Common use of Additional Reserve Costs Clause in Contracts

Additional Reserve Costs. (a) If and so long as any ------------------------ Tranche B Revolving Lender is required 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 Tranche B Revolving Lender's Foreign Currency Loans, such Tranche B Revolving Lender may require the Netherlands 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 E hereto. (b) If and so long as any Tranche B 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 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 Tranche B Revolving Lender's Foreign Currency Loans, such Tranche B Revolving Lender may require the Netherlands Borrower to pay, contemporaneously with each payment of interest on each of such Tranche B Revolving Lender's Foreign Currency Loans subject to such requirements, additional interest on such Foreign Currency Loan at a rate per annum specified by such Tranche B Revolving Lender to be the cost to such Tranche B 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 Tranche B Revolving Lender, which determination shall be conclusive absent manifest error, and notified to the Parent Borrower (on behalf of the Netherlands Borrower) (with a copy to the 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 by such Tranche B Revolving Lender shall be payable to the Administrative Agent for the account of such Tranche B Revolving Lender on each date on which interest is payable for such Foreign Currency Loan.

Additional Reserve Costs. (a) If and so long as any ------------------------ Tranche B Revolving Lender or the LC Issuing Bank is required 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 Tranche B Revolving Lender's Foreign or LC Issuing Bank's Euro-Currency LoansLoans in any Alternative Currency or participations in Alternative Currency Letters of Credit, such Tranche B Revolving Lender or LC Issuing Bank may require the Netherlands relevant Borrower to pay, contemporaneously with each payment of interest on each of such Foreign Loans or LC Reimbursement Obligations in respect of Alternative Currency LoansLetters of Credit, additional interest on such Foreign Currency Loan or LC Reimbursement Obligation 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 E T hereto. (b) If and so long as any Tranche B Revolving Lender or the LC Issuing 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 European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory an applicable Euro-Currency Reserve Rate Percentage or the Mandatory Costs Rate) in respect of any of such Tranche B Revolving Lender's Foreign or LC Issuing Bank's Euro-Currency LoansLoans in any Alternative Currency or participations in Alternative Currency Letters of Credit, such Tranche B Revolving Lender or LC Issuing Bank may require the Netherlands relevant Borrower to pay, contemporaneously with each payment of interest on each of such Tranche B Revolving Lender's Foreign Euro-Currency Loans or LC Reimbursement Obligations in respect of Alternative Currency Letters of Credit subject to such requirements, additional interest on such Foreign Currency Loan Loans or LC Reimbursement Obligations at a rate per annum specified by such Tranche B Revolving Lender or LC Issuing Bank to be the cost to such Tranche B Revolving Lender or LC Issuing Bank of complying with such requirements in relation to such Foreign Currency LoanLoan or Letter of Credit. (c) Any additional interest owed pursuant to paragraph subsection (a) or (b) above shall be determined by the relevant Tranche B Revolving Lender, which determination shall be conclusive absent in the absence of manifest error, and notified to the Parent relevant Borrower (on behalf of the Netherlands Borrower) (with a copy to the Administrative Agent) at least five Euro-Currency 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 Tranche B Revolving Lender shall be payable to the Administrative Agent for the account of such Tranche B Revolving Lender on each date on which interest is payable for such Foreign Currency Loan.

