Common use of Change in Capital Requirements Clause in Contracts

Change in Capital Requirements. If a Lender shall have determined that, on or after the date hereof, the adoption of any Requirement of Law regarding capital adequacy, or any change therein, or any change in the interpretation or administration thereof by any Governmental Authority charged with the interpretation or administration thereof, or any request or directive regarding capital adequacy (whether or not having the force of law) of any such Governmental Authority, in each case that becomes effective after the date hereof, has or would have the effect of reducing the rate of return on capital of a Lender (or its parent) as a consequence of a Lender’s obligations hereunder or the Loans to a level below that which a Lender (or its parent) could have achieved but for such adoption, change, request or directive by an amount reasonably deemed by it to be material, then the Borrower shall pay to such Lender on demand such additional amount or amounts as will compensate such Lender (or its parent) for such reduction. Notwithstanding anything herein to the contrary, (x) the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act and all requests, rules, guidelines or directives thereunder or issued in connection therewith and (y) all requests, rules, guidelines or directives promulgated by the Bank for International Settlements, the Basel Committee on Banking Supervision (or any successor or similar authority) or the United States or foreign regulatory authorities, in each case pursuant to Basel III, shall in each case be deemed to be a applicable change in Requirement of Law under Section 5 hereof, regardless of the date enacted, adopted or issued.

Change in Capital Requirements. If a Lender the Agent or any Bank shall have determined thatthat the adoption, on or after the date hereof, the adoption of any Requirement applicable law, rule, regulation, guideline, directive or request (whether or not having the force of Law law) regarding capital adequacyrequirements for banks or bank holding companies, or any change therein, or any change in the interpretation or administration thereof by any Governmental Authority Authority, central bank or comparable agency charged with the interpretation or administration thereof, or compliance by the Agent or any request of the Banks, or directive regarding any of their respective holding companies, with any of the foregoing imposes or increases a requirement by the Agent or any of the Banks, or any of their respective holding companies, to allocate capital adequacy (whether or not having the force of law) of any resources to such Governmental Authority, in each case that becomes effective after the date hereof, Bank’s commitment to make loans and advances hereunder which has or would have the effect of reducing the rate of return on such Bank’s capital of a Lender (or its parent) as a consequence of a Lender’s obligations hereunder or the Loans to a level below that which a Lender (or its parent) that Bank could have achieved (taking into consideration such Bank’s or such holding company’s then existing policies with respect to capital adequacy and assuming full utilization of such Bank’s capital) but for such adoption, change, request change or directive compliance by an any amount reasonably deemed by it such Bank to be material, then then: (1) such Bank shall promptly after its determination of such occurrence give notice thereof to the Agent and the Borrower; and (2) to the extent that the costs of such increased capital requirements are not reflected in the Prime Rate or the LIBOR Rate, the Borrower and the Agent shall pay thereafter attempt to negotiate in good faith, within thirty (30) days following the date the Borrower receives such notice, an adjustment payable hereunder that will adequately compensate such Bank in light of the circumstances. If the Agent (in consultation with such Bank) and the Borrower are unable to agree to such Lender adjustment within thirty (30) days following the date upon which the Borrower receives such notice, then commencing on demand the date of such additional notice (but no earlier than the effective date of any such increased capital requirement), the fees payable hereunder shall increase by an amount or amounts as will compensate such Lender (or its parent) for such reductionthat will, in the Agent’s reasonable determination, provide adequate compensation. Notwithstanding anything herein The provisions of this Section 2.13 shall be applied to the contrary, (x) Borrower so as not to discriminate against the XxxxBorrower vis-Xxxxx Xxxx Street Reform and Consumer Protection Act and all requests, rules, guidelines or directives thereunder or issued in connection therewith and (y) all requests, rules, guidelines or directives promulgated by the Bank for International Settlements, the Basel Committee on Banking Supervision (or a-vis other customers of any successor or similar authority) or the United States or foreign regulatory authorities, in each case pursuant to Basel III, shall in each case be deemed to be a applicable change in Requirement of Law under Section 5 hereof, regardless of the date enacted, adopted or issuedBanks.

