Common use of Costs of Making or Maintaining Eurodollar Loans Clause in Contracts

Costs of Making or Maintaining Eurodollar Loans. The Borrower shall pay directly to each Lender from time to time such amounts as such Lender may determine to be necessary to compensate such Lender for any costs that such Lender determines are attributable to its making or maintaining of any Eurodollar Loans, or its obligation to make any Eurodollar Loans, hereunder, or, subject to the following provisions of this Article V, any reduction in any amount receivable by such Lender hereunder in respect of any of such Eurodollar Loans or such obligation (such increases in costs and reductions in amounts receivable being herein called “Additional Costs”), provided such Additional Costs result from any Regulatory Change that: (i) shall subject any Lender (or its Applicable Lending Office for any of such Eurodollar Loans) to any tax, duty or other charge in respect of such Eurodollar Loans or its Note or changes the basis of taxation of any amounts payable to such Lender under this Agreement or its Note in respect of any of such Eurodollar Loans (other than Excluded Taxes); or (ii) imposes or Modifies any reserve, special deposit or similar requirements (other than the Reserve Requirement utilized in the determination of the Adjusted LIBO Rate for such Eurodollar Loan) relating to any extensions of credit or other assets of, or any deposits with or other liabilities of, any Lender (including any of such Eurodollar Loans or any deposits referred to in the definition of “LIBO Rate” in Section 1.01), or any commitment of such Lender (including the Commitment of such Lender hereunder); or (iii) imposes any other condition affecting this Agreement or the Note of any Lender (or any of such extensions of credit or liabilities) or its Commitment. If any Lender requests compensation from the Borrower under this Section 5.01(a) or Section 5.01(b), the Borrower may, by notice to such Lender (with a copy to the Administrative Agent), suspend the obligation of such Lender thereafter to make or Continue Eurodollar Loans, or to Convert Base Rate Loans into Eurodollar Loans, until the Regulatory Change giving rise to such request ceases to be in effect or until the Borrower notifies such Lender that the Borrower is lifting such suspension (in which case the provisions of Section 5.04 shall be applicable), provided that such suspension shall not affect the right of such Lender to receive the compensation so requested for so long as any Eurodollar Loan remains in effect.

Costs of Making or Maintaining Eurodollar Loans. The Borrower Borrowers shall pay directly to each Lender from time to time such amounts as such Lender may determine to be necessary to compensate such Lender for any costs that such Lender determines are attributable to its making or maintaining of any Eurodollar Loans, Loans or its obligation to make any Eurodollar Loans, Loans hereunder, or, subject to the following provisions of this Article V, or any reduction in any amount receivable by such Lender hereunder in respect of any of such Eurodollar Loans or such obligation (such increases in costs and reductions in amounts receivable being herein called “Additional Costs”), provided such Additional Costs result resulting from any Regulatory Change in Law that: (i) shall subject any Lender (or its Applicable Lending Office for any of such Eurodollar Loans) to any tax, duty or other charge in respect of such Eurodollar Loans or its Note or changes the basis of taxation of any amounts payable to such Lender under this Agreement or its Note in respect of any of such Eurodollar Loans (other than Excluded Taxesexcluding changes in the rate of tax on the overall net income of such Lender or of such Applicable Lending Office by the jurisdiction in which such Lender has its principal office or such Applicable Lending Office); or (ii) imposes or Modifies modifies any reserve, special deposit or similar requirements (other than the Reserve Requirement utilized in the determination of the Adjusted LIBO Eurodollar Rate for such Eurodollar Loan) relating to any extensions of credit or other assets of, or any deposits with or other liabilities of, any such Lender (including including, without limitation, any of such Eurodollar Loans or any deposits referred to in the definition of “LIBO Eurodollar Base Rate” in Section 1.01), or any commitment of such Lender (including including, without limitation, the Commitment Commitments of such Lender hereunder); or (iii) imposes any other condition affecting this Agreement or the Note of any Lender (or any of such extensions of credit or liabilities) or its CommitmentCommitments. If any Lender requests compensation from the Borrower Borrowers under this Section 5.01(a) or Section 5.01(b), the Borrower Borrowers may, by notice to such Lender (with a copy to the Administrative Agent), suspend the obligation of such Lender thereafter to make or Continue Eurodollar Loans, or to Convert Base Rate Loans into Eurodollar Loans, until the Regulatory Change in Law giving rise to such request ceases to be in effect or until the Borrower notifies such Lender that the Borrower is lifting such suspension (in which case the provisions of Section 5.04 shall be applicable), provided that such suspension shall not affect the right of such Lender to receive the compensation so requested for so long as any Eurodollar Loan remains in effectrequested.

