section 6.04, as promptly as practicable, and in any event within ninety (90) days after it has knowledge of such event and has determined that a request for compensation hereunder shall be entitled made. The Shipowner shall not be obligated to demand or be compensated reimburse any Lender for any additional amounts under this Section 2.09 (i) to the extent that such additional amounts relate to any period of time loss or cost incurred more than one hundred eighty ninety (18090) days prior to delivery of notice to the date upon which such Shipowner by the Lender first notifies the Borrower of such additional amounts, or (ii) if such Lender is causing the incremental cost to be incurred for a reason not provided for in Section 2.09(a) above. (d) If the Borrower is required to pay any amount to a Lender pursuant to requesting compensation under this Section 2.09, it may prepay the portion of the Loan held by such Lender in accordance with Section 3.02. Notwithstanding anything to the contrary herein, the provisions of Sections 3.03(b) and 3.03(c) shall not apply to any such prepayment6.04.

Additional or Increased Costs. (a) If, due to any Regulatory Change that: (i) changes the basis of taxation of any amounts payable to any the Lender (other than (A) Covered Taxes, (B) Taxes described in clauses (b) through (d) taxes imposed on the overall net income of the definition Lender or of Excluded Taxes, and (C) Connection Income Taxesthe office out of which it is acting hereunder); (ii) imposes, imposes or modifies or holds applicable any reserve, special deposit, deposit insurance or similar requirement, including any compulsory loan requirement, insurance charge or other assessment (other than, for any period for which such Lender is subject to a Capital Adequacy Requirement, affecting the reserves against “Eurocurrency liabilities” under Regulation D of the Federal Reserve Board) against assets of, deposits with or for the account of, or Loan extended by, such Lender; or (iii) imposes any other condition affecting this Agreement or the Note held by such Lenderany Note, and the effect of there shall be any of the foregoing is to increase in the cost to such the Lender of making its Disbursements agreeing to make or making, funding or maintaining its proportion of the Loan or to reduce any amount received or receivable by such Lender hereunder (whether of principal, interest or otherwise)Utilization, then the Borrower shall from time to time, upon written demand by such ▇▇▇▇▇▇the Lender, pay to the Administrative Agent for the benefit of such Lender, Lender additional amounts sufficient to compensate such the Lender for such increased cost or reduction sufferedcost. (b) Each demand Without duplication of Section 7.04(a), if the Lender, in its reasonable judgment, determines at any time that any Regulatory Change will have the effect of increasing the amount of capital required or expected to be maintained by the Lender (which term, for payment by a Lender under purposes of this Section 2.09 7.04(b), shall be accompanied by a certificate showing in reasonable detail include any corporation controlling the basis for Lender) based on the calculation existence of the amounts demanded in good faithLender's obligations hereunder, which certificate, in then the absence of manifest error, shall be conclusive and binding for all purposes. The Borrower shall pay such to the Lender, as upon demand by the case may beLender, the amount shown as due on any such certificate within twenty (20) Business Days after receipt thereof. (c) No Lender shall be entitled to demand or be compensated for any additional amounts under this Section 2.09 (i) to the extent that such additional amounts relate as shall be required to compensate the Lender for the increased cost to the Lender as a result thereof (which compensation shall include, without limitation, an amount equal to any period reduction in return on assets or equity of time more than one hundred eighty (180) days prior to the date upon which such Lender first notifies the Borrower of such additional amounts, or (ii) if such Lender is causing the incremental cost to be incurred for a reason not provided for in Section 2.09(a) above. (d) If the Borrower is required to pay any amount to a Lender pursuant level below that which it could have achieved but for such Regulatory Change, taking into account the Lender's policies as to this Section 2.09, it may prepay the portion of the Loan held by such Lender in accordance with Section 3.02. Notwithstanding anything to the contrary herein, the provisions of Sections 3.03(b) and 3.03(c) shall not apply to any such prepaymentcapital adequacy).

