Changes in Capital Requirements. If any change in, or the introduction, adoption, effectiveness, interpretation, reinterpretation or phase-in of, the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act approved by the federal Government on June 30, 0000, Xxxxx III adopted by the Basel Committee on Banking Supervision or any other law or regulation, directive, guideline, decision or request (whether or not having the force of law) of any court, central bank, regulator or other Government affects or would affect the amount of capital or liquidity required or expected to be maintained by the Administrative Agent or any Lender, or person controlling the Administrative Agent or any Lender, and the Administrative Agent determines (in its sole and absolute discretion) that the rate of return on its, such Lender’s or such controlling person’s capital as a consequence of its commitments or the loans made by the Administrative Agent or such Lender is reduced to a level below that which the Administrative Agent, such Lender or such controlling person could have achieved but for the occurrence of any such circumstance, then, in any such case upon notice from time to time by the Administrative Agent to the Borrowers, the Borrowers shall immediately pay directly to the Administrative Agent, for its own account or for the account of such Lender (as the case may be), additional amounts sufficient to compensate the Administrative Agent, such Lender or such controlling person for such reduction in rate of return. A statement of the Administrative Agent as to any such additional amount or amounts (including calculations thereof in reasonable detail) shall, in the absence of manifest error, be conclusive and binding on the Borrowers. In determining such amount, the Administrative Agent may use any method of averaging and attribution that it (in its sole and absolute discretion) shall deem applicable.
Changes in Capital Requirements. (a) In the event that, in the written opinion of counsel for any Bank (which may, in the discretion of such Bank, be such Bank's internal counsel), compliance with any law, rule, regulation or guideline, or any change therein or in the interpretation or application thereof or compliance by any Bank with any request or directive (whether or not having the force of law) from any central bank or Governmental Authority, in each case enacted or made subsequent to the date hereof shall affect the amount of capital required or expected to be maintained by such Bank or any corporation controlling such Bank and the amount of such capital that is required or expected to be maintained is increased by or based upon the Commitment of such Bank under this Agreement or any participation agreement entered into pursuant to Section 12.7, as applicable (such event, a "Change in Law"), such affected Bank shall notify CFC and the Administrative Agent within 180 days after such affected Bank shall have obtained actual knowledge of the costs associated with its compliance with such Change in Law (but in no event later than 365 days after such Bank is first required to comply with such Change in Law). At the time of such notification such affected Bank shall provide CFC with (i) a written statement, certified by a senior officer of such affected Bank responsible for assessing costs associated with its compliance with capital adequacy requirements, (x) setting forth in reasonable detail the amount that would adequately compensate such affected Bank for the costs associated with its compliance with such Change in Law and the assumptions upon which such affected Bank calculated such amount and (y) certifying that such calculations comply with the requirements of the next succeeding sentence, and (ii) a copy of the opinion of counsel referred to in the preceding sentence. Such affected Bank shall allocate to the Facility Borrowers the costs associated with such Change in Law in such a way that the proportion of (i) such costs that are allocated to the Facility Borrowers to (ii) the total of such costs of such affected Bank associated with such Change in Law as it relates to all commitments of such Bank to its customers of similar creditworthiness as the Facility Borrowers, is substantially the same as the proportion of (i) the Commitment of such affected Bank under this Agreement or such participation agreement to (ii) the total of all commitments by such affected Bank to its custome...
Changes in Capital Requirements. If after the date hereof, the Bank shall have determined that the adoption of any applicable law, rule or regulation regarding capital adequacy, or any change therein, or any change in the interpretation or administration thereof, by any governmental authority, central bank or comparable agency charged with the interpretation or administration thereof, or compliance by the Bank with any request or directive regarding capital adequacy (whether or not having the force of law) of any such authority, central bank or comparable agency, has or would have the effect of reducing the rate of return on the Bank's capital as a consequence of its obligations hereunder to a level below that which the Bank could have achieved but for such adoption, change or compliance (taking into consideration the Bank's policies with respect to capital adequacy) by an amount deemed by the Bank to be material, then from time to time, within 15 days after demand by the Bank, the Company shall pay to the Bank such additional amount or amounts as will compensate the Bank for such reduction. The Bank will promptly notify the Company of any event of which it has knowledge, occurring after the date hereof, which will entitle the Bank to compensation pursuant to this Section 2A.11.
Changes in Capital Requirements. If any change in, or the introduction, adoption, effectiveness, interpretation, reinterpretation or phase-in of, any law or regulation, directive, guideline, decision or request (whether or not having the force of law) of any court, central bank, regulator or other governmental authority affects or would affect the amount of capital required or expected to be maintained by the Administrative Agent or any Lender, or person controlling the Administrative Agent or any Lender, and the Administrative Agent determines (in its sole and absolute discretion) that the rate of return on its, the Lender’s or such controlling person’s capital as a consequence of its commitments or the loans made by the Administrative Agent or such Lender is reduced to a level below that which the Administrative Agent, such Lender or such controlling person could have achieved but for the occurrence of any such circumstance, then, in any such case upon notice from time to time by the Administrative Agent to the Borrowers, the Borrowers shall immediately pay directly to the Administrative Agent, for its own account or for the account of such Lender (as the case may be), additional amounts sufficient to compensate the Administrative Agent, such Lender or such controlling person for such reduction in rate of return. A statement of the Administrative Agent as to any such additional amount or amounts (including calculations thereof in reasonable detail) shall, in the absence of manifest error, be conclusive and binding on the Borrowers. In determining such amount, the Administrative Agent may use any method of averaging and attribution that it (in its sole and absolute discretion) shall deem applicable.