Costs of Making or Maintaining Eurodollar Loans. The Borrower shall pay directly to each Lender from time to time such amounts as such Lender may determine to be necessary to compensate such Lender it for any costs that such Lender determines are attributable to its making or maintaining of any Eurodollar Loans, Loans or its obligation to make any Eurodollar Loans, Loans hereunder, or, subject to the following provisions of this Article V, or any reduction in any amount receivable by such Lender hereunder in respect of any of such Eurodollar Loans or such obligation (such increases in costs and reductions in amounts receivable being herein called “Additional Costs”"ADDITIONAL COSTS"), provided such Additional Costs result resulting from any Regulatory Change that: (i) shall subject any Lender (or its Applicable Lending Office for any of such Eurodollar Loans) to any tax, duty or other charge in respect of such Eurodollar Loans or its Note or changes the basis of taxation of any amounts payable to such Lender under this Agreement or its Note the Notes in respect of any of such Eurodollar Loans (other than Excluded Taxestaxes imposed on or measured by the overall net income of such Lender or of its Applicable Lending Office for such Loans by the jurisdiction in which such Lender has its principal office or such Applicable Lending Office); or; (ii) imposes or Modifies modifies any reserve, special deposit or similar requirements (other than the Reserve Requirement utilized in the determination of the Adjusted LIBO Eurodollar Rate for any Interest Period for such Eurodollar Loan) relating to any extensions of credit or other assets of, or any deposits with or other liabilities of, any such Lender (including any of such Eurodollar Loans or any deposits referred to in the definition of “LIBO "Eurodollar Base Rate” in Section 1.01"), or any commitment of such Lender (including the Commitment of such Lender to make any such Loans hereunder); or (iii) imposes any other condition affecting this Agreement or the Note of any Lender Notes (or any of such extensions of credit or liabilities) or its CommitmentCommitments. If any Lender requests compensation from the Borrower under this Section 5.01(a) or Section 5.01(bparagraph (a), the Borrower may, by notice to such Lender (with a copy to the Administrative Agent), suspend the obligation of such Lender thereafter to make or Continue Eurodollar Loans, Loans or to Convert Base Prime Rate Loans into Eurodollar Loans, until the Regulatory Change giving rise to such request ceases to be in effect or until the Borrower notifies such Lender that the Borrower is lifting such suspension (in which case the provisions of Section 5.04 shall be applicableapply), ; provided that such suspension shall not affect the right of such Lender to receive the compensation so requested for so long as any Eurodollar Loan remains in effectrequested.

Costs of Making or Maintaining Eurodollar Loans. The Borrower Borrowers shall pay directly to each Lender from time to time such amounts as such Lender may determine to be necessary to compensate such Lender for any costs that such Lender determines are attributable to its making or maintaining of any Eurodollar Loans, Loans or its obligation to make any Eurodollar Loans, Loans hereunder, or, subject to the following provisions of this Article V, or any reduction in any amount receivable by such Lender hereunder in respect of any of such Eurodollar Loans or such obligation (such increases in costs and reductions in amounts receivable being herein called “Additional Costs”), provided such Additional Costs result resulting from any Regulatory Change that: (i) shall subject any Lender (or its Applicable Lending Office for any of such Eurodollar Loans) to any tax, duty or other charge in respect of such Eurodollar Loans or its Note or changes the basis of taxation of any amounts payable to such Lender under this Agreement or its Note in respect of any of such Eurodollar Loans (other than Excluded Taxesexcluding changes in the rate of tax on the overall net income of such Lender or of such Applicable Lending Office by the jurisdiction in which such Lender has its principal office or such Applicable Lending Office); or (ii) imposes or Modifies modifies any reserve, special deposit or similar requirements (other than the Reserve Requirement utilized in the determination of the Adjusted LIBO Eurodollar Rate for such Eurodollar Loan) relating to any extensions of credit or other assets of, or any deposits with or other liabilities of, any such Lender (including including, without limitation, any of such Eurodollar Loans or any deposits referred to in the definition of “LIBO Eurodollar Base Rate” in Section 1.011.01 hereof), or any commitment of such Lender (including including, without limitation, the Commitment Commitments of such Lender hereunder); or (iii) imposes any other condition affecting this Agreement or the Note of any Lender (or any of such extensions of credit or liabilities) or its CommitmentCommitments. If any Lender requests compensation from the Borrower Borrowers under this Section 5.01(a) or Section 5.01(b), the Borrower Borrowers may, by notice to such Lender (with a copy to the Administrative Agent), suspend the obligation of such Lender thereafter to make or Continue Eurodollar Loans, or to Convert Base Rate Loans into Eurodollar Loans, until the Regulatory Change giving rise to such request ceases to be in effect or until the Borrower notifies such Lender that the Borrower is lifting such suspension (in which case the provisions of Section 5.04 hereof shall be applicable), provided that such suspension shall not affect the right of such Lender to receive the compensation so requested for so long as any Eurodollar Loan remains in effectrequested.

