Common use of Additional Reserve Costs Clause in Contracts

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign Currency, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C hereto. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency Loans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in error, and notified to the relevant Borrower (with a copy to the Applicable Agent) at least five Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 8 contracts

Samples: Credit Agreement (WABCO Holdings Inc.), Five Year Credit Agreement (American Standard Companies Inc), 364 Day Credit Agreement (American Standard Companies Inc)

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Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Bank of England, or to maintain reserve asset ratios or to pay feesfees (other than deposits or reserves reflected in the determination of the Adjusted LIBO Rate), in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign Alternative Currency, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan Loans at a rate per annum equal to the Mandatory Costs Rate MLA Cost calculated in accordance with the formula and in the manner set forth in Exhibit C hereto.C. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (other than any such requirements reflected in the determination of the Adjusted LIBO Rate) (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Mandatory Costs RateStatutory Reserves or the MLA Cost) in respect of any of such Lender’s Eurocurrency LoansLoans in any Alternative Currency, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan Loans at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable AgentAdministrative Agent and, if applicable, X.X. Xxxxxx Europe Limited) at least five Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Administrative Agent or X.X. Xxxxxx Europe Limited, as applicable, for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 7 contracts

Samples: Revolving Credit Agreement (Fortune Brands Inc), Revolving Credit Agreement (Fortune Brands Inc), 364 Day Revolving Credit Agreement (Fortune Brands Inc)

Additional Reserve Costs. (a) If and For so long as any Lender is required after the date hereof to make special deposits with the Bank of England or comply with reserve assets, liquidity, cash margin or other requirements of the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s 's Eurocurrency Loans in any Designated or Swingline Foreign CurrencyCurrency Loans, such Lender may shall be entitled to require the relevant applicable Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C L hereto. (b) If and For so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserves or the Mandatory Costs Rate) in respect of any of such Lender’s 's Eurocurrency Loans Swingline Foreign Currency Loans, such Lender may shall be entitled to require the relevant applicable Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency 's Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant applicable Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant applicable Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant applicable Loan, and such additional interest so notified to the relevant applicable Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 7 contracts

Samples: Credit Agreement (TRW Automotive Inc), Credit Agreement (TRW Automotive Inc), Amendment and Restatement Agreement (TRW Automotive Inc)

Additional Reserve Costs. (a) If and so long as any Lender is required after by the date hereof Bank of England or any other monetary or other authority of the United Kingdom to make special deposits with the Bank of Englanddeposits, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign CurrencyLoans, such Lender may require the relevant Borrower in respect of such Loans to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C heretoSchedule 2.21. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserve Rate or the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency Loans, such Lender may require the relevant Borrower in respect of such Loans to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant LenderLender consistent with customary banking practices, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant applicable Borrower (with a copy to the Applicable Agent (and the Administrative Agent if the Administrative Agent is not the Applicable Agent)) at least five Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant such Borrower by such Lender shall be payable to the Applicable Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 5 contracts

Samples: Credit Agreement (Edgen Group Inc.), Credit Agreement (Edgen Group Inc.), Credit Agreement (Edgen Group Inc.)

Additional Reserve Costs. (a) If and so long as In the case of any Lender is required after making an Approved Currency Revolving Loan from a Lending Office in the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios United Kingdom or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign Currencya Participating Member State, such Lender may shall be entitled to require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Cost Rate calculated in accordance with the formula and in the manner set forth in Exhibit C Schedule 3.08 hereto. (b) If and For so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or Bank, the European System of Central BanksBanks or the Bank of Canada, but excluding requirements reflected in the Statutory Reserves or the Mandatory Costs Cost Rate) in respect of any of such Lender’s Eurocurrency Eurodollar Rate Loans, such Lender may shall be entitled to require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined in reasonable detail by the relevant applicable Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant applicable Loan, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 5 contracts

Samples: Credit Agreement (HSN, Inc.), Credit Agreement (Live Nation, Inc.), Credit Agreement (Interval Leisure Group, Inc.)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Financial Services Authority or the Bank of England, England or to maintain reserve asset ratios or to pay feesfees (other than deposits or reserves reflected in the determination of the Adjusted LIBO Rate or Adjusted EURIBO Rate, as the case may be), in each case in respect of any of such Lender’s Eurocurrency Loans in any Designated Foreign CurrencyAlternative Currency Loans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such LoansLoan, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate Rate, as defined in (and calculated in accordance with the formula and in the manner set forth in in) Exhibit C hereto.D. (b) If and so long as any Lender lending from a branch or office located in a Participating Member State of the European Union that has adopted the Euro is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, Banks (but excluding requirements reflected in the Statutory Reserve Rate or the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency Alternative Currency Loans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirementsLoan, additional interest on such Loan at a rate per annum specified determined by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 5 contracts

Samples: Amendment and Restatement Agreement (American Axle & Manufacturing Holdings Inc), Revolving Credit Agreement (American Axle & Manufacturing Holdings Inc), Credit Agreement (American Axle & Manufacturing Holdings Inc)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign CurrencyLoans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan Loans at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C heretoG, provided that no Lender may request the payment of any amount under this paragraph to the extent resulting from a requirement imposed (other than as provided in Section 2.16) on such Lender by any Governmental Authority (and not on Lenders or any class of Lenders generally) in respect of a concern expressed by such Governmental Authority with such Lender specifically, including with respect to its financial health. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency Loans, Loans such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan Loans at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such LoanLoans, provided that no Lender may request the payment of any amount under this paragraph to the extent resulting from a requirement imposed (other than as provided in Section 2.16) on such Lender by any Governmental Authority (and not on Lenders or any class of Lenders generally) in respect of a concern expressed by such Governmental Authority with such Lender specifically, including with respect to its financial health. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, acting in good faith, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant LoanLoans, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Agent for the account of such Lender on each date on which interest is payable for such LoanLoans.

Appears in 4 contracts

Samples: Credit Agreement (Hexion Specialty Chemicals, Inc.), Credit Agreement (Hexion Specialty Chemicals, Inc.), Credit Agreement (Hexion Specialty Chemicals, Inc.)

Additional Reserve Costs. (a) If and For so long as any Lender is required after the date hereof to make special deposits with the Bank of England or comply with reserve assets, liquidity, cash margin or other requirements of the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated or Swingline Foreign CurrencyCurrency Loans, such Lender may shall be entitled to require the relevant Revolving Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Cost Rate calculated in accordance with the formula and in the manner set forth in Exhibit C hereto. (b) If and For so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserves or the Mandatory Costs Cost Rate) in respect of any of such Lender’s Eurocurrency Loans and Swingline Foreign Currency Loans, such Lender may shall be entitled to require the relevant Revolving Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant applicable Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Revolving Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant applicable Loan, and such additional interest so notified to the relevant Revolving Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 4 contracts

Samples: Revolving Credit Agreement (PERRIGO Co PLC), Revolving Credit Agreement (PERRIGO Co PLC), Revolving Credit Agreement (Perrigo Finance PLC)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign CurrencyLoans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan Loans at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C J hereto, provided that no Lender may request the payment of any amount under this paragraph to the extent resulting from a requirement imposed (other than as provided in Section 2.16) on such Lender by any Governmental Authority (and not on Lenders or any class of Lenders generally) in respect of a concern expressed by such Governmental Authority with such Lender specifically, including with respect to its financial health. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency Loans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans Loans, subject to such requirements, additional interest on such Loan Loans at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such LoanLoans, provided that no Lender may request the payment of any amount under this paragraph to the extent resulting from a requirement imposed (other than as provided in Section 2.16) on such Lender by any Governmental Authority (and not on Lenders or any class of Lenders generally) in respect of a concern expressed by such Governmental Authority with such Lender specifically, including with respect to its financial health. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, acting in good faith, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant LoanLoans, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Agent for the account of such Lender on each date on which interest is payable for such LoanLoans.