Additional or Increased Costs. ​ (a) If, due to any Regulatory Change that: (i) changes the basis of taxation of any amounts payable to any Lender (other than (A) Covered Taxes, (B) Taxes described in clauses (b) through (d) of the definition of Excluded Taxes, and (C) Connection Income Taxes); (ii) imposes, modifies or holds applicable any reserve, special deposit, deposit insurance or similar requirement, including any compulsory loan requirement, insurance charge or other assessment (other than, for any period for which such Lender is subject to a Capital Adequacy Requirement, the reserves against “Eurocurrency liabilities” under Regulation D of the Federal Reserve Board) against assets of, deposits with or for the account of, or Loan extended by, such Lender; or (iii) imposes any other condition affecting this Agreement or the Note held by such Lender, and the effect of any of the foregoing is to increase the cost to such Lender of making its Disbursements Disbursement or maintaining its proportion of the Loan or to reduce any amount received or receivable by such Lender hereunder (whether of principal, interest or otherwise), then the Borrower shall from time to time, upon written demand by such ▇▇▇▇▇▇Lender, pay to the Administrative Agent for the benefit of such Lender, additional amounts sufficient to compensate such Lender for such increased cost or reduction suffered. (b) Each demand for payment by a Lender under this Section 2.09 shall be accompanied by a certificate showing in reasonable detail the basis for the calculation of the amounts demanded in good faith, which certificate, in the absence of manifest error, shall be conclusive and binding for all purposes. The Borrower shall pay such Lender, as the case may be, the amount shown as due on any such certificate within twenty (20) Business Days after receipt thereof.. ​ (c) No Lender shall be entitled to demand or be compensated for any additional amounts under this Section 2.09 (i) to the extent that such additional amounts relate to any period of time more than one hundred eighty (180) days prior to the date upon which such Lender first notifies the Borrower of such additional amounts, or (ii) if such Lender is causing the incremental cost to be incurred for a reason not provided for in Section 2.09(a) above. (d) If the Borrower is required to pay any amount to a Lender pursuant to this Section 2.09, it may prepay the portion of the Loan held by such Lender in accordance with Section 3.02. Notwithstanding anything to the contrary herein, the provisions of Sections 3.03(b3.02(a), 3.04(b) and 3.03(c3.04(c) shall not apply to any such prepayment.. ​

Additional or Increased Costs. (a) If, due to any Regulatory Change that: either (i) changes the basis introduction of taxation or any change in or in the interpretation of any amounts payable to any Lender (other than (A) Covered Taxes, (B) Taxes described in clauses (b) through (d) of the definition of Excluded Taxes, and (C) Connection Income Taxes); law or regulation or (ii) imposes, modifies the compliance with any guideline or holds applicable request from any reserve, special deposit, deposit insurance or similar requirement, including any compulsory loan requirement, insurance charge central bank or other assessment Governmental Authority (other thanwhether or not having the force of law), for there shall be any period for which such Lender is subject to a Capital Adequacy Requirement, the reserves against “Eurocurrency liabilities” under Regulation D of the Federal Reserve Board) against assets of, deposits with or for the account of, or Loan extended by, such Lender; or (iii) imposes any other condition affecting this Agreement or the Note held by such Lender, and the effect of any of the foregoing is to increase in the cost to such a Lender of making its Disbursements agreeing to make or making, funding or maintaining its proportion of the Loan Advances or to reduce any amount received or receivable by such Lender hereunder (whether of principal, interest or otherwise)the Credit Facility, then the Borrower Shipowner shall from time to time, upon written demand by such ▇▇▇▇▇▇a Lender, pay to the Administrative Agent for the benefit of such Lender, Lender additional amounts sufficient to compensate such Lender for such increased cost or reduction sufferedcost. (b) If a Lender determines that compliance with any law or regulation or any guideline or request from any central bank or other Governmental Authority (whether or not having the force of law) affects or would affect the amount of capital required to be maintained by such Lender or any corporation controlling such Lender and that the amount of such capital is increased by or based upon the existence of such Lender's commitment to lend hereunder and other commitments of this type, then, upon demand by such Lender, the Shipowner shall immediately pay to the Facility Agent, for the benefit of such Lender, from time to time as specified by the Facility Agent, additional amounts sufficient to compensate such Lender or such corporation in the light of such circumstances, to the extent that such Lender reasonably determines such increase in capital to be allocable to the existence of its commitment to lend hereunder. (c) Each