Additional Reserve Costs. (a) Each U.S. Lender may require the Borrower to pay, contemporaneously with each payment of interest on its Euro-Currency Loans, additional interest on the related Euro-Currency Loan of such U.S. Lender at a rate per annum determined by such U.S. Lender up to but not exceeding the excess of (i) (A) the applicable London Interbank Offered Rate divided by (B) one minus the Euro-Currency Reserve Percentage over (ii) the applicable London Interbank Offered Rate. Any U.S. Lender wishing to require payment of such additional interest (x) shall so notify the Borrower and the Administrative Agent, in which case such additional interest on the Euro-Currency Loans of such U.S. Lender shall be payable to such Lender at the place indicated in such notice with respect to each Interest Period commencing at least five Business Days after such U.S. Lender gives such notice and (y) shall notify the Borrower at least five Business Days before each date on which interest is payable on the Euro-Currency Loans of the amount then due it under this Section. (b) If and so long as any ------------------------ Tranche B Revolving U.S. Lender is required 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 Tranche B Revolving U.S. Lender's Foreign ’s Euro-Currency LoansLoans in any Alternative Currency, such Tranche B Revolving U.S. Lender may require the Netherlands 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 E K hereto. (bc) If and so long as any Tranche B Revolving U.S. 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 European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory an applicable Euro-Currency Reserve Rate Percentage or the Mandatory Costs Rate) in respect of any of such Tranche B Revolving U.S. Lender's Foreign ’s Euro-Currency LoansLoans in any Alternative Currency, such Tranche B Revolving U.S. Lender may require the Netherlands Borrower to pay, contemporaneously with each payment of interest on each of such Tranche B Revolving U.S. Lender's Foreign ’s Euro-Currency Loans subject to such requirements, additional interest on such Foreign Currency Loan at a rate per annum specified by such Tranche B Revolving U.S. Lender to be the cost to such Tranche B Revolving U.S. Lender of complying with such requirements in relation to such Foreign Currency Loan. (cd) Any additional interest owed pursuant to paragraph subsection (a), (b) or (bc) above shall be determined by the relevant Tranche B Revolving U.S. Lender, which determination shall be conclusive absent in the absence of manifest error, and notified to the Parent Borrower (on behalf of the Netherlands Borrower) (with a copy to the 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 Borrower by such Tranche B Revolving U.S. Lender shall be payable to the Administrative Agent for the account of such Tranche B Revolving U.S. Lender on each date on which interest is payable for such Foreign Currency Loan.

Additional Reserve Costs. (a) If and so long as any ------------------------ Tranche B Revolving Lender is required 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 Tranche B Revolving Lender's Foreign Currency Loans, such Tranche B Revolving Lender may require the Netherlands 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 E M hereto. (b) If and so long as any Tranche B 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 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 Tranche B Revolving Lender's Foreign Currency Loans, such Tranche B Revolving Lender may require the Netherlands relevant Foreign Subsidiary Borrower to pay, contemporaneously with each payment of interest on each of such Tranche B Revolving Lender's Foreign Currency Loans subject to such requirements, additional interest on such Foreign Currency Loan at a rate per annum specified by such Tranche B Revolving Lender to be the cost to such Tranche B 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 Tranche B Revolving Lender, which determination shall be conclusive absent manifest error, and notified to the Parent Borrower (on behalf of the Netherlands Borrower) relevant Foreign Subsidiary Borrower (with a copy to the 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 by such Tranche B Revolving Lender shall be payable to the Administrative Agent for the account of such Tranche B Revolving Lender on each date on which interest is payable for such Foreign Currency Loan.

Additional Reserve Costs. (a) If and for so long as any ------------------------ Tranche B Multicurrency Revolving Lender is required 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 Tranche B Multicurrency Revolving Lender's ’s LIBOR Loans in any Foreign Currency LoansCurrency, such Tranche B Multicurrency Revolving Lender may require the Netherlands a Borrower to pay, contemporaneously with each payment of interest on each of such Foreign Currency LIBOR Loans, additional interest on such Foreign Currency 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 E heretoSchedule 1.1(c) hereto (the “Mandatory Costs Rate”). (b) If and for so long as any Tranche B Multicurrency 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 European Central Bank or the European System of Central Banks, but excluding requirements reflected in the Statutory Reserve Rate Requirement or the Mandatory Costs Rate) in respect of any of such Tranche B Multicurrency Revolving Lender's ’s LIBOR Loans in any Foreign Currency LoansCurrency, such Tranche B Multicurrency Revolving Lender may require the Netherlands a Borrower to pay, contemporaneously with each payment of interest on each of such Tranche B Multicurrency Revolving Lender's Foreign Currency ’s LIBOR Loans subject to such requirements, additional interest on such Foreign Currency LIBOR Loan at a rate per annum specified by such Tranche B Multicurrency Revolving Lender to be the cost to such Tranche B Multicurrency Revolving Lender of complying with such requirements in relation to such Foreign Currency LIBOR Loan. (c) Any additional interest owed pursuant to paragraph (a) or (b) above shall be determined by the relevant Tranche B Multicurrency Revolving Lender, which determination shall be conclusive absent manifest error, and notified to the Parent applicable Borrower (on behalf of the Netherlands Borrower) (with a copy to the Administrative Agent) in reasonable detail at least five Business Days before each date on which interest is payable for the relevant Foreign Currency Multicurrency Revolving Loan, and such additional interest so notified to the applicable Borrower by such Tranche B Multicurrency Revolving Lender shall be payable to the Administrative Agent for the account of such Tranche B Multicurrency Revolving Lender on each date on which interest is payable for such Foreign Currency Multicurrency Revolving Loan.