Costs of Making or Maintaining Eurodollar Loans. The Borrower shall pay directly to each Lender from time to time such amounts as such Lender may determine to be necessary to compensate such Lender for any costs that such Lender determines are attributable to its making or maintaining of any Eurodollar Loans, Loans or its obligation to make any Eurodollar Loans, Loans hereunder, or, subject to the following provisions of this Article V, or any reduction in any amount receivable by such Lender hereunder in respect of any of such Eurodollar Loans or such obligation (such increases in costs and reductions in amounts receivable being herein called “Additional Costs”"ADDITIONAL COSTS"), provided such Additional Costs result resulting from any Regulatory Change that: (iA) shall subject any Lender (or its Applicable Lending Office for any of such Eurodollar Loans) to any tax, duty or other charge in respect of such Eurodollar Loans or its Note or changes the basis of taxation of any amounts payable to such Lender under this Agreement or its Note in respect of any of such Eurodollar Loans (other than Excluded Taxesexcluding changes in the rate of tax on the overall net income of such Lender or of such Applicable Lending Office by the jurisdiction in which such Lender has its principal office or such Applicable Lending Office); or (iiB) imposes or Modifies modifies any reserve, special deposit or similar requirements (other than the Reserve Requirement utilized used in the determination of the Adjusted LIBO Libor Rate for any Interest Period for such Eurodollar Loan) relating to any extensions of credit or other assets of, or any deposits with or other liabilities of, any such Lender (including including, without limitation, any of such Eurodollar Loans or any deposits referred to in the definition of “LIBO "Libor Base Rate” in Section 1.01"), or any commitment of such Lender (including including, without limitation, the Commitment of such Lender hereunder); or (iiiC) imposes any other condition affecting this Agreement or the its Note of any Lender (or any of such extensions of credit or liabilities) or its Commitment. If any Lender requests compensation from the Borrower under this Section 5.01(a) or Section 5.01(bparagraph (a), the Borrower may, by notice to such Lender (with a copy to the Administrative Agent), suspend the obligation of such Lender thereafter to make or Continue Eurodollar Loans, or to Convert Base Rate Loans into Eurodollar Loans, until the Regulatory Change giving rise to such request ceases to be in effect or until the Borrower notifies such Lender that the Borrower is lifting such suspension (in which case the provisions of Section 5.04 2.7(d) shall be applicable), provided that such suspension shall not affect the right of such Lender to receive the compensation so requested for so long as any Eurodollar Loan remains in effectrequested.

Costs of Making or Maintaining Eurodollar Loans. The Borrower shall pay directly to each Lender and the Issuing Bank from time to time such amounts as such Lender or the Issuing Bank may reasonably determine to be necessary to compensate such Lender or the Issuing Bank for any costs that such Lender or the Issuing Bank determines are attributable to its making or maintaining of any Eurodollar Loans, Loans or issuing or maintaining any Letters of Credit or its obligation to make any Eurodollar Loans, Loans or issue or participate in any Letters of Credit hereunder, or, subject to the following provisions of this Article V, or any reduction in any amount receivable by such Lender or the Issuing Bank hereunder in respect of any of such Eurodollar Loans or Letters of Credit or such obligation obligations (such increases in costs and reductions in amounts receivable being herein called “"Additional Costs”"), provided such Additional Costs result resulting from any Regulatory Change that: (i) shall subject any Lender (or its Applicable Lending Office for any of such Eurodollar Loans) or the Issuing Bank to any tax, duty or other charge in respect of such Eurodollar Loans or its Note or any Letters of Credit or changes the basis of taxation of any amounts payable to such Lender or the Issuing Bank under this Agreement or its Note in respect of any of such Eurodollar Loans or any Letters of Credit (other than Excluded Taxesexcluding changes in the rate of tax on the overall net income or franchise taxes in lieu of taxes on the overall net income of such Lender or of such Applicable Lending Office or the Issuing Bank by the jurisdiction in which such Lender has its principal office or such Applicable Lending Office or the Issuing Bank has its principal office); or (ii) imposes or Modifies modifies any reserve, special deposit or similar requirements (other than the Reserve Requirement utilized used in the determination of the Adjusted LIBO Libor Rate for any Interest Period for such Eurodollar Loan) relating to any extensions of credit or other assets of, or any deposits with or other liabilities of, any such Lender (including including, without limitation, any of such Eurodollar Loans or any deposits referred to in the definition of “LIBO "Libor Base Rate” in Section 1.01)") or the Issuing Bank, or any commitment of such Lender (including including, without limitation, the Commitment of such Lender hereunder)) or the Issuing Bank; or (iii) imposes any other condition affecting this Agreement or the its Note of any Lender (or any of such extensions of credit or liabilities) or its CommitmentCommitment or any Letter of Credit or its participation therein. If any Lender or the Issuing Bank requests compensation from the Borrower under this Section 5.01(a) or Section 5.01(bparagraph (a), the Borrower may, by notice to such Lender or the Issuing Bank (with a copy to the Administrative Agent), suspend the obligation of such Lender thereafter to make or Continue Eurodollar LoansLoans or suspend the obligation of the Issuing Bank to issue or maintain Letters of Credit, or to Convert Base Rate Loans into Eurodollar Loans, until the Regulatory Change giving rise to such request ceases to be in effect or until the Borrower notifies such Lender that the Borrower is lifting such suspension (in which case the provisions of Section 5.04 2.11(4) shall be applicable), provided that such suspension shall not affect the right of such Lender or the Issuing Bank to receive the compensation so requested for so long as any Eurodollar Loan remains in effectrequested, and shall be permitted to obtain Alternate Base Rate Loans.