demand for payment by a Lender the Facility Agent under this Section 2.09 6.04 shall be accompanied by a certificate showing in reasonable detail the basis for the calculation of the amounts demanded in good faithdemanded, which certificate, in the absence of manifest error, shall be conclusive and binding for all purposes. The Borrower shall pay such Lender, as the case may be, the amount shown as due on any such certificate within twenty (20) Business Days after receipt thereof. (c) No Lender shall be entitled to demand or be compensated for any additional amounts under this Section 2.09 (i) to the extent that such additional amounts relate to any period of time more than one hundred eighty (180) days prior to the date upon which such Lender first notifies the Borrower of such additional amounts, or (ii) if such Lender is causing the incremental cost to be incurred for a reason not provided for in Section 2.09(a) above. (d) If the Borrower is required to pay any amount to a Lender pursuant to this Section 2.09, it may prepay the portion of the Loan held by such Lender in accordance with Section 3.02. Notwithstanding anything to the contrary contained herein, the provisions agreements in this Section 6.04 shall survive the termination of Sections 3.03(bthis Agreement and the payment of the Floating Rate Note and all other amounts due hereunder. (e) Each Lender shall take such reasonable steps as it shall determine to minimize amounts demanded under this Section 6.04; provided that no Lender shall be obligated to take any actions under this Section 6.04 if such Lender has determined, that such actions would cause it to incur any material costs or expenses or would otherwise be disadvantageous to it in any material respect. In the event that a Lender transfers the booking office of the Credit Facility or the Floating Rate Note to minimize amounts demanded under this Section 6.04, any costs and 3.03(cexpenses incurred in such transfer shall be paid by the Shipowner on demand by such Lender. (f) The Facility Agent on behalf of each Lender shall notify the Shipowner of any event occurring after the date of this Agreement which entitles such Lender to compensation pursuant to this Section 6.04, as promptly as practicable, and in any event within ninety (90) days after it has knowledge of such event and has determined that a request for compensation hereunder shall be made. The Shipowner shall not apply be obligated to reimburse any such prepaymentLender for any loss or cost incurred more than ninety (90) days prior to delivery of notice to the Shipowner by the Lender requesting compensation under this Section 6.04.

Additional or Increased Costs. (a) If, due to any Regulatory Change that: (i) changes the basis of taxation of any amounts payable to any Lender (other than (A) Covered Taxes, (B) Taxes described in clauses (b) through (d) of the definition of Excluded Taxes, and (C) Connection Income Taxes); (ii) imposes, modifies or holds applicable any reserve, special deposit, deposit insurance or similar requirement, including any compulsory loan requirement, insurance charge or other assessment (other than, for any period for which such Lender is subject to a Capital Adequacy Requirement, the reserves against “Eurocurrency liabilities” under Regulation D of the Federal Reserve Board) against assets of, deposits with or for the account of, or Loan extended by, such Lender; or (iii) imposes any other condition affecting this Agreement or the Note held by such Lender, and the effect of any of the foregoing is to increase the cost to such Lender of making its Disbursements Disbursement or maintaining its proportion of the Loan or to reduce any amount received or receivable by such Lender hereunder (whether of principal, interest or otherwise), then the Borrower shall from time to time, upon written demand by such ▇▇▇▇▇▇, pay to the Administrative Agent for the benefit of such Lender, additional amounts sufficient to compensate such Lender for such increased cost or reduction suffered. (b) Each demand for payment by a Lender under this Section 2.09 shall be accompanied by a certificate showing in reasonable detail the basis for the calculation of the amounts demanded in good faith, which certificate, in the absence of manifest error, shall be conclusive and binding for all purposes. The Borrower shall pay such Lender, as the case may be, the amount shown as due on any such certificate within twenty (20) Business Days after receipt thereof. (c) No Lender shall be entitled to demand or be compensated for any additional amounts under this Section 2.09 (i) to the extent that such additional amounts relate to any period of time more than one hundred eighty (180) days prior to the date upon which such Lender first notifies the Borrower of such additional amounts, or (ii) if such Lender is causing the incremental cost to be incurred for a reason not provided for in Section 2.09(a) above. (d) If the Borrower is required to pay any amount to a Lender pursuant to this Section 2.09, it may prepay the portion of the Loan held by such Lender in accordance with Section 3.02. Notwithstanding anything to the contrary herein, the provisions of Sections 3.03(b) and 3.03(c) shall not apply to any such prepayment.