Additional Reserve Costs. (a) If and so long as any ------------------------ Tranche B Revolving Lender is required 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 Tranche B Revolving Lender's ’s Foreign Currency Loans, such Tranche B Revolving Lender may require the Netherlands 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 E heretoK to the Original Credit Agreement. (b) If and so long as any Tranche B 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 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 Tranche B Revolving Lender's ’s Foreign Currency Loans, such Tranche B Revolving Lender may require the Netherlands relevant Foreign Subsidiary Borrower to pay, contemporaneously with each payment of interest on each of such Tranche B Revolving Lender's ’s Foreign Currency Loans subject to such requirements, additional interest on such Foreign Currency Loan at a rate per annum specified by such Tranche B Revolving Lender to be the cost to such Tranche B 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 Tranche B Revolving Lender, which determination shall be conclusive absent manifest error, and notified to the Parent Borrower (on behalf of the Netherlands relevant Foreign Subsidiary Borrower) (with a copy to the 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 by such Tranche B Revolving Lender shall be payable to the Administrative Agent for the account of such Tranche B Revolving Lender on each date on which interest is payable for such Foreign Currency Loan.

Additional Reserve Costs. (a) If and so long as any ------------------------ Tranche B Revolving Lender is required 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 Tranche B Revolving Lender's ’s Foreign Currency Loans, such Tranche B Revolving Lender may require the Netherlands 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 E heretoI to the Original Credit Agreement. (b) If and so long as any Tranche B 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 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 Tranche B Revolving Lender's ’s Foreign Currency Loans, such Tranche B Revolving Lender may require the Netherlands relevant Foreign Subsidiary Borrower to pay, contemporaneously with each payment of interest on each of such Tranche B Revolving Lender's ’s Foreign Currency Loans subject to such requirements, additional interest on such Foreign Currency Loan at a rate per annum specified by such Tranche B Revolving Lender to be the cost to such Tranche B 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 Tranche B Revolving Lender, which determination shall be conclusive absent manifest error, and notified to the Parent Borrower (on behalf of the Netherlands relevant Foreign Subsidiary Borrower) (with a copy to the 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 by such Tranche B Revolving Lender shall be payable to the Administrative Agent for the account of such Tranche B Revolving Lender on each date on which interest is payable for such Foreign Currency Loan.

Additional Reserve Costs. (a) If and so long as any ------------------------ Tranche B Revolving Lender is required 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 Tranche B Revolving Lender's Eurocurrency Loans in any Foreign Currency LoansCurrency, such Tranche B Revolving Lender may require the Netherlands relevant 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 E F hereto. (b) If and so long as any Tranche B 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 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 Tranche B Revolving Lender's Eurocurrency Loans in any Foreign Currency LoansCurrency, such Tranche B Revolving Lender may require the Netherlands relevant Borrower to pay, contemporaneously with each payment of interest on each of such Tranche B Revolving Lender's Foreign Currency Eurocurrency Loans subject to such requirements, additional interest on such Foreign Currency Loan at a rate per annum specified by such Tranche B Revolving Lender to be the cost to such Tranche B 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 Tranche B Revolving Lender, which determination shall be conclusive absent manifest error, Lender and notified to the Parent relevant Borrower (on behalf of the Netherlands Borrower) (with a copy to the Administrative Agent) in the form of a certificate setting forth such additional interest 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 Tranche B Revolving Lender shall be payable to the Administrative Agent for the account of such Tranche B Revolving Lender on each date on which interest is payable for such Foreign Currency Loan. (d) Failure or delay on the part of any Lender to demand additional interest pursuant to this Section shall not constitute a waiver of such Lender's right to demand such additional interest; provided that no Borrower shall be required to pay additional interest to a Lender pursuant to this Section for any increased costs incurred more than 90 days prior to the date that such Lender notifies the relevant Borrower of the circumstances giving rise to such increased costs; provided further that, if the circumstances giving rise to such increased costs or reductions is retroactive, then the 90-day period referred to above shall be extended to include the period of retroactive effect thereof.