Costs of Making or Maintaining Eurodollar Loans. The Borrower shall ----------------------------------------------- pay directly to each Lender and the Issuing Bank from time to time such amounts as such Lender or the Issuing Bank may reasonably determine to be necessary to compensate such Lender or the Issuing Bank for any costs that such Lender or the Issuing Bank determines are attributable to its making or maintaining of any Eurodollar Loans, Loans or issuing or maintaining any Letters of Credit or its obligation to make any Eurodollar Loans, Loans or issue or participate in any Letters of Credit hereunder, or, subject to the following provisions of this Article V, or any reduction in any amount receivable by such Lender or the Issuing Bank hereunder in respect of any of such Eurodollar Loans or Letters of Credit or such obligation obligations (such increases in costs and reductions in amounts receivable being herein called “"Additional Costs”"), provided such Additional Costs result ---------------- resulting from any Regulatory Change that: (i) shall subject any Lender (or its Applicable Lending Office for any of such Eurodollar Loans) or the Issuing Bank to any tax, duty or other charge in respect of such Eurodollar Loans or its Note or any Letters of Credit or changes the basis of taxation of any amounts payable to such Lender or the Issuing Bank under this Agreement or its Note in respect of any of such Eurodollar Loans or any Letters of Credit (other than Excluded Taxesexcluding changes in the rate of tax on the overall net income or franchise taxes in lieu of taxes on the overall net income of such Lender or of such Applicable Lending Office or the Issuing Bank by the jurisdiction in which such Lender has its principal office or such Applicable Lending Office or the Issuing Bank has its principal office); or (ii) imposes or Modifies modifies any reserve, special deposit or similar requirements (other than the Reserve Requirement utilized used in the determination of the Adjusted LIBO Libor Rate for any Interest Period for such Eurodollar Loan) relating to any extensions of credit or other assets of, or any deposits with or other liabilities of, any such Lender (including including, without limitation, any of such Eurodollar Loans or any deposits referred to in the definition of “LIBO "Libor Base Rate” in Section 1.01)") or the Issuing Bank, or any commitment of such Lender (including including, without limitation, the Commitment of such Lender hereunder)) or the Issuing Bank; or (iii) imposes any other condition affecting this Agreement or the its Note of any Lender (or any of such extensions of credit or liabilities) or its CommitmentCommitment or any Letter of Credit or its participation therein. If any Lender or the Issuing Bank requests compensation from the Borrower under this Section 5.01(a) or Section 5.01(bparagraph (a), the Borrower may, by notice to such Lender or the Issuing Bank (with ------------- a copy to the Administrative Agent), suspend the obligation of such Lender thereafter to make or Continue Eurodollar LoansLoans or suspend the obligation of the Issuing Bank to issue or maintain Letters of Credit, or to Convert Base Rate Loans into Eurodollar Loans, until the Regulatory Change giving rise to such request ceases to be in effect or until the Borrower notifies such Lender that the Borrower is lifting such suspension (in which case the provisions of Section 5.04 2.11(4) shall be --------------- applicable), provided that such suspension shall not affect the right of such -------- Lender or the Issuing Bank to receive the compensation so requested for so long as any Eurodollar Loan remains in effectrequested, and shall be permitted to obtain Alternate Base Rate Loans.