Appears in 4 contracts

Samples: Credit Agreement (Compass Minerals International Inc), Credit Agreement (Compass Minerals International Inc), Credit Agreement (Compass Minerals International Inc)

Additional Reserve Costs. (a) If and For so long as any Lender is required after to comply with (a) the date hereof to make special deposits with requirements of the Bank of EnglandEngland and/or the Financial Services Authority (or, to maintain reserve asset ratios in either case, any other authority which replaces all or to pay feesany of its functions) or (b) the requirements of the European Central Bank, in each case in respect of such Lender’s Eurocurrency Loans in any Designated or Swingline Foreign CurrencyCurrency Loans, such Lender may shall be entitled to require the relevant Applicable Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Cost Rate calculated in accordance with the formula and in the manner set forth in Exhibit C Schedule 2.22 hereto. (b) If and For so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserves or the Mandatory Costs Cost Rate) in respect of any of such Lender’s Eurocurrency Loans and Swingline Foreign Currency Loans, such Lender may shall be entitled to require the relevant Applicable Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined in reasonable detail by the relevant applicable Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant applicable Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant applicable Loan, and such additional interest so notified to the relevant applicable Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 3 contracts

Samples: Credit Agreement (Manitowoc Co Inc), Credit Agreement (Manitowoc Co Inc), Credit Agreement (Manitowoc Co Inc)

Additional Reserve Costs. (a) If and For so long as any Lender is required after the date hereof to make special deposits with the Bank of England or comply with reserve assets, liquidity, cash margin or other requirements of the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign CurrencyLoans, such Lender may shall be entitled to require the relevant Term Facility Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Cost Rate calculated in accordance with the formula and in the manner set forth in Exhibit C hereto. (b) If and For so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserves or the Mandatory Costs Cost Rate) in respect of any of such Lender’s Eurocurrency Loans, such Lender may shall be entitled to require the relevant Term Facility Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant applicable Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Term Facility Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant applicable Loan, and such additional interest so notified to the relevant Term Facility Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 3 contracts

Samples: Term Loan Credit Agreement (PERRIGO Co PLC), Term Loan Credit Agreement (PERRIGO Co PLC), Term Loan Credit Agreement (PERRIGO Co LTD)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Euro-Currency Loans in any Designated Foreign Alternative Currency, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C H hereto. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the an applicable Euro-Currency Reserve Percentage or Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency LoansEuro-Currency Loans in any Alternative Currency, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Euro-Currency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph subsection (a) or (b) above shall be determined by the relevant Lender, which determination shall be presumed correct conclusive in the absence of facts or circumstances indicating that it has been made in manifest error, and notified to the relevant Borrower (with a copy to the Applicable Administrative Agent) at least five Euro-Currency Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 3 contracts

Samples: Credit Agreement (Johnson Controls Inc), Credit Agreement (Johnson Controls Inc), Credit Agreement (Johnson Controls Inc)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign CurrencyLoans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan Loans at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C hereto. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserve Rate or the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency Loans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan Loans at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such LoanLoans. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the Company, or, if the relevant Borrower is a Borrowing Subsidiary, the Company on behalf of such Borrowing Subsidiary, accompanied by a certificate of such Lender explaining in reasonable detail the method by which such amount shall have been determined (with a copy to the Applicable Agent) ), at least five Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the Company (either in its own capacity or on behalf of the relevant Borrower Borrowing Subsidiary) by such Lender shall be payable to the Applicable Agent for the account of such Lender on each date on which interest is payable for such Loan. Any Lender which notifies the Company (either in its own capacity or on behalf of the relevant Borrowing Subsidiary) and the Agent under this paragraph (c) shall promptly withdraw such notice (by written certificate of withdrawal given to the Company and the Agent) in the event such Lender shall become aware that the circumstances giving rise to such additional interest have ceased to exist. Any Lender claiming any indemnity payment or additional amounts payable pursuant to this Section 2.17 shall use reasonable efforts (consistent with legal and regulatory restrictions) to file any certificate or document reasonably requested in writing by the Company or to change the jurisdiction of its applicable lending office if the making of such a filing or change would avoid the need for or reduce the amount of any such indemnity payment or additional amounts that may thereafter accrue and would not, in the sole determination of such Lender, be otherwise disadvantageous to such Lender.

Appears in 3 contracts

Samples: Credit Agreement (Dover Corp), Credit Agreement (Dover Corp), Credit Agreement (Dover Corp)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign Currency's Loans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan Loans at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C D hereto. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency 's Loans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency 's Loans subject to such requirements, additional interest on such Loan Loans at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such LoanLoans. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, acting in good faith, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant LoanLoans, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Agent for the account of such Lender on each date on which interest is payable for such LoanLoans.

Appears in 3 contracts

Samples: Credit Agreement (Molson Coors Brewing Co), Credit Agreement (Molson Coors Brewing Co), Credit Agreement (Molson Coors Brewing Co)

Additional Reserve Costs. (a) If and for so long as any Multicurrency Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Multicurrency Lender’s Eurocurrency LIBOR Loans in any Designated Foreign Currency, such Multicurrency Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such LIBOR Loans, additional interest on such LIBOR Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C Schedule 1.1(c) hereto. (b) If and for so long as any Multicurrency Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Reserve Requirement or the Mandatory Costs Rate) in respect of any of such Multicurrency Lender’s Eurocurrency LoansLIBOR Loans in any Foreign Currency, such Multicurrency Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Multicurrency Lender’s Eurocurrency LIBOR Loans subject to such requirements, additional interest on such LIBOR Loan at a rate per annum specified by such Multicurrency Lender to be the cost to such Multicurrency Lender of complying with such requirements in relation to such LIBOR Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Multicurrency Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable Administrative Agent) in reasonable detail at least five Business Days before each date on which interest is payable for the relevant Multicurrency Loan, and such additional interest so notified to the relevant Borrower by such Multicurrency Lender shall be payable to the Applicable Administrative Agent for the account of such Multicurrency Lender on each date on which interest is payable for such Multicurrency Loan.

Appears in 3 contracts

Samples: Credit Agreement, Credit Agreement (Intercontinentalexchange Inc), Credit Agreement (Intercontinentalexchange Inc)

Additional Reserve Costs. (a) If and for so long as any Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign CurrencyLoans, such Lender may require the relevant applicable Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan Loans at a rate per annum equal specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loans; provided that no Lender may request the payment of any amount under this paragraph to the Mandatory Costs Rate calculated extent resulting from a requirement imposed (other than as provided in accordance Section 2.17) on such Lender by any Governmental Authority (and not on Lenders or any class of Lenders generally) in respect of a concern expressed by such Governmental Authority with the formula and in the manner set forth in Exhibit C heretosuch Lender specifically, including with respect to its financial health. (b) If and for so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Mandatory Costs Rateaddressed by Section 2.24(a)) in respect of any of such Lender’s Eurocurrency Loans, such Lender may require the relevant applicable Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan Loans at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such LoanLoans; provided that no Lender may request the payment of any amount under this paragraph to the extent resulting from a requirement imposed (other than as provided in Section 2.14) on such Lender by any Governmental Authority (and not on Lenders or any class of Lenders generally) in respect of a concern expressed by such Governmental Authority with such Lender specifically, including with respect to its financial health. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, acting in good faith, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant applicable Borrower, or the Borrower Agent on its behalf, (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant LoanLoans, and such additional interest so notified to the relevant applicable Borrower, or the Borrower Agent on its behalf, by such Lender shall be payable to the Applicable Agent for the account of such Lender on each date on which interest is payable for such LoanLoans.

Appears in 3 contracts

Samples: Credit Agreement (NCR Atleos Corp), Credit Agreement (NCR Corp), Credit Agreement (NCR Atleos, LLC)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign Currency, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C hereto. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency Alternate Currency Loans, such Lender may require the relevant applicable Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Alternate Currency Loans (to the extent such Loans were made to such Borrower) subject to such requirements, additional interest on such Alternate Currency Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Alternate Currency Loan. (cb) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified (which notice shall show the basis for the calculation of such additional interest) to the relevant applicable Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant Alternate Currency Loan, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Alternate Currency Loan. Notwithstanding anything contained in this Section 2.16, no Borrower shall be obligated to pay any greater amounts than such Lender(s) is (are) generally charging other borrowers on loans similarly situated to the Borrowers.

Appears in 3 contracts

Samples: Credit Agreement (Kimco Realty Corp), Credit Agreement (Kimco Realty Corp), Credit Agreement (Kimco Realty Corp)

Additional Reserve Costs. (a) If and For so long as any Lender is required after the date hereof to make special deposits with the Bank of England or comply with reserve assets, liquidity, cash margin or other requirements of the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign CurrencyLoans, such Lender may shall be entitled to require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Cost Rate calculated in accordance with the formula and in the manner set forth in Exhibit C hereto. (b) If and For so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserves or the Mandatory Costs Cost Rate) in respect of any of such Lender’s Eurocurrency Loans, such Lender may shall be entitled to require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant applicable Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant applicable Loan, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 3 contracts

Samples: Cash Bridge Credit Agreement (PERRIGO Co PLC), Debt Bridge Credit Agreement (Perrigo Co), Cash Bridge Credit Agreement (Perrigo Co)

Additional Reserve Costs. (a) If and so long as any Revolving Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Revolving Lender’s Eurocurrency Loans in any Designated 's Foreign CurrencyCurrency Loans, such Revolving Lender may require the relevant Foreign Subsidiary Borrower to pay, contemporaneously with each payment of interest on each of such Foreign Currency Loans, additional interest on such Foreign Currency Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C I hereto. (b) If and so long as any Revolving Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserve Rate or the Mandatory Costs Rate) in respect of any of such Revolving Lender’s Eurocurrency 's Foreign Currency Loans, such Revolving Lender may require the relevant Foreign Subsidiary Borrower to pay, contemporaneously with each payment of interest on each of such Revolving Lender’s Eurocurrency 's Foreign Currency Loans subject to such requirements, additional interest on such Foreign Currency Loan at a rate per annum specified by such Revolving Lender to be the cost to such Revolving Lender of complying with such requirements in relation to such Foreign Currency Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Revolving Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the Parent Borrower (on behalf of the relevant Borrower Foreign Subsidiary Borrower) (with a copy to the Applicable Administrative Agent)) at least five Business Days before each date on which interest is payable for the relevant Foreign Currency Loan, and such additional interest so notified to the relevant Borrower by such Revolving Lender shall be payable to the Applicable Administrative Agent for the account of such Revolving Lender on each date on which interest is payable for such Foreign Currency Loan.