Additional or Increased Costs. (a) If, due to any Regulatory Change that: (i) changes the basis of taxation of any amounts payable to any the Lender (other than (A) Covered Taxes, (B) Taxes described in clauses (b) through (d) of the definition of Excluded Taxes, and (C) Connection Income Taxes); (ii) imposes, modifies or holds applicable any reserve, special deposit, deposit insurance or similar requirement, including any compulsory loan requirement, insurance charge or other assessment (other than, for any period for which such the Lender is subject to a Capital Adequacy Requirement, the reserves against “Eurocurrency liabilities” under Regulation D of the Federal Reserve Board) against assets of, deposits with or for the account of, or Loan extended by, such the Lender; or (iii) imposes any other condition affecting this Agreement or the Note held by such the Lender, and the effect of any of the foregoing is to increase the cost to such the Lender of making its Disbursements or maintaining its proportion of the Loan or to reduce any amount received or receivable by such the Lender hereunder (whether of principal, interest or otherwise), then the Borrower shall from time to time, upon written demand by such ▇▇▇▇▇▇the Lender, pay to the Administrative Agent for the benefit of such Lender, additional amounts sufficient to compensate such the Lender for such increased cost or reduction suffered. (b) Each demand for payment by a the Lender under this Section 2.09 shall be accompanied by a certificate showing in reasonable detail the basis for the calculation of the amounts demanded in good faith, which certificate, in the absence of manifest error, shall be conclusive and binding for all purposes. The Borrower shall pay such the Lender, as the case may be, the amount shown as due on any such certificate within twenty (20) Business Days after receipt thereof. (c) No The Lender shall not be entitled to demand or be compensated for any additional amounts under this Section 2.09 (i) to the extent that such additional amounts relate to any period of time more than one hundred eighty (180) days prior to the date upon which such the Lender first notifies the Borrower of such additional amounts, or (ii) if such the Lender is causing the incremental cost to be incurred for a reason not provided for in Section 2.09(a) above. (d) If the Borrower is required to pay any amount to a the Lender pursuant to this Section 2.09, it may prepay the portion of the Loan held by such the Lender in accordance with Section 3.02. Notwithstanding anything to the contrary herein, the provisions of Sections 3.03(b) and 3.03(c) shall not apply to any such prepayment.​

Additional or Increased Costs. (a) If, due to any Regulatory Change that: (i) changes the basis of taxation of any amounts payable to any the Lender (other than (A) Covered Taxes, (B) Taxes described in clauses (b) through (d) taxes imposed on the overall net income of the definition Lender or of Excluded Taxes, and (C) Connection Income Taxesthe office out of which it is acting hereunder); (ii) imposes, imposes or modifies or holds applicable any reserve, special deposit, deposit insurance or similar requirement, including any compulsory loan requirement, insurance charge or other assessment (other than, for any period for which such Lender is subject to a Capital Adequacy Requirement, Reserve/Premium Requirements affecting the reserves against “Eurocurrency liabilities” under Regulation D of the Federal Reserve Board) against assets of, deposits with or for the account of, or Loan extended by, such Lender; or (iii) imposes any other condition affecting this Agreement or the Note held by such LenderNote(s), and the effect of there shall be any of the foregoing is to increase in the cost to such the Lender of making its Disbursements agreeing to make or making, funding or maintaining its proportion of the Loan or to reduce any amount received or receivable by such Lender hereunder (whether of principal, interest or otherwise)Utilization, then the Borrower shall from time to time, upon written demand by such ▇▇▇▇▇▇the Lender, pay to the Administrative Agent for the benefit of such Lender, Lender additional amounts sufficient to compensate such the Lender for such increased cost or reduction sufferedcost. (b) Each demand Without duplication of Section 7.04(a), if the Lender, in its reasonable judgment, determines at any time that any Regulatory Change will have the effect of increasing the amount of capital required or expected to be maintained by the Lender (which term, for payment by a Lender under purposes of this Section 2.09 7.04(b), shall be accompanied by a certificate showing in reasonable detail include any corporation controlling the basis for Lender) based on the calculation existence of the amounts demanded in good faithLender's obligations hereunder, which certificate, in then the absence of manifest error, shall be conclusive and binding for all purposes. The Borrower shall pay such to the Lender, as upon demand by the case may beLender, the amount shown as due on any such certificate within twenty (20) Business Days after receipt thereof. (c) No Lender shall be entitled to demand or be compensated for any additional amounts under this Section 2.09 (i) to the extent that such additional amounts relate as shall be required to compensate the Lender for the increased cost to the Lender as a result thereof (which compensation shall include, without limitation, an amount equal to any period reduction in return on assets or equity of time more than one hundred eighty (180) days prior to the date upon which such Lender first notifies the Borrower of such additional amounts, or (ii) if such Lender is causing the incremental cost to be incurred for a reason not provided for in Section 2.09(a) above. (d) If the Borrower is required to pay any amount to a Lender pursuant level below that which it could have achieved but for such Regulatory Change, taking into account the Lender's policies as to this Section 2.09, it may prepay the portion of the Loan held by such Lender in accordance with Section 3.02. Notwithstanding anything to the contrary herein, the provisions of Sections 3.03(b) and 3.03(c) shall not apply to any such prepaymentcapital adequacy).