Costs of Making or Maintaining Eurodollar Loans. The Borrower Borrowers shall pay directly to Administrative Agent for account of each Lender from time to time such amounts as such Lender may determine to be necessary to compensate such Lender for any costs that such Lender determines are attributable to its making or maintaining of any Eurodollar Loans, Loans or its obligation to make any Eurodollar Loans, Loans hereunder, or, subject to the following provisions of this Article V, or any reduction in any amount receivable by such Lender hereunder in respect of any of such Eurodollar Loans or such obligation (such increases in costs and reductions in amounts receivable being herein called “Additional Costs”), provided such Additional Costs result resulting from any Regulatory Change that: (i) shall subject any Lender (or its Applicable Lending Office for any of such Eurodollar Loans) to any tax, duty or other charge in respect of such Eurodollar Loans or its Note Note(s) or changes the basis of taxation of any amounts payable to such Lender under this Agreement or its Note Note(s) in respect of any of such Eurodollar Loans (other than Excluded Taxesexcluding changes in the rate of tax on the overall net income of such Lender or of such Applicable Lending Office by the jurisdiction in which such Lender has its principal office or such Applicable Lending Office); or (ii) imposes or Modifies modifies any reserve, special deposit or similar requirements (other than the Reserve Requirement utilized used in the determination of the Adjusted LIBO Libor Rate for any Interest Period for such Eurodollar Loan) relating to any extensions of credit or other assets of, or any deposits with or other liabilities of, any such Lender (including any of such Eurodollar Loans or any deposits referred to in the definition of “LIBO Libor Rate” in Section 1.01”), or any commitment of such Lender (including the Commitment of such Lender hereunder); or (iii) imposes any other condition affecting this Agreement or the Note of any Lender its Note(s) (or any of such extensions of credit or liabilities) or its Commitment. If any Lender Lender, through Administrative Agent, requests compensation from the Borrower Borrowers under this Section 5.01(a) or Section 5.01(b2.7(1)(a), the Borrower Borrowers may, by notice to such Lender (with a copy to the Administrative Agent), suspend the obligation of such Lender thereafter to make or Continue Eurodollar Loans, or to Convert Base Rate Loans into Eurodollar Loans, until the Regulatory Change giving rise to such request ceases to be in effect or until the Borrower notifies such Lender that the Borrower is lifting such suspension (in which case the provisions of Section 5.04 2.7(4) shall be applicable), provided that such suspension shall not affect the right of such Lender to receive the compensation so requested for so long as any Eurodollar Loan remains in effectrequested.

Costs of Making or Maintaining Eurodollar Loans. The Borrower shall pay directly to each Lender from time to time such amounts as such Lender may determine to be necessary to compensate such Lender for any costs that such Lender determines are attributable to its making or maintaining of any Eurodollar Loans, Loans or its obligation to make any Eurodollar Loans, Loans hereunder, or, subject to the following provisions of this Article V, or any reduction in any amount receivable by such Lender hereunder in respect of any of such Eurodollar Loans or such obligation (such increases in costs and reductions in amounts receivable being herein called “"Additional Costs”"), provided such Additional Costs result resulting from any Regulatory Change that: (i) shall subject any Lender (or its Applicable Lending Office for any of such Eurodollar Loans) to any tax, duty or other charge in respect of such Eurodollar Loans or its Note or changes the basis of taxation of any amounts payable to such Lender under this Agreement or its Note in respect of any of such Eurodollar Loans (other than Excluded Taxesexcluding changes in the rate of tax on the overall net income of such Lender or of such Applicable Lending Office by the jurisdiction in which such Lender has its principal office or such Applicable Lending Office); or (ii) imposes or Modifies modifies any reserve, special deposit or similar requirements (other than the Reserve Requirement utilized used in the determination of the Adjusted LIBO Libor Rate for any Interest Period for such Eurodollar Loan) relating to any extensions of credit or other assets of, or any deposits with or other liabilities of, any such Lender (including any of such Eurodollar Loans or any deposits referred to in the definition of “LIBO "LIBOR Rate” in Section 1.01"), or any commitment of such Lender (including the Commitment of such Lender hereunder); or (iii) imposes any other condition affecting this Agreement or the its Note of any Lender (or any of such extensions of credit or liabilities) or its Commitment. If any Lender requests compensation from the Borrower under this Section 5.01(a) or Section 5.01(bparagraph (a), the Borrower may, by notice to such Lender (with a copy to the Administrative Collateral Agent), suspend the obligation of such Lender thereafter to make or Continue Eurodollar Loans, or to Convert Base Rate Loans into Eurodollar Loans, until the Regulatory Change giving rise to such request ceases to be in effect or until the Borrower notifies such Lender that the Borrower is lifting such suspension (in which case the provisions of Section 5.04 2.6(4) shall be applicable), provided that such suspension shall not affect the right of such Lender to receive the compensation so requested for so long as any Eurodollar Loan remains in effectrequested.

Costs of Making or Maintaining Eurodollar Loans. The Borrower shall pay directly to each Lender from time to time such amounts as such Lender may determine to be necessary to compensate such Lender for any costs that such Lender determines are attributable to its making or maintaining of any Eurodollar Loans, Loans or its obligation to make any Eurodollar Loans, Loans hereunder, or, subject to the following provisions of this Article V, or any reduction in any amount receivable by such Lender hereunder in respect of any of such Eurodollar Loans or such obligation (such increases in costs and reductions in amounts receivable being herein called “Additional Costs”), provided such Additional Costs result resulting from any Regulatory Change that: (i) shall subject any Lender (or its Applicable Lending Office for any of such Eurodollar Loans) to any new or increased tax, duty or other charge in respect of such Eurodollar Loans or its Note or changes the basis of taxation of any amounts payable to such Lender under this Agreement or its Note in respect of any of such Eurodollar Loans (other than Excluded Taxesexcluding income, franchise, gross receipts or similar taxes and changes in the rate of tax on the overall net income of such Lender or of such Applicable Lending Office by the jurisdiction in which such Lender has its principal office or such Applicable Lending Office); or (ii) imposes or Modifies modifies any reserve, special deposit or similar requirements (other than the Reserve Requirement utilized used in the determination of the Adjusted LIBO Libor Rate for any Interest Period for such Eurodollar Loan) relating to any extensions of credit or other assets of, or any deposits with or other liabilities of, any such Lender (including including, without limitation, any of such Eurodollar Loans or any deposits referred to in the definition of “LIBO Libor Base Rate” in Section 1.01”), or any commitment of such Lender (including including, without limitation, the Commitment of such Lender hereunder); or (iii) imposes any other condition affecting this Agreement or the its Note of any Lender (or any of such extensions of credit or liabilities) or its Commitment. If any Lender requests compensation from the Borrower under this Section 5.01(a) or Section 5.01(bparagraph (a), the Borrower may, by notice to such Lender (with a copy to the Administrative Agent), suspend the obligation of such Lender thereafter to make or Continue Eurodollar Loans, or to Convert Base Rate Loans into Eurodollar Loans, until the Regulatory Change giving rise to such request ceases to be in effect or until the Borrower notifies such Lender that the Borrower is lifting such suspension (in which case the provisions of Section 5.04 2.8(4) shall be applicable), provided that such suspension shall not affect the right of such Lender to receive the compensation so requested for so long as any Eurodollar Loan remains in effectrequested.