Appears in 2 contracts

Samples: Credit Agreement (Metaldyne Corp), Credit Agreement (Metaldyne Corp)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign Currency, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loansloans, additional interest on such Loan loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C D hereto. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserve Rate or the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency LoansLoans in any Designated Foreign Currency, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loanloan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant Revolving Loan, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Revolving Loan.

Appears in 2 contracts

Samples: Credit Agreement (Valspar Corp), Credit Agreement (Valspar Corp)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign CurrencyLoans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan Loans at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C heretoG to the November 2006 Credit Agreement; provided that no Lender may request the payment of any amount under this paragraph to the extent resulting from a requirement imposed (other than as provided in Section 2.16) on such Lender by any Governmental Authority (and not on Lenders or any class of Lenders generally) in respect of a concern expressed by such Governmental Authority with such Lender specifically, including with respect to its financial health. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency Loans, Loans such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan Loans at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such LoanLoans, provided that no Lender may request the payment of any amount under this paragraph to the extent resulting from a requirement imposed (other than as provided in Section 2.16) on such Lender by any Governmental Authority (and not on Lenders or any class of Lenders generally) in respect of a concern expressed by such Governmental Authority with such Lender specifically, including with respect to its financial health. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, acting in good faith, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant LoanLoans, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Agent for the account of such Lender on each date on which interest is payable for such LoanLoans.

Appears in 2 contracts

Samples: Incremental Assumption Agreement (Momentive Specialty Chemicals Inc.), Amendment Agreement (Hexion Specialty Chemicals, Inc.)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s 's Eurocurrency Loans in any Designated Foreign Currency, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C D hereto. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserve Rate or the Mandatory Costs Rate) in respect of any of such Lender’s 's Eurocurrency LoansLoans in any Designated Foreign Currency, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s 's Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 2 contracts

Samples: Credit Agreement (Valspar Corp), Credit Agreement (Valspar Corp)

Additional Reserve Costs. (a) If and For so long as any Lender is required after the date hereof to make special deposits with the Bank of England or comply with reserve assets, liquidity, cash margin or other requirements of the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated or Swingline Foreign CurrencyCurrency Loans, such Lender may shall be entitled to require the relevant applicable Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C L hereto. (b) If and For so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserves or the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency Loans Swingline Foreign Currency Loans, such Lender may shall be entitled to require the relevant applicable Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant applicable Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant applicable Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant applicable Loan, and such additional interest so notified to the relevant applicable Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 2 contracts

Samples: Credit Agreement (TRW Automotive Holdings Corp), Credit Agreement (TRW Automotive Holdings Corp)

Additional Reserve Costs. (a) If and For so long as any Lender is required after the date hereof to make special deposits with the Bank of England or comply with reserve assets, liquidity, cash margin or other requirements of the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated or Foreign CurrencyCurrency Letters of Credit, such Lender may shall be entitled to require the relevant applicable Borrower to pay, contemporaneously with each payment of interest on each of such LoansLoans and Letters of Credit, additional interest on such Loan and/or Letter of Credit at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C F hereto. (b) If and For so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserves or the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency LoansLoans and Foreign Currency Letters of Credit, such Lender may shall be entitled to require the relevant applicable Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans and Letters of Credit subject to such requirements, additional interest on such Loan and/or Letter of Credit at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such LoanLoan and/or Letter of Credit. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant applicable Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant applicable Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant Loanapplicable Loan or Letter of Credit, and such additional interest so notified to the relevant applicable Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such LoanLoan or Letter of Credit.

Appears in 2 contracts

Samples: Credit Agreement (Miller Herman Inc), Credit Agreement (Miller Herman Inc)

Additional Reserve Costs. (a) If and so long as any Revolving Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Revolving Lender’s Eurocurrency Loans in any Designated 's Foreign CurrencyCurrency Loans, such Revolving Lender may require the relevant Foreign Subsidiary Borrower to pay, contemporaneously with each payment of interest on each of such Foreign Currency Loans, additional interest on such Foreign Currency Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C K hereto. (b) If and so long as any Revolving Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserve Rate or the Mandatory Costs Rate) in respect of any of such Revolving Lender’s Eurocurrency 's Foreign Currency Loans, such Revolving Lender may require the relevant Foreign Subsidiary Borrower to pay, contemporaneously with each payment of interest on each of such Revolving Lender’s Eurocurrency 's Foreign Currency Loans subject to such requirements, additional interest on such Foreign Currency Loan at a rate per annum specified by such Revolving Lender to be the cost to such Revolving Lender of complying with such requirements in relation to such Foreign Currency Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Revolving Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the Parent Borrower (on behalf of the relevant Borrower Foreign Subsidiary Borrower) (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant Foreign Currency Loan, and such additional interest so notified to the relevant Borrower by such Revolving Lender shall be payable to the Applicable Administrative Agent for the account of such Revolving Lender on each date on which interest is payable for such Foreign Currency Loan.

Appears in 2 contracts

Samples: Credit Agreement (Trimas Corp), Credit Agreement (Trimas Corp)

Additional Reserve Costs. (a) If and For so long as any Lender is required after the date hereof to make special deposits with the Bank of England or comply with reserve assets, liquidity, cash margin or other requirements of the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated or Swingline Foreign CurrencyCurrency Loans, such Lender may shall be entitled to require the relevant applicable Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C F hereto. (b) If and For so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserves or the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency Loans and Swingline Foreign Currency Loans, such Lender may shall be entitled to require the relevant applicable Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant applicable Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant applicable Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant applicable Loan, and such additional interest so notified to the relevant applicable Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 2 contracts

Samples: Credit Agreement (Miller Herman Inc), Credit Agreement (Miller Herman Inc)

Additional Reserve Costs. (a) If and so long as any Lender Bank is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Bank's Euro-Currency Loans in any Designated Foreign Alternative Currency, such Lender Bank may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C L hereto. (b) If and so long as any Lender Bank is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the an applicable Euro-Currency Reserve Percentage or Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency LoansBank's Euro-Currency Loans in any Alternative Currency, such Lender Bank may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Bank's Euro-Currency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender Bank to be the cost to such Lender Bank of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph subsection (a) or (b) above shall be determined by the relevant LenderBank, which determination shall be presumed correct conclusive in the absence of facts or circumstances indicating that it has been made in manifest error, and notified to the relevant Borrower (with a copy to the Applicable Agent) at least five Euro-Currency Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant Borrower by such Lender Bank shall be payable to the Applicable Agent for the account of such Lender Bank on each date on which interest is payable for such Loan.

Appears in 2 contracts

Samples: 364 Day Credit Agreement (Tyco International LTD /Ber/), 364 Day Credit Agreement (Tyco International LTD /Ber/)

Additional Reserve Costs. (a) If and For so long as any Lender is required after the date hereof to make special deposits with the Bank of England or comply with reserve assets, liquidity, cash margin or other requirements of the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated or Swingline Foreign CurrencyCurrency Loans, such Lender may shall be entitled to require the relevant applicable Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C F hereto. (ba) If and For so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserves or the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency Loans and Swingline Foreign Currency Loans, such Lender may shall be entitled to require the relevant applicable Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (cb) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant applicable Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant applicable Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant applicable Loan, and such additional interest so notified to the relevant applicable Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 2 contracts

Samples: Credit Agreement (Miller Herman Inc), Credit Agreement (Miller Herman Inc)

Additional Reserve Costs. (a) If and so long as any Revolving Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Revolving Lender’s Eurocurrency Loans in any Designated Foreign CurrencyCurrency Loans, such Revolving Lender may require the relevant Foreign Subsidiary Borrower to pay, contemporaneously with each payment of interest on each of such Foreign Currency Loans, additional interest on such Foreign Currency Loan at a rate per annum equal to the mandatory costs rate (the “Mandatory Costs Rate Rate”) calculated in accordance with the formula and in the manner set forth in Exhibit C heretoK to the Existing Credit Agreement. (b) If and so long as any Revolving Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserve Rate or the Mandatory Costs Rate) in respect of any of such Revolving Lender’s Eurocurrency Foreign Currency Loans, such Revolving Lender may require the relevant Foreign Subsidiary Borrower to pay, contemporaneously with each payment of interest on each of such Revolving Lender’s Eurocurrency Foreign Currency Loans subject to such requirements, additional interest on such Foreign Currency Loan at a rate per annum specified by such Revolving Lender to be the cost to such Revolving Lender of complying with such requirements in relation to such Foreign Currency Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Revolving Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the Parent Borrower (on behalf of the relevant Borrower Foreign Subsidiary Borrower) (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant Foreign Currency Loan, and such additional interest so notified to the relevant Borrower by such Revolving Lender shall be payable to the Applicable Administrative Agent for the account of such Revolving Lender on each date on which interest is payable for such Foreign Currency Loan.