Change in Capital Requirements. If a Lender shall have determined that, on or after the date hereofClosing Date, the adoption of any Requirement of Law regarding capital adequacyadequacy or liquidity requirements, or any change therein, or any change in the interpretation or administration thereof by any Governmental Authority charged with the interpretation or administration thereof, or any request or directive regarding capital adequacy or liquidity requirements (whether or not having the force of law) of any such Governmental Authority, in each case that becomes effective after the date hereofClosing Date, has or would have the effect of reducing the rate of return on capital of a Lender (or its parent) as a consequence of a Lender’s obligations hereunder or the Loans to a level below that which a Lender (or its parent) could have achieved but for such adoption, change, request or directive by an amount reasonably deemed by it to be material, then the Borrower shall pay to such Lender on demand such additional amount or amounts as will compensate such Lender (or its parent) for such reduction. Notwithstanding anything herein ; provided, that, Borrower shall not be required to compensate a Lender pursuant to the contrary, foregoing provisions of this clause (xb) the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act and all requests, rules, guidelines or directives thereunder or issued in connection therewith and (y) all requests, rules, guidelines or directives promulgated by the Bank for International Settlements, the Basel Committee any reduction on Banking Supervision such Lender’s (or any successor or similar authorityits parent’s) or rate of return on capital suffered more than one hundred eighty (180) days prior to the United States or foreign regulatory authorities, in each case pursuant to Basel III, shall in each case be deemed to be a applicable change in Requirement of Law under Section 5 hereof, regardless date that such Lender notifies Borrower of the date enactedapplicable event giving rise to such reduction and of such Lender’s intention to claim compensation therefor (except that, adopted or issuedif the applicable event has retroactive effect, then the one hundred eighty (180) day period referred to above shall be extended to include the period of retroactive effect thereof).

Change in Capital Requirements. If a Lender shall have determined that, on or after the date hereofClosing Date, the adoption of any Requirement of Law regarding capital adequacy, or any change therein, or any change in the interpretation or administration thereof by any Governmental Authority charged with the interpretation or administration thereof, or any request or directive regarding capital adequacy (whether or not having the force of law) of any such Governmental Authority, in each case that becomes effective after the date hereofClosing Date, has or would have the effect of reducing the rate of return on capital of a Lender (or its parent) as a consequence of a Lender’s obligations hereunder or the Loans to a level below that which a Lender (or its parent) could have achieved but for such adoption, change, request or directive by an amount reasonably deemed by it to be material, then the Borrower shall pay to such Lender on within ten (10) days after written demand therefor such additional amount or amounts as will compensate such Lender (or its parent) for such reduction. Notwithstanding anything herein , so long as such amounts have accrued on or after the day that is 180 days prior to the contrarydate on which such Lender first made demand therefor; provided that, (x) if the Xxxxevent giving rise to such cost or reduction has retroactive effect, then such 180-Xxxxx Xxxx Street Reform and Consumer Protection Act and all requests, rules, guidelines or directives thereunder or issued in connection therewith and (y) all requests, rules, guidelines or directives promulgated by day period shall be extended to include the Bank for International Settlements, the Basel Committee on Banking Supervision (or any successor or similar authority) or the United States or foreign regulatory authorities, in each case pursuant to Basel III, shall in each case be deemed to be a applicable change in Requirement period of Law under Section 5 hereof, regardless of the date enacted, adopted or issuedretroactive effect.

Change in Capital Requirements. If a Lender shall have determined that, on or after the date hereof, the adoption of any Requirement of Law regarding capital adequacy, or any change therein, or any change in the interpretation or administration thereof by any CONFIDENTIAL TREATMENT REQUESTED UNDER C.F.R. SECTIONS 200.80(b)(4), 200.83 AND 230.406. [****] INDICATES OMITTED MATERIAL THAT IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST FILED SEPARATELY WITH THE COMMISSION. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE COMMISSION. Governmental Authority charged with the interpretation or administration thereof, or any request or directive regarding capital adequacy (whether or not having the force of law) of any such Governmental Authority, in each case that becomes effective after the date hereof, has or would have the effect of reducing the rate of return on capital of a Lender (or its parent) as a consequence of a Lender’s obligations hereunder or the Loans to a level below that which a Lender (or its parent) could have achieved but for such adoption, change, request or directive by an amount reasonably deemed by it to be material, then the each Borrower shall pay to such Lender on demand such additional amount or amounts as will compensate such Lender (or its parent) for such reduction. Notwithstanding anything herein to the contrary, (x) the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act and all requests, rules, guidelines or directives thereunder or issued in connection therewith and (y) all requests, rules, guidelines or directives promulgated by the Bank for International Settlements, the Basel Committee on Banking Supervision (or any successor or similar authority) or the United States or foreign regulatory authorities, in each case pursuant to Basel III, shall in each case be deemed to be a applicable change in Requirement of Law under Section 5 hereof, regardless of the date enacted, adopted or issued.