Costs of Making or Maintaining Eurodollar Loans. The Borrower Borrowers shall pay directly to each Lender from time to time such amounts as such Lender may determine to be necessary to compensate such Lender for any costs that such Lender determines are attributable to its making or maintaining of any Eurodollar Loans, Loans or its obligation to make any Eurodollar Loans, Loans hereunder, or, subject to the following provisions of this Article V, or any reduction in any amount receivable by such Lender hereunder in respect of any of such Eurodollar Loans or such obligation (such increases in costs and reductions in amounts receivable being herein called “"Additional Costs”"), provided such Additional Costs result resulting from any Regulatory Change that: (i) shall subject any Lender (or its Applicable Lending Office for any of such Eurodollar Loans) to any tax, duty or other charge in respect of such Eurodollar Loans or its Note or changes the basis of taxation of any amounts payable to such Lender under this Agreement or its Note in respect of any of such Eurodollar Loans (other than Excluded Taxesexcluding changes in the rate of tax on the overall net income of such Lender or of such Applicable Lending Office by the jurisdiction in which such Lender has its principal office or such Applicable Lending Office); or (ii) imposes or Modifies modifies any reserve, special deposit or similar requirements (other than the Reserve Requirement utilized in the determination of the Adjusted LIBO Eurodollar Rate for such Eurodollar Loan) relating to any extensions of credit or other assets of, or any deposits with or other liabilities of, any such Lender (including including, without limitation, any of such Eurodollar Loans or any deposits referred to in the definition of “LIBO "Eurodollar Base Rate” " in Section 1.011.01 hereof), or any commitment of such Lender (including including, without limitation, the Commitment Commitments of such Lender hereunderXxxxxx xxxxxxxxx); or (iii) imposes any other condition affecting this Agreement or the Note of any Lender (or any of such extensions of credit or liabilities) or its CommitmentCommitments. If any Lender requests compensation from the Borrower Borrowers under this Section 5.01(a) or Section 5.01(b), the Borrower Borrowers may, by notice to such Lender (with a copy to the Administrative Agent), suspend the obligation of such Lender thereafter to make or Continue Eurodollar Loans, or to Convert Base Rate Loans into Eurodollar Loans, until the Regulatory Change giving rise to such request ceases to be in effect or until the Borrower notifies such Lender that the Borrower is lifting such suspension (in which case the provisions of Section 5.04 hereof shall be applicable), provided that such suspension shall not affect the right of such Lender to receive the compensation so requested for so long as any Eurodollar Loan remains in effectrequested.