Appears in 2 contracts

Samples: Credit Agreement (Trimas Corp), Credit Agreement (Trimas Corp)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign CurrencyLoans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan Loans at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C heretoSchedule 1.1(d). (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency Loans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan Loans at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such LoanLoans. (c) Any additional interest owed pursuant to paragraph paragraphs (a) or (b) above shall be determined by the relevant Lender, acting in good faith, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the Parent Borrower on behalf of the relevant Borrower (with a copy to the Applicable Administrative Agent) at least five (5) Business Days before each date on which interest is payable for the relevant LoanLoans, and such additional interest so notified to the Parent Borrower on behalf of the relevant Borrower by such Lender shall be payable to the Applicable Agent for the account of such Lender on each date on which interest is payable for such LoanLoans.

Appears in 2 contracts

Samples: Credit Agreement (Brinks Co), Credit Agreement (Brinks Co)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign Currency's Loans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan Loans at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C H hereto, provided that no Lender may request the payment of any amount under this paragraph to the extent resulting from a requirement imposed (other than as provided in Section 2.15) on such Lender by any Governmental Authority (and not on Lenders or any class of Lenders generally) in respect of a concern expressed by such Governmental Authority with such Lender specifically, including with respect to its financial health. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency Loans, 's Loans such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency 's Loans subject to such requirements, additional interest on such Loan Loans at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such LoanLoans, provided that no Lender may request the payment of any amount under this paragraph to the extent resulting from a requirement imposed (other than as provided in Section 2.15) on such Lender by any Governmental Authority (and not on Lenders or any class of Lenders generally) in respect of a concern expressed by such Governmental Authority with such Lender specifically, including with respect to its financial health. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, acting in good faith, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant LoanLoans, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Agent for the account of such Lender on each date on which interest is payable for such LoanLoans.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Goodyear Tire & Rubber Co /Oh/), Revolving Credit Agreement (Goodyear Tire & Rubber Co /Oh/)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Bank of England, or to maintain reserve asset ratios or to pay feesfees (other than deposits or reserves reflected in the determination of the Adjusted LIBO Rate), in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign Alternative Currency, such Lender may require the relevant Borrower Company to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan Loans at a rate per annum equal to the Mandatory Costs Rate MLA Cost calculated in accordance with the formula and in the manner set forth in Exhibit C hereto.C. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (other than any such requirements reflected in the determination of the Adjusted LIBO Rate) (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Mandatory Costs RateStatutory Reserves or the MLA Cost) in respect of any of such Lender’s Eurocurrency LoansLoans in any Alternative Currency, such Lender may require the relevant Borrower Company to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan Loans at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower Company (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant Borrower Company by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 2 contracts

Samples: Credit Agreement (Fortune Brands Inc), Credit Agreement (Fortune Brands Inc)

Additional Reserve Costs. (aA) If and so long as any Lender is required after the date hereof to make special deposits with the Financial Services Authority or the Bank of England, England or to maintain reserve asset ratios or to pay feesfees (other than deposits or reserves reflected in the determination of the Adjusted LIBO Rate or Adjusted EURIBO Rate, as the case may be), in each case in respect of any of such Lender’s Eurocurrency Loans in any Designated Foreign CurrencyAlternative Currency Loans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such LoansLoan, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate Rate, as defined in (and calculated in accordance with the formula and in the manner set forth in in) Exhibit C hereto.D. (bB) If and so long as any Lender lending from a branch or office located in a Participating Member State of the European Union that has adopted the Euro is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, Banks (but excluding requirements reflected in the Statutory Reserve Rate or the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency Alternative Currency Loans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirementsLoan, additional interest on such Loan at a rate per annum specified determined by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (cC) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 2 contracts

Samples: Revolving Credit Agreement (American Axle & Manufacturing Holdings Inc), Revolving Credit Agreement (American Axle & Manufacturing Holdings Inc)

Additional Reserve Costs. (a) If and For so long as any Lender is required after the date hereof to make special deposits with the Bank of England or comply with reserve assets, liquidity, cash margin or other requirements of the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated or Swingline Foreign CurrencyCurrency Loans, such Lender may shall be entitled to require the relevant applicable Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate (as defined in Exhibit L hereto) calculated in accordance with the formula and in the manner set forth in Exhibit C L hereto. (b) If and For so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserves or the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency Loans Swingline Foreign Currency Loans, such Lender may shall be entitled to require the relevant applicable Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant applicable Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant applicable Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant applicable Loan, and such additional interest so notified to the relevant applicable Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 2 contracts

Samples: Credit Agreement (TRW Automotive Holdings Corp), Credit Agreement (TRW Automotive Holdings Corp)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s 's Eurocurrency Loans in any Designated Foreign Currency, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C hereto. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserve Rate or the Mandatory Costs Rate) in respect of any of such Lender’s 's Eurocurrency LoansLoans in any Designated Foreign Currency, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s 's Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Credit Agreement (Kellogg Co)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign CurrencyLoans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan Loans at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C H hereto, provided that no Lender may request the payment of any amount under this paragraph to the extent resulting from a requirement imposed (other than as provided in Section 2.15) on such Lender by any Governmental Authority (and not on Lenders or any class of Lenders generally) in respect of a concern expressed by such Governmental Authority with such Lender specifically, including with respect to its financial health. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency Loans, Loans such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan Loans at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such LoanLoans, provided that no Lender may request the payment of any amount under this paragraph to the extent resulting from a requirement imposed (other than as provided in Section 2.15) on such Lender by any Governmental Authority (and not on Lenders or any class of Lenders generally) in respect of a concern expressed by such Governmental Authority with such Lender specifically, including with respect to its financial health. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, acting in good faith, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant LoanLoans, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Agent for the account of such Lender on each date on which interest is payable for such LoanLoans.

Appears in 1 contract

Samples: Revolving Credit Agreement (Goodyear Tire & Rubber Co /Oh/)

Additional Reserve Costs. (a) If and so long as any Lender is required after by the date hereof Bank of England or any other monetary or other authority of the United Kingdom to make special deposits with the Bank of Englanddeposits, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign CurrencyLoans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C E hereto. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserve Rate or the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency Loans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified reasonably determined by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be reasonably determined by the relevant Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable AgentAgents) at least five Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable London Agent for the account of such Lender on each date on which interest is payable for such Loan. Any Lender owed additional interest pursuant to paragraph (a) or (b) above will furnish to the Borrower, upon request, information in reasonable detail as to the additional interest payable under this Section. (d) A reference to a Lender in this Section 2.19 includes any domestic or foreign branch or Affiliate of such Lender making a Loan as contemplated by Section 2.02(b).