Additional or Increased Costs. ​ (a) If, due to any Regulatory Change that: (i) changes the basis of taxation of any amounts payable to any Lender (other than (A) Covered Taxes, (B) Taxes described in clauses (b) through (d) of the definition of Excluded Taxes, and (C) Connection Income Taxes); (ii) imposes, modifies or holds applicable any reserve, special deposit, deposit insurance or similar requirement, including any compulsory loan requirement, insurance charge or other assessment (other than, for any period for which such Lender is subject to a Capital Adequacy Requirement, the reserves against “Eurocurrency liabilities” under Regulation D of the Federal Reserve Board) against assets of, deposits with or for the account of, or Loan extended by, such Lender; or (iii) imposes any other condition affecting this Agreement or the Note held by such Lender, and the effect of any of the foregoing is to increase the cost to such Lender of making its Disbursements or maintaining its proportion of the Loan or to reduce any amount received or receivable by such Lender hereunder (whether of principal, interest or otherwise), then the Borrower shall from time to time, upon written demand by such ▇▇▇▇▇▇, pay to the Administrative Agent for the benefit of such Lender, additional amounts sufficient to compensate such Lender for such increased cost or reduction suffered. (b) Each demand for payment by a Lender under this Section 2.09 shall be accompanied by a certificate showing in reasonable detail the basis for the calculation of the amounts demanded in good faith, which certificate, in the absence of manifest error, shall be conclusive and binding for all purposes. The Borrower shall pay such Lender, as the case may be, the amount shown as due on any such certificate within twenty (20) Business Days after receipt thereof. (c) No Lender shall be entitled to demand or be compensated for any additional amounts under this Section 2.09 (i) to the extent that such additional amounts relate to any period of time more than one hundred eighty (180) days prior to the date upon which such Lender first notifies the Borrower of such additional amounts, or (ii) if such Lender is causing the incremental cost to be incurred for a reason not provided for in Section 2.09(a) above. (d) If the Borrower is required to pay any amount to a Lender pursuant to this Section 2.09, it may prepay the portion of the Loan held by such Lender in accordance with Section 3.02. Notwithstanding anything to the contrary herein, the provisions of Sections 3.03(b) and 3.03(c) shall not apply to any such prepayment.

Additional or Increased Costs. (a) If, due to any Regulatory Change that: either (i) changes the basis introduction of taxation or any change in or in the interpretation of any amounts payable law or regulation, or (ii) the compliance with any guideline or request from any central bank or other governmental authority (whether or not having the force of law), there shall be any increase in the cost to any Lender (other than (A) Covered Taxesof agreeing to make or making, (B) Taxes described in clauses (b) through (d) of funding or maintaining the definition of Excluded Taxes, and (C) Connection Income Taxes); (ii) imposes, modifies or holds applicable any reserve, special deposit, deposit insurance or similar requirement, including any compulsory loan requirement, insurance charge or other assessment (other than, for any period for which such Lender is subject to a Capital Adequacy Requirement, the reserves against “Eurocurrency liabilities” under Regulation D of the Federal Reserve Board) against assets of, deposits with or for the account of, or Loan extended by, such Lender; or (iii) imposes any other condition affecting this Agreement Disbursements or the Note held by such Lender, and the effect of any of the foregoing is to increase the cost to such Lender of making its Disbursements or maintaining its proportion of the Loan or to reduce any amount received or receivable by such Lender hereunder (whether of principal, interest or otherwise)Credit Facility, then the Borrower Shipowner shall from time to time, upon written demand by such ▇▇▇▇▇▇Lender, pay to the Administrative Agent for the benefit of such Lender, Lender additional amounts sufficient to compensate such Lender for such increased cost or reduction sufferedcost. (b) If any Lender determines that compliance with any law or regulation or any guideline or request from any central bank or other governmental authority (whether or not having the force of law) affects or would affect the amount of capital required to be maintained by such Lender or any corporation controlling such Lender and that the amount of such capital is increased by or based upon the existence of such Lender's commitment to lend hereunder and other commitments of this type, then, upon demand by such Lender, the Shipowner shall immediately pay to the Facility Agent (for the benefit of such Lender), from time to time as specified by the Facility Agent (on behalf of such Lender), additional amounts sufficient to compensate such Lender or such