Costs of Making or Maintaining Eurodollar Loans. The Borrower shall pay directly to each Lender from time to time such amounts as such Lender may reasonably determine to be necessary to compensate such Lender for any costs that such Lender determines are attributable to its making or maintaining of any Eurodollar Loans, Loans or its obligation to make any Eurodollar Loans, Loans hereunder, or, subject to the following provisions of this Article V, or any reduction in any amount receivable by such Lender hereunder in respect of any of such Eurodollar Loans or such obligation (such increases in costs and reductions in amounts receivable being herein called “Additional Costs”), provided such Additional Costs result resulting from any Regulatory Change that: (i) shall subject any Lender (or its Applicable Lending Office for any of such Eurodollar Loans) to any tax, duty or other charge in respect of such Eurodollar Loans or its Note or changes the basis of taxation of any amounts payable to such Lender under this Agreement or its Note in respect of any of such Eurodollar Loans (other than Excluded Taxesexcluding changes in the rate of tax on the overall net income of such Lender or of such Applicable Lending Office by the jurisdiction in which such Lender has its principal office or such Applicable Lending Office); or (ii) imposes or Modifies modifies any reserve, special deposit or similar requirements (other than the Reserve Requirement utilized used in the determination of the Adjusted LIBO Libor Rate for any Interest Period for such Eurodollar Loan) relating to any extensions of credit or other assets of, or any deposits with or other liabilities of, any such Lender (including including, without limitation, any of such Eurodollar Loans or any deposits referred to in the definition of “LIBO Libor Rate” in Section 1.01”), or any commitment of such Lender (including including, without limitation, the Commitment of such Lender hereunder); or (iii) imposes any other condition affecting this Agreement or the its Note of any Lender (or any of such extensions of credit or liabilities) or its Commitment. If any Lender requests compensation from the Borrower under this Section 5.01(a) or Section 5.01(bparagraph (a), the Borrower may, by notice to such Lender (with a copy to the Administrative Agent), suspend the obligation of such Lender thereafter to make or Continue Eurodollar Loans, or to Convert Base Rate Loans into Eurodollar Loans, until the Regulatory Change giving rise to such request ceases to be in effect or until the Borrower notifies such Lender that the Borrower is lifting such suspension (in which case the provisions of Section 5.04 2.9(4) shall be applicable), provided that such suspension shall not affect the right of such Lender to receive the compensation so requested for so long as any Eurodollar Loan remains in effectrequested.

Costs of Making or Maintaining Eurodollar Loans. The Borrower shall pay directly to each Lender from time to time such amounts as such Lender may determine to be necessary to compensate such Lender for any costs that such Lender determines are attributable to its making or maintaining of any Eurodollar Loans, Loans or its obligation to make any Eurodollar Loans, Loans hereunder, or, subject to the following provisions of this Article V, or any reduction in any amount receivable by such Lender hereunder in respect of any of such Eurodollar Loans or such obligation (such increases in costs and reductions in amounts receivable being herein called “Additional Costs”), provided such Additional Costs result resulting from any Regulatory Change that: (iA) shall subject any Lender (or its Applicable Lending Office for any of such Eurodollar Loans) to any tax, duty or other charge in respect of such Eurodollar Loans or its Note or changes the basis of taxation of any amounts payable to such Lender under this Agreement or its Note in respect of any of such Eurodollar Loans (other than Excluded Taxesexcluding changes in the rate of tax on the overall net income of such Lender or of such Applicable Lending Office by the jurisdiction in which such Lender has its principal office or such Applicable Lending Office); or (iiB) imposes or Modifies modifies any reserve, special deposit or similar requirements (other than the Reserve Requirement utilized used in the determination of the Adjusted LIBO Libor Rate for any Interest Period for such Eurodollar Loan) relating to any extensions of credit or other assets of, or any deposits with or other liabilities of, any such Lender (including including, without limitation, any of such Eurodollar Loans or any deposits referred to in the definition of “LIBO Libor Base Rate” in Section 1.01”), or any commitment of such Lender (including including, without limitation, the Commitment of such Lender hereunder); or (iiiC) imposes any other condition affecting this Agreement or the its Note of any Lender (or any of such extensions of credit or liabilities) or its Commitment. If any Lender requests compensation from the Borrower under this Section 5.01(a) or Section 5.01(bparagraph (a), the Borrower may, by notice to such Lender (with a copy to the Administrative Agent), suspend the obligation of such Lender thereafter to make or Continue Eurodollar Loans, or to Convert Base Rate Loans into Eurodollar Loans, until the Regulatory Change giving rise to such request ceases to be in effect or until the Borrower notifies such Lender that the Borrower is lifting such suspension (in which case the provisions of Section 5.04 2.7(d) shall be applicable), provided that such suspension shall not affect the right of such Lender to receive the compensation so requested for so long as any Eurodollar Loan remains in effectrequested.

Costs of Making or Maintaining Eurodollar Loans. The Borrower shall pay directly to each Lender from time to time such amounts as such Lender may determine to be necessary to compensate such Lender for any costs that such Lender determines are attributable to its making or maintaining of any Eurodollar Loans, or its obligation to make any Eurodollar Loans, hereunder, or, subject to the following provisions of this Article V, any reduction in any amount receivable by such Lender hereunder in respect of any of such Eurodollar Loans or such obligation (such increases in costs and reductions in amounts receivable being herein called “Additional Costs”), provided such Additional Costs result from any Regulatory Change that: (i) shall subject any Lender (or its Applicable Lending Office for any of such Eurodollar Loans) to any tax, duty or other charge in respect of such Eurodollar Loans or its Note or changes the basis of taxation of any amounts payable to such Lender under this Agreement or its Note in respect of any of such Eurodollar Loans (other than Excluded Taxes); or (ii) imposes or Modifies any reserve, special deposit or similar requirements (other than the Reserve Requirement utilized in the determination of the Adjusted LIBO Rate for such Eurodollar Loan) relating to any extensions of credit or other assets of, or any deposits with or other liabilities of, any Lender (including any of such Eurodollar Loans or any deposits referred to in the definition of “LIBO Rate” in Section 1.01), or any commitment of such Lender (including the Commitment of such Lender hereunder); or (iii) imposes any other condition affecting this Agreement or the Note of any Lender (or any of such extensions of credit or liabilities) or its Commitment. If any Lender requests compensation from the Borrower or Co-Borrower under this Section 5.01(a) or Section 5.01(b), the Borrower or Co-Borrower may, by notice to such Lender (with a copy to the Administrative Agent), suspend the obligation of such Lender thereafter to make or Continue Eurodollar Loans, or to Convert Base Rate Loans into Eurodollar Loans, until the Regulatory Change giving rise to such request ceases to be in effect or until the Borrower or Co-Borrower notifies such Lender that the Borrower or Co-Borrower is lifting such suspension (in which case the provisions of Section 5.04 shall be applicable), provided that such suspension shall not affect the right of such Lender to receive the compensation so requested for so long as any Eurodollar Loan remains in effect.