Appears in 1 contract

Samples: Credit Agreement (Symbol Technologies Inc)

Additional Reserve Costs. (a) If and For so long as any Lender is required after the date hereof to make special deposits with the Bank of EnglandEngland or comply with reserve assets, liquidity, cash margin or other requirements of the Bank of England and/or the Financial Services Authority, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated or Swingline Foreign CurrencyCurrency Loans, such Lender may shall be entitled to require the relevant Applicable Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C heretoRate. (b) If and For so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserve Rate or the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency Loans and Swingline Foreign Currency Loans, such Lender may shall be entitled to require the relevant Applicable Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant applicable Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified provided in reasonable detail in writing to the relevant Applicable Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant applicable Loan, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Credit Agreement (Sauer Danfoss Inc)

Additional Reserve Costs. (a) If and For so long as any Lender is required after the date hereof to make special deposits with the Bank of England or comply with reserve assets, liquidity, cash margin or other requirements of the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s 's Eurocurrency Loans in any Designated or Swingline Foreign CurrencyCurrency Loans, such Lender may shall be entitled to require the relevant applicable Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C F hereto. (b) If and For so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserves or the Mandatory Costs Rate) in respect of any of such Lender’s 's Eurocurrency Loans and Swingline Foreign Currency Loans, such Lender may shall be entitled to require the relevant applicable Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency 's Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant applicable Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant applicable Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant applicable Loan, and such additional interest so notified to the relevant applicable Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Credit Agreement (Perrigo Co)

Additional Reserve Costs. (a) If and For so long as any Lender is required after the date hereof to make special deposits with the Bank of EnglandEngland and/or the UK Financial Services Authority (“FSA”) (or, in either case, any other authority which replaces all or any of their respective functions) or comply with reserve assets, liquidity, cash margin or other requirements of the Bank of England or FSA, as the case may be, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in or Swingline Foreign Currency Loans or any Designated Foreign Currencyother facilities from time to time provided pursuant to this Agreement, such Lender may shall be entitled to require the relevant Applicable Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C D hereto. (b) If and For so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserves or the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency LoansLoans and Swingline Foreign Currency Loans or any other facilities from time to time provided pursuant to this Agreement, such Lender may shall be entitled to require the relevant Applicable Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant applicable Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant applicable Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant applicable Loan, and such additional interest so notified to the relevant applicable Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Credit Agreement (Scansource Inc)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign CurrencyLoans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan Loans at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C heretoSchedule 1.1(d). (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency Loans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan Loans at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such LoanLoans. (c) Any additional interest owed pursuant to paragraph paragraphs (a) or (b) above shall be determined by the relevant Lender, acting in good faith, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable Administrative Agent) at least five (5) Business Days before each date on which interest is payable for the relevant LoanLoans, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Agent for the account of such Lender on each date on which interest is payable for such LoanLoans.

Appears in 1 contract

Samples: Credit Agreement (Brinks Co)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign CurrencyLoans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan Loans at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C L hereto, provided that no Lender may request the payment of any amount under this paragraph to the extent resulting from a requirement imposed (other than as provided in Section 2.15) on such Lender by any Governmental Authority (and not on Lenders or any class of Lenders generally) in respect of a concern expressed by such Governmental Authority with such Lender specifically, including with respect to its financial health. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency Loans, Loans such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan Loans at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such LoanLoans, provided that no Lender may request the payment of any amount under this paragraph to the extent resulting from a requirement imposed (other than as provided in Section 2.15) on such Lender by any Governmental Authority (and not on Lenders or any class of Lenders generally) in respect of a concern expressed by such Governmental Authority with such Lender specifically, including with respect to its financial health. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, acting in good faith, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant LoanLoans, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Agent for the account of such Lender on each date on which interest is payable for such LoanLoans.

Appears in 1 contract

Samples: Term Loan and Revolving Credit Agreement (Goodyear Tire & Rubber Co /Oh/)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign Currency, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C hereto. (b) If and For so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserves or the Mandatory Costs RateCost) in respect of any of such Lender’s Eurocurrency Foreign Currency Loans, such Lender may shall be entitled to require the relevant applicable Foreign Subsidiary Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (cb) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant applicable Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant applicable Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant applicable Loan, and such additional interest so notified to the relevant applicable Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan. (c) Each Lender shall, in consultation with the applicable Borrower, take all reasonable steps as may be available to it to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to the Mandatory Cost including (but not limited to) transferring its rights and obligations under this Agreement to another Affiliate or office or offices through which it will perform its obligations under this Agreement; provided, that any such Lender will not be required to take any such action if to do so would, in the judgment of such Lender, be reasonably expected to have an adverse effect on its business, operations or financial condition, cause it to incur liabilities or obligations or reduce its return in relation to its participations in the Loans.

Appears in 1 contract

Samples: Credit Agreement (Wolverine World Wide Inc /De/)

Additional Reserve Costs. (a) If and For so long as any Lender is required after the date hereof to make special deposits with the Bank of England or comply with reserve assets, liquidity, cash margin or other requirements of the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated or Swingline Foreign CurrencyCurrency Loans, such Lender may shall be entitled to require the relevant Applicable Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Cost Rate calculated in accordance with the formula and in the manner set forth in Exhibit C Schedule 2.21 hereto. (b) If and For so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserves or the Mandatory Costs Cost Rate) in respect of any of such Lender’s Eurocurrency Loans and Swingline Foreign Currency Loans, such Lender may shall be entitled to require the relevant Applicable Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined in reasonable detail by the relevant applicable Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant applicable Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant applicable Loan, and such additional interest so notified to the relevant applicable Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Credit Agreement (Manitowoc Co Inc)

Additional Reserve Costs. (a) If and For so long as any Lender is required after the date hereof to make special deposits with the Bank of England or comply with reserve assets, liquidity, cash margin or other requirements of the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated or Swingline Foreign CurrencyCurrency Loans, such Lender may shall be entitled to require the relevant Applicable Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C hereto. (b) If and For so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserve Rate or the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency Loans and Swingline Foreign Currency Loans, such Lender may shall be entitled to require the relevant Applicable Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant applicable Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Applicable Borrower (with a copy to the Applicable Administrative Agent) at least as soon as reasonably practical, but in no event later than five Business Days before each date on which interest is payable for the relevant applicable Loan, and such additional interest so notified to the relevant Applicable Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Credit Agreement (Select Comfort Corp)

Additional Reserve Costs. (a) If and so long as any Revolving Lender is required after by the date hereof Bank of England or any other monetary or other authority of the United Kingdom to make special deposits with the Bank of Englanddeposits, to maintain reserve asset ratios or to pay fees, in each case in respect of such Revolving Lender’s Eurocurrency Loans in any Designated Foreign CurrencyLoans, such Revolving Lender may require the relevant applicable Borrower in respect of such Revolving Loans to pay, contemporaneously with each payment of interest on each of such Revolving Loans, additional interest on such Revolving Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C heretoSchedule 2.21. (b) If and so long as any Revolving Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserve Rate or the Mandatory Costs Rate) in respect of any of such Revolving Lender’s Eurocurrency Loans, such Revolving Lender may require the relevant applicable Borrower in respect of such Revolving Loans to pay, contemporaneously with each payment of interest on each of such Revolving Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Revolving Loan at a rate per annum specified by such Revolving Lender to be the cost to such Revolving Lender of complying with such requirements in relation to such Revolving Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant LenderRevolving Lender consistent with customary banking practices, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant applicable Borrower (with a copy to the Applicable Administrative Agent) at least five (5) Business Days before each date on which interest is payable for the relevant Revolving Loan, and such additional interest so notified to the relevant such Borrower by such Revolving Lender shall be payable to the Applicable Administrative Agent for the account of such Revolving Lender on each date on which interest is payable for such Revolving Loan.

Appears in 1 contract

Samples: Credit Agreement (Patheon Inc)

Additional Reserve Costs. (a) If and so long as any Lender is required after under regulations of the date hereof Bank of England or the Financial Services Authority of the United Kingdom to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign CurrencyCurrency and pursuant to such regulations, such Lender may require the relevant applicable Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C G hereto. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserve Rate or the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency LoansLoans in any Foreign Currency, such Lender may require the relevant applicable Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any A certificate of the applicable Lender setting forth in reasonable detail the additional interest owed pursuant to paragraph (a) or (b) above of this Section shall be determined by the relevant Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in error, and notified delivered to the relevant applicable Borrower (with a copy to the Applicable Agent) at least five Business Days before each date on which interest is payable for the relevant Loan, Loan and such shall be conclusive absent manifest error. Such additional interest so notified to the relevant applicable Borrower by such Lender shall be payable to the Applicable Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Credit Agreement (CCE Spinco, Inc.)

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Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign CurrencyLoans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan Loans at a rate per annum equal specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loans, provided that no Lender may request the payment of any amount under this paragraph to the Mandatory Costs Rate calculated extent resulting from a requirement imposed (other than as provided in accordance Section 2.14) on such Lender by any Governmental Authority (and not on Lenders or any class of Lenders generally) in respect of a concern expressed by such Governmental Authority with the formula and in the manner set forth in Exhibit C heretosuch Lender specifically, including with respect to its financial health. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Mandatory Costs Rateaddressed by Section 2.19(a)) in respect of any of such Lender’s Eurocurrency Loans, Loans such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan Loans at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such LoanLoans, provided that no Lender may request the payment of any amount under this paragraph to the extent resulting from a requirement imposed (other than as provided in Section 2.14) on such Lender by any Governmental Authority (and not on Lenders or any class of Lenders generally) in respect of a concern expressed by such Governmental Authority with such Lender specifically, including with respect to its financial health. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, acting in good faith, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant LoanLoans, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Agent for the account of such Lender on each date on which interest is payable for such LoanLoans.