Changes in Capital Requirements. If after the date hereof, any Bank shall have determined that the adoption of any applicable law, rule or regulation regarding capital adequacy, or any change therein, or any change in the interpretation or administration thereof, by any governmental authority, central bank or comparable agency charged with the interpretation or administration thereof, or compliance by any Bank with any request or directive regarding capital adequacy (whether or not having the force of law) of any such authority, central bank or comparable agency, has or would have the effect of reducing the rate of return on such Bank's capital as a consequence of its obligations hereunder to a level below that which such Bank could have achieved but for such adoption, change or compliance (taking into consideration such Bank's policies with respect to capital adequacy) by an amount deemed by such Bank to be material, then such Bank shall notify the Agent and the Co-Borrowers of such event and within 15 days after such notice is delivered by such Bank hereunder, the Co-Borrowers shall pay to the Agent for the benefit of such Bank such additional amount or amounts as will compensate such Bank for such reduction.
Changes in Capital Requirements. In the event that any Purchaser shall have determined that any Requirement of Law regarding capital adequacy or interpretation or application thereof or compliance by such Purchaser with any request or directive regarding capital adequacy (whether or not having the force of law) from any Governmental Authority (a "Change in Law") does or shall have the effect of reducing the rate of return on such Purchaser's or such corporation's capital as a consequence of its obligations hereunder to a level below that which such Purchaser or such corporation could have achieved but for such change or compliance (taking into consideration such Purchaser's or such corporation's policies with respect to capital adequacy) by an amount deemed by such Purchaser to be material, then from time to time, after submission by such Purchaser to the Transferor (with a copy to the Deal Agent) of a written request therefor, the Transferor shall indemnify such Purchaser such additional amount or amounts as will compensate such for such reduction.
Changes in Capital Requirements. If after the date of this Agreement the Agent shall determine that the adoption of any applicable law, rule or regulation regarding capital adequacy, or any change therein, or any change in the interpretation or administration thereof, or compliance by the Lenders with any request or directive regarding capital adequacy of any authority, central bank or comparable agency, which adoption, change or compliance is applicable to all banks generally or to banks similar in size, has or would have the effect of reducing the rate of return on the Lenders’ capital as a consequence of the Lenders’ obligations hereunder to a level below that which the Lenders could have achieved but for such adoption, change or compliance (taking into consideration the Agent’s policies with respect to capital adequacy), then, after sixty (60) days prior notice given by the Agent to the Borrowers, the interest rate on the Notes shall be increased to a rate which shall retain the Lenders’ original rate of return on the Lenders’ capital.
Changes in Capital Requirements. If after the date of this ------------------------------- Agreement any Lender shall determine that the adoption of any applicable law, rule or regulation regarding capital adequacy, or any change therein, or any change in the interpretation or administration thereof, or compliance by such Lender with any request or directive regarding capital adequacy of any authority, central bank or comparable agency, which adoption, change or compliance has or would have the effect of reducing the rate of return on such Lender's capital as a consequence of such Lender's obligations hereunder to a level below that which such Lender could have achieved but for such adoption, change or compliance (taking into consideration such Lender's policies with respect to capital adequacy), then the interest rate on the Notes shall be increased to a rate which shall retain such Lender's original rate of return on such Lender's capital.
Changes in Capital Requirements. In the event that any Purchaser shall have determined that any change in any Requirement of Law regarding capital adequacy or in the interpretation or application thereof or compliance by such Purchaser with any request or directive regarding capital adequacy (whether or not having the force of law) from any Governmental Authority made subsequent to the date hereof (a "Change in Law") does or shall have the effect of reducing the rate of return on such Purchaser's or such corporation's capital as a consequence of its obligations hereunder to a level below that which such Purchaser or such corporation could have achieved but for such change or compliance (taking into consideration such Purchaser's or such corporation's policies with respect to capital adequacy) by an amount deemed by such Purchaser to be material, then from time to time, after submission by such Purchaser to the Transferor (with a copy to the Administrative Agent) of a written request therefor, the Transferor shall indemnify such Purchaser such additional amount or amounts as will compensate such for such reduction.
Changes in Capital Requirements. If after the date hereof, we shall have determined that the adoption of any applicable law, rule or regulation regarding capital adequacy, or any change therein or any change in the interpretation or administration thereof, by any governmental authority, central bank or comparable agency charged with the interpretation or administration thereof, or compliance by us with any request or directive regarding capital adequacy (whether or not having the force of law) of any such authority, central bank or comparable agency, has or would have the effect of increasing the amount of capital that we must maintain or reducing our rate of return on our capital as a consequence of our obligation hereunder to a level below that which we could have achieved but for such adoption, change or compliance (taking into consideration our policies with respect to capital adequacy) by an amount deemed by us to be material, then from time to time, within fifteen (15) days after demand by us, you shall pay to us such additional amount or amounts as will compensate us for the cost of such additional capital or reduced rate of return. We shall furnish you with a certificate as to the amount of any such cost or reduced rate of return, which certificate, absent manifest error, shall be final, conclusive and binding for all purposes.