corporation in the light of such circumstances, to the extent that such Lender reasonably determines such increase in capital to be allocable to the existence of its commitment to lend hereunder. (c) Each Lender shall take such reasonable steps as it shall determine to minimize amounts demanded under this Section 6.04; provided that no Lender shall be obligated to take any actions under this Section 6.04 if such Lender has determined, that such actions would cause it to incur any material costs or expenses or would otherwise be disadvantageous to it in any material respect. In the event that a Lender transfers the booking office of the Credit Facility or the Floating Rate Note to minimize amounts demanded under this Section 6.04, any costs and expenses incurred in such transfer shall be paid by the Shipowner on demand by such Lender, provided, however, that any requirements imposed by this Section 6.04 on the Shipowner shall be no more burdensome than those imposed by the Lender on its highest rated and most favored customers who are subject to similar requirements. (d) Each demand for payment by a Lender the Facility Agent (on behalf of any Lender) under this Section 2.09 6.04 shall be accompanied by a certificate showing in reasonable detail the basis for the calculation of the amounts demanded in good faithdemanded, which certificate, in the absence of manifest error, shall be conclusive and binding for all purposes. The Borrower shall pay such Lender, as the case may be, the amount shown as due on any such certificate within twenty (20) Business Days after receipt thereof. (ce) No The Facility Agent on behalf of each Lender shall notify the Shipowner of any event occurring after the date of this Agreement which entitles such Lender to compensation pursuant to this Section 6.04, as promptly as practicable, and in any event within ninety (90) days after it has knowledge of such event and has determined that a request for compensation hereunder shall be entitled made. The Shipowner shall not be obligated to demand or be compensated reimburse any Lender for any additional amounts under this Section 2.09 (i) to the extent that such additional amounts relate to any period of time loss or cost incurred more than one hundred eighty ninety (18090) days prior to delivery of notice to the date upon which such Shipowner by the Lender first notifies the Borrower of such additional amounts, or (ii) if such Lender is causing the incremental cost to be incurred for a reason not provided for in Section 2.09(a) above. (d) If the Borrower is required to pay any amount to a Lender pursuant to requesting compensation under this Section 2.09, it may prepay the portion of the Loan held by such Lender in accordance with Section 3.02. Notwithstanding anything to the contrary herein, the provisions of Sections 3.03(b) and 3.03(c) shall not apply to any such prepayment6.04.

Additional or Increased Costs. (a) If, due to any Regulatory Change that: either (i) changes the basis introduction of taxation or any change in or in the interpretation of any amounts payable law or regulation, or (ii) the compliance with any guideline or request from any central bank or other governmental authority (whether or not having the force of law), there shall be any increase in the cost to any Lender (other than (A) Covered Taxesof agreeing to make or making, (B) Taxes described in clauses (b) through (d) of funding or maintaining the definition of Excluded Taxes, and (C) Connection Income Taxes); (ii) imposes, modifies or holds applicable any reserve, special deposit, deposit insurance or similar requirement, including any compulsory loan requirement, insurance charge or other assessment (other than, for any period for which such Lender is subject to a Capital Adequacy Requirement, the reserves against “Eurocurrency liabilities” under Regulation D of the Federal Reserve Board) against assets of, deposits with or for the account of, or Loan extended by, such Lender; or (iii) imposes any other condition affecting this Agreement Disbursements or the Note held by such Lender, and the effect of any of the foregoing is to increase the cost to such Lender of making its Disbursements or maintaining its proportion of the Loan or to reduce any amount received or receivable by such Lender hereunder (whether of principal, interest or otherwise)Credit Facility, then the Borrower Shipowner shall from time to time, upon written demand by such ▇▇▇▇▇▇Lender, pay to the Administrative Agent for the benefit of such Lender, Lender additional amounts sufficient to compensate such Lender for such increased cost or reduction sufferedcost. (b) If any Lender determines that compliance with any law or regulation or any guideline or request from any central bank or other governmental authority (whether or not having the force of law) affects or would affect the amount of capital required to be maintained by such Lender or any corporation controlling such Lender and that the amount of such capital is increased by or based upon the existence of such Lender's commitment to lend hereunder and other commitments