Appears in 1 contract

Samples: Revolving Credit Agreement (Goodyear Tire & Rubber Co /Oh/)

Additional Reserve Costs. (a) If and so long as any Lender Bank is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Bank's Euro-Currency Loans in any Designated Foreign Alternative Currency, such Lender Bank may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C H hereto. (b) If and so long as any Lender Bank is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the an applicable Euro-Currency Reserve Percentage or Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency LoansBank's Euro-Currency Loans in any Alternative Currency, such Lender Bank may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Bank's Euro-Currency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender Bank to be the cost to such Lender Bank of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph subsection (a) or (b) above shall be determined by the relevant LenderBank, which determination shall be presumed correct conclusive in the absence of facts or circumstances indicating that it has been made in manifest error, and notified to the relevant Borrower Company (with a copy to the Applicable Administrative Agent) at least five Euro-Currency Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant Borrower Company by such Lender Bank shall be payable to the Applicable Administrative Agent for the account of such Lender Bank on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Credit Agreement (Heinz H J Co)

Additional Reserve Costs. (a) If and For so long as any Lender is required after the date hereof to make special deposits with the Bank of EnglandEngland and/or the UK Financial Services Authority (“FSA”) (or, in either case, any other authority which replaces all or any of their respective functions) or comply with reserve assets, liquidity, cash margin or other requirements of the Bank of England or FSA, as the case may be, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in or Swingline Foreign Currency Loans or any Designated Foreign Currencyother facilities from time to time provided pursuant to this Agreement, such Lender may shall be entitled to require the relevant Applicable Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C D hereto. (b) If and For so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserves or the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency LoansLoans and Swingline Foreign Currency Loans or any other facilities from time to time provided pursuant to this Agreement, such Lender may shall be entitled to require the relevant Applicable Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in error, and notified to the relevant Borrower (with a copy to the Applicable Agent) at least five Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Credit Agreement (Scansource Inc)

Additional Reserve Costs. (a) If and For so long as any Lender is required after the date hereof to make special deposits with the Bank of England or comply with reserve assets, liquidity, cash margin or other requirements of the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated or Swingline Foreign CurrencyCurrency Loans, such Lender may shall be entitled to require the relevant applicable Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Cost Rate calculated in accordance with the formula and in the manner set forth in Exhibit C F hereto. (b) If and For so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserves or the Mandatory Costs Cost Rate) in respect of any of such Lender’s Eurocurrency Loans and Swingline Foreign Currency Loans, such Lender may shall be entitled to require the relevant applicable Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant applicable Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant applicable Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant applicable Loan, and such additional interest so notified to the relevant applicable Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Credit Agreement (Perrigo Co)

Additional Reserve Costs. (a) If and For so long as any Lender is required after the date hereof to make special deposits with the Bank of EnglandEngland and/or the UK Financial Services Authority (“FSA”) (or, in either case, any other authority which replaces all or any of their respective functions) or comply with reserve assets, liquidity, cash margin or other requirements of the Bank of England or FSA, as the case may be, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in or Swingline Foreign Currency Loans or any Designated Foreign Currencyother facilities from time to time provided pursuant to this Agreement, such Lender may shall be entitled to require the relevant Applicable Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C hereto.D hereto.[Intentionally Omitted] (b) If and For so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserves or the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency LoansLoans and Swingline Foreign Currency Loans or any other facilities from time to time provided pursuant to this Agreement, such Lender may shall be entitled to require the relevant Applicable Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in error, and notified to the relevant Borrower (with a copy to the Applicable Agent) at least five Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Credit Agreement (Scansource Inc)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Bank of EnglandEngland or any other Governmental Authority, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign Currency, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C hereto. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserve Rate or the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency LoansLoans in any Designated Foreign Currency, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Credit Agreement (Kellogg Co)

Additional Reserve Costs. (a) If and For so long as any Lender is required after the date hereof to make special deposits with the Bank of England or comply with reserve assets, liquidity, cash margin or other requirements of the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign CurrencyLoans, such Lender may shall be entitled to require the relevant Term Facility Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Cost Rate calculated in accordance with the formula and in the manner set forth in Exhibit C hereto. (b) If and For so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement 43 imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserves or the Mandatory Costs Cost Rate) in respect of any of such Lender’s Eurocurrency Loans, such Lender may shall be entitled to require the relevant Term Facility Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant applicable Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Term Facility Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant applicable Loan, and such additional interest so notified to the relevant Term Facility Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Term Loan Credit Agreement

Additional Reserve Costs. (a) If and so long as any Lender Bank is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such LenderBank’s Eurocurrency Euro-Currency Loans in any Designated Foreign Alternative Currency, such Lender Bank may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C H hereto. (b) If and so long as any Lender Bank is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the an applicable Euro-Currency Reserve Percentage or Mandatory Costs Rate) in respect of any of such LenderBank’s Eurocurrency LoansEuro-Currency Loans in any Alternative Currency, such Lender Bank may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such LenderBank’s Eurocurrency Euro-Currency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender Bank to be the cost to such Lender Bank of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph subsection (a) or (b) above shall be determined by the relevant LenderBank, which determination shall be presumed correct conclusive in the absence of facts or circumstances indicating that it has been made in manifest error, and notified to the relevant Borrower Company (with a copy to the Applicable Administrative Agent) at least five Euro-Currency Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant Borrower Company by such Lender Bank shall be payable to the Applicable Administrative Agent for the account of such Lender Bank on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Credit Agreement (Heinz H J Co)

Additional Reserve Costs. (a) If and For so long as any Lender is required after to comply with (i) the date hereof to make special deposits with requirements of the Bank of EnglandEngland and/or the Financial Services Authority (or, to maintain reserve asset ratios in either case, any other authority which replaces all or to pay feesany of its functions) or (ii) the requirements of the European Central Bank, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign CurrencyLoans, such Lender may shall be entitled to require the relevant Applicable Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C D hereto. (b) If and so Each Applicable Borrower shall pay to each Lender, as long as any such Lender is shall be required to comply maintain reserves with reserve assets, liquidity, cash margin respect to liabilities or other requirements assets consisting of any monetary or other authority including Eurocurrency funds or deposits (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Mandatory Costs Rate) in respect of any of such Lender’s currently known as “Eurocurrency Loans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirementsliabilities”), additional interest on the unpaid principal amount of each Eurocurrency Loan equal to the actual costs of such reserves allocated to such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such LoanLender. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant applicable Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Applicable Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant applicable Loan, and such additional interest so notified to the relevant Applicable Borrower by such Lender shall be due and payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan. If a Lender fails to give such notice at least five Business Days before such date, then such additional interest shall be due and payable five Business Days after such notice is given.

Appears in 1 contract

Samples: Credit Agreement (Molex Inc)

Additional Reserve Costs. (a) If and For so long as any Lender is required after the date hereof to make special deposits with the The Bank of EnglandEngland and/or The Financial Services Authority (or, in either case, any other authority which replaces all or any of its functions) or comply with reserve assets, liquidity, cash margin or other requirements of The Bank of England and/or The Financial Services Authority (or, in either case, any other authority which replaces all or any of its functions), to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated or Swingline Foreign CurrencyCurrency Loans, such Lender may shall be entitled to require the relevant Applicable Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Cost Rate calculated in accordance with the formula and in the manner set forth in Exhibit C Schedule 2.21 hereto. (b) If and For so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserves or the Mandatory Costs Cost Rate) in respect of any of such Lender’s Eurocurrency Loans and Swingline Foreign Currency Loans, such Lender may shall be entitled to require the relevant Applicable Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined in reasonable detail by the relevant applicable Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant applicable Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant applicable Loan, and such additional interest so notified to the relevant applicable Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Credit Agreement (Manitowoc Co Inc)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Euro-Currency Loans in any Designated Foreign Alternative Currency, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C H hereto. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the an applicable Euro-Currency Reserve Percentage or Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency LoansEuro-Currency Loans in any Alternative Currency, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Euro-Currency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph subsection (a) or (b) above shall be determined by the relevant Lender, which determination shall be presumed correct conclusive in the absence of facts or circumstances indicating that it has been made in clearly demonstrable error, and notified to the relevant Borrower (with a copy to the Applicable Administrative Agent) at least five Euro-Currency Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Credit Agreement (Johnson Controls Inc)

Additional Reserve Costs. (a) If and For so long as any Lender is required after the date hereof to make special deposits with the Bank of England or comply with reserve assets, liquidity, cash margin or other requirements of the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s 's Eurocurrency Loans in any Designated or Swingline Foreign CurrencyCurrency Loans, such Lender may shall be entitled to require the relevant Revolving Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Cost Rate calculated in accordance with the formula and in the manner set forth in Exhibit C hereto. (b) If and For so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserves or the Mandatory Costs Cost Rate) in respect of any of such Lender’s 's Eurocurrency Loans and Swingline Foreign Currency Loans, such Lender may shall be entitled to require the relevant Revolving Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency 's Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant applicable Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Revolving Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant applicable Loan, and such additional interest so notified to the relevant Revolving Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Revolving Credit Agreement (PERRIGO Co PLC)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Bank of England, or to maintain reserve asset ratios or to pay feesfees (other than deposits or reserves reflected in the determination of the Adjusted LIBO Rate), in each case in respect of such Lender’s 's Eurocurrency Loans in any Designated Foreign Alternative Currency, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan Loans at a rate per annum equal to the Mandatory Costs Rate MLA Cost calculated in accordance with the formula and in the manner set forth in Exhibit C hereto.C. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (other than any such requirements reflected in the determination of the Adjusted LIBO Rate) (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Mandatory Costs RateStatutory Reserves or the MLA Cost) in respect of any of such Lender’s 's Eurocurrency LoansLoans in any Alternative Currency, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s 's Eurocurrency Loans subject to such requirements, additional interest on such Loan Loans at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable AgentAdministrative Agent and, if applicable, Chase Manhattan International Limited) at least five Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Administrative Agent or Chase Manhattan International Limited, as applicable, for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Revolving Credit Agreement (Fortune Brands Inc)

Additional Reserve Costs. (a) If and so long as any Lender is required after by the date hereof Bank of England or any other monetary or other authority of the United Kingdom or any Participating Member State to make special deposits with the Bank of Englanddeposits, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign CurrencyLoans, such Lender may require the relevant applicable Borrower in respect of such Loans to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C heretoSchedule 1.01 (without duplication of any amounts required to be paid under clause (b) of the definition of Adjusted Eurocurrency Rate). (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority having jurisdiction over the Borrowers (including any such requirement imposed by the Board or by European Central Bank or the European System of Central BanksBanks or any Participating Member State, but excluding requirements reflected in the Statutory Reserve Rate or the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency Loans, such Lender may require the relevant applicable Borrower in respect of such Loans to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant LenderLender in good faith consistent with customary banking practices, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant applicable Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant such Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Credit Agreement (Furmanite Corp)

Additional Reserve Costs. (a) If and so long as any ------------------------ Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s 's Eurocurrency Loans in any Designated Foreign Currency, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C E hereto. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserve Rate or the Mandatory Costs Rate) in respect of any of such Lender’s 's Eurocurrency LoansLoans in any Foreign Currency, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s 's Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Credit Agreement (TRW Inc)

Additional Reserve Costs. (a) If and so long as any Lender is required after by the date hereof Bank of England or any other monetary or other authority of the United Kingdom to make special deposits with the Bank of Englanddeposits, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign CurrencyLoans, such Lender may require the relevant Borrower in respect of such Loans to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C heretoSchedule 2.21. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserve Rate or the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency Loans, such Lender may require the relevant Borrower in respect of such Loans to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant LenderLender consistent with customary banking practices, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant applicable Borrower (with a copy to the Applicable Agent and the US Agent) at least five Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant such Borrower by such Lender shall be payable to the Applicable Agent for the account of such Lender on each date on which interest is payable for such Loan. (d) A reference to a Lender in this Section 2.21 includes any domestic or foreign branch or Affiliate of such Lender making a Loan as contemplated by Section 2.02(b).

Appears in 1 contract

Samples: Revolving Credit Agreement (Patheon Inc)

Additional Reserve Costs. (a) If and For so long as any Lender is required after the date hereof to make special deposits with the Bank of England or comply with reserve assets, liquidity, cash margin or other requirements of the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s 's Eurocurrency Loans in any Designated or Swingline Foreign CurrencyCurrency Loans, such Lender may shall be entitled to require the relevant applicable Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Cost Rate calculated in accordance with the formula and in the manner set forth in Exhibit C G hereto. (b) If and For so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserves or the Mandatory Costs Cost Rate) in respect of any of such Lender’s 's Eurocurrency Loans and Swingline Foreign Currency Loans, such Lender may shall be entitled to require the relevant applicable Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency 's Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant applicable Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant applicable Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant applicable Loan, and such additional interest so notified to the relevant applicable Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Credit Agreement (Perrigo Co)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Bank of England, England to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign CurrencyLoans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan Loans at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C hereto. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserve Rate or the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency Loans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan Loans at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such LoanLoans. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the Company, or, if the relevant Borrower is a Borrowing Subsidiary, the Company on behalf of such Borrowing Subsidiary, accompanied by a certificate of such Lender explaining in reasonable detail the method by which such amount shall have been determined (with a copy to the Applicable Agent) ), at least five Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the Company (either in its own capacity or on behalf of the relevant Borrower Borrowing Subsidiary) by such Lender shall be payable to the Applicable Agent for the account of such Lender on each date on which interest is payable for such Loan. Any Lender which notifies the Company (either in its own capacity or on behalf of the relevant Borrowing Subsidiary) and the Agent under this paragraph (c) shall promptly withdraw such notice (by written certificate of withdrawal given to the Company and the Agent) in the event such Lender shall become aware that the circumstances giving rise to such additional interest have ceased to exist. Any Lender claiming any indemnity payment or additional amounts payable pursuant to this Section 2.17 shall use reasonable efforts (consistent with legal and regulatory restrictions) to file any certificate or document reasonably requested in writing by the Company or to change the jurisdiction of its applicable lending office if the making of such a filing or change would avoid the need for or reduce the amount of any such indemnity payment or additional amounts that may thereafter accrue and would not, in the sole determination of such Lender, be otherwise disadvantageous to such Lender.

Appears in 1 contract

Samples: Credit Agreement (DOVER Corp)

Additional Reserve Costs. (a) If and for so long as any Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign CurrencyLoans, such Lender may require the relevant applicable Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan Loans at a rate per annum equal specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loans, provided that no Lender may request the payment of any amount under this paragraph to the Mandatory Costs Rate calculated extent resulting from a requirement imposed (other than as provided in accordance Section 2.14) on such Lender by any Governmental Authority (and not on Lenders or any class of Lenders generally) in respect of a concern expressed by such Governmental Authority with the formula and in the manner set forth in Exhibit C heretosuch Lender specifically, including with respect to its financial health. (b) If and for so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Mandatory Costs Rateaddressed by Section 2.22(a)) in respect of any of such Lender’s Eurocurrency Loans, such Lender may require the relevant applicable Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan Loans at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such LoanLoans, provided that no Lender may request the payment of any amount under this paragraph to the extent resulting from a requirement imposed (other than as provided in Section 2.14) on such Lender by any Governmental Authority (and not on Lenders or any class of Lenders generally) in respect of a concern expressed by such Governmental Authority with such Lender specifically, including with respect to its financial health. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, acting in good faith, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant applicable Borrower, or the Borrower Agent on its behalf, (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant LoanLoans, and such additional interest so notified to the relevant applicable Borrower, or the Borrower Agent on its behalf, by such Lender shall be payable to the Applicable Agent for the account of such Lender on each date on which interest is payable for such LoanLoans.

Appears in 1 contract

Samples: Credit Agreement (NCR Corp)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Financial Services Authority or the Bank of England, England or to maintain reserve asset ratios or to pay feesfees (other than deposits or reserves reflected in the determination of the Adjusted LIBO Rate or Adjusted EURIBO Rate, as the case may be), in each case in respect of any of Loan made by such Lender’s Eurocurrency Loans in any Designated Foreign CurrencyLender hereunder, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such LoansLoan, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate Rate, as defined in (and calculated in accordance with the formula and in the manner set forth in in) Exhibit C hereto.D. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserve Rate or the Mandatory Costs Rate) in respect of any of Loan made by such Lender’s Eurocurrency LoansLender hereunder, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirementsLoan, additional interest on such Loan at a rate per annum specified determined by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Credit Agreement (Willis Partners)

Additional Reserve Costs. (a) If and for so long as any Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency LIBOR Loans in any Designated Foreign Currency, such Lender may require the relevant a Borrower to pay, contemporaneously with each payment of interest on each of such LoansLIBOR Loan, additional interest on such LIBOR Loan at a rate per annum equal to the Mandatory Costs Rate rate calculated in accordance with the formula and in the manner set forth in Exhibit C heretoSchedule 1.1(b). (b) If and for so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Mandatory Costs RateReserve Requirement or in Section 2.22(a)) in respect of any of such Lender’s Eurocurrency LoansLIBOR Loans in any Foreign Currency, such Lender may require the relevant a Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency LIBOR Loans subject to such requirements, additional interest on such LIBOR Loan at a rate per annum specified certified by such Lender to be its reasonable determination of the cost to such Lender of complying with such requirements in relation to such LIBOR Loan. (c) Any additional interest owed pursuant to paragraph (aSection 2.22(a) or (b2.22(b) above shall be determined by the Administrative Agent or the relevant Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant applicable Borrower (with a copy to the Applicable Administrative Agent) in reasonable detail at least five Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant applicable Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Credit Agreement (Crawford & Co)