of this type, then, upon demand by such Lender, the Shipowner shall immediately pay to the Facility Agent (for the benefit of such Lender), from time to time as specified by the Facility Agent (on behalf of such Lender), additional amounts sufficient to compensate such Lender or such corporation in the light of such circumstances, to the extent that such Lender reasonably determines such increase in capital to be allocable to the existence of its commitment to lend hereunder. (c) Each Lender shall take such reasonable steps as it shall determine to minimize amounts demanded under this Section 6.04; provided that no Lender shall be obligated to take any actions under this Section 6.04 if such Lender has determined, that such actions would cause it to incur any material costs or expenses or would otherwise be disadvantageous to it in any material respect. In the event that a Lender transfers the booking office of the Credit Facility or the Floating Rate Note to minimize amounts demanded under this Section 6.04, any costs and expenses incurred in such transfer shall be paid by the Shipowner on demand by such Lender. (d) Each demand for payment by a Lender the Facility Agent (on behalf of any Lender) under this Section 2.09 6.04 shall be accompanied by a certificate showing in reasonable detail the basis for the calculation of the amounts demanded in good faithdemanded, which certificate, in the absence of manifest error, shall be conclusive and binding for all purposes. The Borrower shall pay such Lender, as the case may be, the amount shown as due on any such certificate within twenty (20) Business Days after receipt thereof. (ce) No The Facility Agent on behalf of each Lender shall notify the Shipowner of any event occurring after the date of this Agreement which entitles such Lender to compensation pursuant to this Section 6.04, as promptly as practicable, and in any event within ninety (90) days after it has knowledge of such event and has determined that a request for compensation hereunder shall be entitled made. The Shipowner shall not be obligated to demand or be compensated reimburse any Lender for any additional amounts under this Section 2.09 (i) to the extent that such additional amounts relate to any period of time loss or cost incurred more than one hundred eighty ninety (18090) days prior to delivery of notice to the date upon which such Shipowner by the Lender first notifies the Borrower of such additional amounts, or (ii) if such Lender is causing the incremental cost to be incurred for a reason not provided for in Section 2.09(a) above. (d) If the Borrower is required to pay any amount to a Lender pursuant to requesting compensation under this Section 2.09, it may prepay the portion of the Loan held by such Lender in accordance with Section 3.02. Notwithstanding anything to the contrary herein, the provisions of Sections 3.03(b) and 3.03(c) shall not apply to any such prepayment6.04.

Additional or Increased Costs. (a) If, due to any Regulatory Change that: either (i) changes the basis introduction of taxation or any change in or in the interpretation of any amounts payable to any Lender (other than (A) Covered Taxes, (B) Taxes described in clauses (b) through (d) of the definition of Excluded Taxes, and (C) Connection Income Taxes); law or regulation or (ii) imposes, modifies the compliance with any guideline or holds applicable request from any reserve, special deposit, deposit insurance or similar requirement, including any compulsory loan requirement, insurance charge central bank or other assessment Governmental Authority (other thanwhether or not having the force of law), for there shall be any period for which such Lender is subject to a Capital Adequacy Requirement, the reserves against “Eurocurrency liabilities” under Regulation D of the Federal Reserve Board) against assets of, deposits with or for the account of, or Loan extended by, such Lender; or (iii) imposes any other condition affecting this Agreement or the Note held by such Lender, and the effect of any of the foregoing is to increase in the cost to such a Lender of making its Disbursements agreeing to make or making, funding or maintaining its proportion of the Loan Advances or to reduce any amount received or receivable by such Lender hereunder (whether of principal, interest or otherwise)the Credit Facility, then the Borrower Shipowner shall from time to time, upon written demand by such ▇▇▇▇▇▇a Lender, pay to the Administrative Agent for the benefit of such Lender, Lender additional amounts sufficient to compensate such Lender for such increased cost or reduction sufferedcost. (b) If a Lender determines that compliance with any law or regulation or any guideline or request from any central bank or other Governmental Authority (whether or not having the force of law) affects or would affect the amount of capital required to be maintained by such Lender or any corporation controlling such Lender and that the amount of such capital is increased by or based upon the existence of such Lender’s commitment to lend hereunder and other commitments of this