Additional Reserve Costs. (a) If and For so long as any Lender is required after the date hereof to make special deposits with the Bank of England or comply with reserve assets, liquidity, cash margin or other requirements of the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s 's Eurocurrency Loans in any Designated Foreign Currencyor Swingline Euro Loans, such Lender may require the relevant applicable Borrower to shall pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C H hereto. (b) If and For so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserves or the Mandatory Costs Rate) in respect of any of such Lender’s 's Eurocurrency Euro Loans, such Lender may require the relevant applicable Borrower to shall pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency 's Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant applicable Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant applicable Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant applicable Loan, and such additional interest so notified to the relevant applicable Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Credit Agreement (Nalco Energy Services Equatorial Guinea LLC)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Financial Services Authority or the Bank of England, England or to maintain reserve asset ratios or to pay feesfees (other than deposits or reserves reflected in the determination of the Adjusted LIBO Rate or Adjusted EURIBO Rate, as the case may be), in each case in respect of any Revolving Loan made by such Lender’s Eurocurrency Loans in any Designated Foreign CurrencyLender hereunder, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such LoansLoan, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate Rate, as defined in (and calculated in accordance with the formula and in the manner set forth in in) Exhibit C hereto.D. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserve Rate or the Mandatory Costs Rate) in respect of any of Revolving Loan made by such Lender’s Eurocurrency LoansLender hereunder, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirementsLoan, additional interest on such Loan at a rate per annum specified determined by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Credit Agreement (Willis Group Holdings LTD)

Additional Reserve Costs. (a) If and For so long as any Lender is required after the date hereof to make special deposits with the Bank of England or comply with reserve assets, liquidity, cash margin or other requirements of the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign CurrencyLoans, such Lender may shall be entitled to require the relevant Borrower Term Facility Borrowers to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Cost Rate calculated in accordance with the formula and in the manner set forth in Exhibit C hereto. (b) If and For so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserves or the Mandatory Costs Cost Rate) in respect of any of such Lender’s Eurocurrency Loans, such Lender may shall be entitled to require the relevant Borrower Term Facility Borrowers to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant applicable Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower Term Facility Borrowers (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant applicable Loan, and such additional interest so notified to the relevant Borrower Term Facility Borrowers by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Perrigo Finance PLC)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Financial Services Authority or the Bank of England, England or to maintain reserve asset ratios or to pay feesfees (other than deposits or reserves reflected in the determination of the Adjusted LIBO Rate or Adjusted EURIBO Rate, as the case may be), in each case in respect of any of such Lender’s Eurocurrency Loans in any Designated Foreign Currency's Alternative Currency Loans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such LoansLoan, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate Rate, as defined in (and calculated in accordance with the formula and in the manner set forth in in) Exhibit C hereto.D. (b) If and so long as any Lender lending from a branch or office located in a Participating Member State of the European Union that has adopted the Euro is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, Banks (but excluding requirements reflected in the Statutory Reserve Rate or the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency 's Alternative Currency Loans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirementsLoan, additional interest on such Loan at a rate per annum specified determined by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Credit Agreement (American Axle & Manufacturing Holdings Inc)

Additional Reserve Costs. (ai) If and so long as any Lender is required after the date hereof to make special deposits with the Financial Services Authority or the Bank of England, England or to maintain reserve asset ratios or to pay feesfees (other than deposits or reserves reflected in the determination of the Eurocurrency Rate), in each case in respect of any of such Lender’s Eurocurrency Loans 's Advances denominated in any Designated Foreign the Primary Currency, such Lender may require the relevant respective Borrower to pay, contemporaneously with each payment of interest on each of such LoansAdvances, additional interest on such Loan Advances at a rate per annum equal to the Mandatory Costs Rate Additional Cost Rate, as defined in (and calculated in accordance with the formula and in the manner set forth in Exhibit C heretoin) Schedule 2.08. (bii) If and so long as any Lender lending from a branch or office located in a Participating Member State is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, Banks (but excluding requirements reflected in the Mandatory Costs Additional Cost Rate) in respect of any of such Lender’s Eurocurrency Loans's Advances denominated in the Primary Currency, such Lender may require the relevant respective Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirementsAdvances, additional interest on such Loan Advances at a rate per annum specified determined by such Lender to be the cost to such Lender of complying with such requirements in relation to such LoanAdvances. (ciii) Any additional interest owed pursuant to paragraph (ai) or (bii) above shall be determined by the relevant Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant respective Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on of which interest is payable for the relevant LoanAdvances, and such additional interest so notified to the relevant such Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such LoanAdvances.

Appears in 1 contract

Samples: Credit Agreement (Paxar Corp)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Bank of EnglandEngland or, to maintain reserve asset ratios or to pay feesfees (other than deposits or reserves reflected in the determination of the Adjusted LIBO Rate), in each case in respect of such Lender’s 's Eurocurrency Loans in any Designated Foreign Alternative Currency, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C heretoF, together with a reasonably detailed explanation of the basis for such claim. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (other than any such requirements reflected in the determination of the Adjusted LIBO Rate) (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserves or the Mandatory Costs Rate) in respect of any of such Lender’s 's Eurocurrency LoansLoans in any Alternative Currency, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s 's Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable Agent) ), together with a reasonably detailed explanation of the basis for such claim, at least five Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Credit Agreement (Carnival Corp)

Additional Reserve Costs. (a) If and For so long as any Lender is required after to comply with (i) the date hereof to make special deposits with requirements of the Bank of EnglandEngland and/or the Financial Services Authority (or, to maintain reserve asset ratios in either case, any other authority which replaces all or to pay feesany of its functions) or (ii) the requirements of the European Central Bank, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign CurrencyLoans, such Lender may shall be entitled to require the relevant Applicable Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C D hereto. (b) If and so Each Applicable Borrower shall pay to each Lender, as long as any such Lender is shall be required to comply maintain reserves with reserve assets, liquidity, cash margin respect to liabilities or other requirements assets consisting of any monetary or other authority including Eurocurrency funds or deposits (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Mandatory Costs Rate) in respect of any of such Lender’s currently known as “Eurocurrency Loans, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirementsliabilities”), additional interest on the unpaid principal amount of each Eurocurrency Loan equal to the actual costs of such reserves allocated to such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such LoanLender. (c) Any additional interest owed pursuant to paragraph (a) or (b) above of this Section shall be determined by the relevant applicable Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Applicable Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant applicable Loan, and such additional interest so notified to the relevant Applicable Borrower by such Lender shall be due and payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan. If a Lender fails to give such notice at least five Business Days before such date, then such additional interest shall be due and payable five Business Days after such notice is given.

Appears in 1 contract

Samples: Credit Agreement (Molex Inc)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s Eurocurrency Loans in any Designated Foreign Currency, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C hereto. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserve Rate or the Mandatory Costs Rate) in respect of any of such Lender’s Eurocurrency LoansLoans in any Designated Foreign Currency, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable Administrative Agent) at least five Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Five Year Credit Agreement (Kellogg Co)

Additional Reserve Costs. (a) If and so long as any Lender is required after the date hereof to make special deposits with the Bank of England, to maintain reserve asset ratios or to pay fees, in each case in respect of such Lender’s 's Eurocurrency Loans in any Designated Foreign Currency, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Loans, additional interest on such Loan at a rate per annum equal to the Mandatory Costs Rate calculated in accordance with the formula and in the manner set forth in Exhibit C hereto. (b) If and so long as any Lender is required to comply with reserve assets, liquidity, cash margin or other requirements of any monetary or other authority (including any such requirement imposed by the Board or by European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserves or the Mandatory Costs Rate) in respect of any of such Lender’s 's Eurocurrency LoansLoans in any Designated Foreign Currency, such Lender may require the relevant Borrower to pay, contemporaneously with each payment of interest on each of such Lender’s 's Eurocurrency Loans subject to such requirements, additional interest on such Loan at a rate per annum specified by such Lender to be the cost to such Lender of complying with such requirements in relation to such Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Lender, which determination shall be presumed correct in the absence of facts or circumstances indicating that it has been made in conclusive absent manifest error, and notified to the relevant Borrower (with a copy to the Applicable Administrative Agent) at least five 61 56 Business Days before each date on which interest is payable for the relevant Loan, and such additional interest so notified to the relevant Borrower by such Lender shall be payable to the Applicable Administrative Agent for the account of such Lender on each date on which interest is payable for such Loan.

Appears in 1 contract

Samples: Credit Agreement (Kellogg Co)

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