type, then, upon demand by such Lender, the Shipowner shall immediately pay to the Facility Agent, for the benefit of such Lender, from time to time as specified by the Facility Agent, additional amounts sufficient to compensate such Lender or such corporation in the light of such circumstances, to the extent that such Lender reasonably determines such increase in capital to be allocable to the existence of its commitment to lend hereunder. (c) Before making any such demand for payment by the Facility Agent under this Section 6.04, a Lender shall first make a reasonable investigation as to whether the increased costs of such compliance can be avoided, without the incurrence of a material disadvantage by such Lender, by shifting the office through which such Lender funds and maintains the Advances or the Credit Facility to another office owned and managed by such Lender. (d) Each demand for payment by a Lender the Facility Agent under this Section 2.09 6.04 shall be accompanied by a certificate showing in reasonable detail the basis for the calculation of the amounts demanded in good faithdemanded, which certificate, in the absence of manifest error, shall be conclusive and binding for all purposes. The Borrower shall pay such Lender, as the case may be, the amount shown as due on any such certificate within twenty (20) Business Days after receipt thereof. (ce) No Lender shall be entitled to demand or be compensated for any additional amounts under this Section 2.09 (i) to the extent that such additional amounts relate to any period of time more than one hundred eighty (180) days prior to the date upon which such Lender first notifies the Borrower of such additional amounts, or (ii) if such Lender is causing the incremental cost to be incurred for a reason not provided for in Section 2.09(a) above. (d) If the Borrower is required to pay any amount to a Lender pursuant to this Section 2.09, it may prepay the portion of the Loan held by such Lender in accordance with Section 3.02. Notwithstanding anything to the contrary contained herein, the provisions agreements in this Section 6.04 shall survive the termination of Sections 3.03(b) this Agreement and 3.03(c) shall not apply to any such prepaymentthe payment of the Floating Rate Note and all other amounts due hereunder.

Additional or Increased Costs. (a) If, due to any Regulatory Change that: (i) changes the basis of taxation of any amounts payable pay- able to any Lender (other than (A) Covered Taxes, (B) Taxes Tax- es described in clauses (b) through (d) of the definition of Excluded Taxes, and (C) Connection Income Taxes); (ii) imposesim- poses, modifies or holds applicable any reserve, special deposit, deposit insurance or similar requirement, including includ- ing any compulsory loan requirement, insurance charge or other assessment (other than, for any period for which such the affected Lender is subject to a Capital Adequacy RequirementRequire- ment, the reserves against “Eurocurrency liabilities” under un- der Regulation D of the Board of Governors of the United States Federal Reserve BoardSystem) against assets of, deposits depos- its with or for the account of, or Loan extended by, such Lender; or (iii) imposes any other condition affecting this Agreement or the Note held by such any Lender, and the effect of any of the foregoing is to increase the cost to such Lender Lend- er of making its Disbursements or maintaining any of its proportion of the Loan or to reduce any amount received or receivable by such Lender hereunder (whether of principal, interest or otherwise), then the Borrower Bor- rower shall from time to time, upon written demand by such ▇▇▇▇▇▇Lender, pay to the Administrative Agent for the benefit of such Lender, additional amounts sufficient to compensate such Lender for such increased cost or reduction suffered. (b) Each demand for payment by a Lender under this Section 2.09 2.09, shall be accompanied by a certificate showing in reasonable detail the basis for the calculation of the amounts demanded in good faith, which certificate, in the absence of manifest error, shall be conclusive con- clusive and binding for all purposes. The Borrower shall pay such Lender, as the case may be, the amount shown as due on any such certificate within twenty (20) Business Days after receipt thereof. (c) No Lender shall be entitled to demand or be compensated for any additional amounts under this Section 2.09 (i) to the extent that such additional addi- tional amounts relate to any period of time more than one hundred eighty (180) days prior to the date upon which such Lender first notifies the Borrower of such additional amounts, or (ii) if such Lender is causing the incremental cost to be incurred for a reason not provided for in Section 2.09(a) above. (d) If the Borrower is required to pay any amount to a Lender pursuant to this Section 2.09, it may prepay the portion of the Loan held by such Lender in accordance with Section 3.02. Notwithstanding anything to the contrary herein, the provisions of Sections 3.03(b3.02(a), 3.04(b) and 3.03(c3.04(c) shall not apply to any such prepayment.