Costs of Making or Maintaining Eurodollar Loans. The Each Borrower shall pay directly to each Lender from time to time such amounts as such Lender may determine in good faith to be necessary to compensate such Lender for any costs that such Lender determines are attributable to its making or maintaining of any Eurodollar Loans, Loans or its obligation to make any Eurodollar Loans, Loans hereunder, or, subject to the following provisions of this Article V, or any reduction in any amount receivable by such Lender hereunder in respect of any of such Eurodollar Loans or such obligation (such increases in costs and reductions in amounts receivable being herein called “Additional Costs”"ADDITIONAL COSTS"), provided such Additional Costs result resulting from any Regulatory Change that: (i) shall subject any Lender (or its Applicable Lending Office for any of such Eurodollar Loans) to any tax, duty or other charge in respect of such Eurodollar Loans or its Note or changes the basis of taxation of any amounts payable to such Lender under this Agreement or its Note in respect of any of such Eurodollar Loans (other than Excluded Taxesexcluding changes in the rate of tax on the overall net income of such Lender or of such Applicable Lending Office by the jurisdiction in which such Lender has its principal office or such Applicable Lending Office); or (ii) imposes or Modifies modifies any reserve, special deposit or similar requirements (other than the Reserve Requirement utilized used in the determination of the Adjusted LIBO Libor Rate for any Interest Period for such Eurodollar Loan) relating to any extensions of credit or other assets of, or any deposits with or other liabilities of, any such Lender (including including, without limitation, any of such Eurodollar Loans or any deposits referred to in the definition of “LIBO "Libor Base Rate” in Section 1.01"), or any commitment of such Lender (including including, without limitation, the Commitment of such Lender hereunder); or (iii) imposes any other condition affecting this Agreement or the its Note of any Lender (or any of such extensions of credit or liabilities) or its Commitment. If any Lender requests compensation from the any Borrower under this Section 5.01(a) or Section 5.01(bPARAGRAPH (A), the such Borrower may, by notice to such Lender (with a copy to the Administrative Agent), suspend the obligation of such Lender thereafter to make or Continue Eurodollar Loans, or to Convert Base Rate Loans into Eurodollar Loans, until the Regulatory Change giving rise to such request ceases to be in effect or until the Borrower notifies such Lender that the Borrower is lifting such suspension (in which case the provisions of Section 5.04 SECTION 2.08(4) shall be applicable), provided PROVIDED that such suspension shall not affect the right of such Lender to receive the compensation so requested for so long as any Eurodollar Loan remains in effectrequested.

Costs of Making or Maintaining Eurodollar Loans. The Borrower shall pay directly to each Lender from time to time such amounts as such Lender may determine to be necessary to compensate such Lender for any costs that such Lender determines are attributable to its making or maintaining of any Eurodollar Loans, Loans or its obligation to make any Eurodollar Loans, Loans hereunder, or, subject to the following provisions of this Article V, or any reduction in any amount receivable by such Lender hereunder in respect of any of such Eurodollar Loans or such obligation (such increases in costs and reductions in amounts receivable being herein called “"Additional Costs”"), provided such Additional Costs result resulting from any Regulatory Change that: (i) shall subject any Lender (or its Applicable Lending Office for any of such Eurodollar Loans) to any tax, duty or other charge in respect of such Eurodollar Loans or its Note or changes the basis of taxation of any amounts payable to such Lender under this Agreement or its Note in respect of any of such Eurodollar Loans (other than Excluded Taxesexcluding changes in the rate of tax on the overall net income of such Lender or of such Applicable Lending Office by the jurisdiction in which such Lender has its principal office or such Applicable Lending Office); or (ii) imposes or Modifies modifies any reserve, special deposit or similar requirements (other than the Reserve Requirement utilized used in the determination of the Adjusted LIBO Libor Rate for any Interest Period for such Eurodollar Loan) relating to any extensions of credit or other assets of, or any deposits with or other liabilities of, any such Lender (including including, without limitation, any of such Eurodollar Loans or any deposits referred to in the definition of “LIBO "Libor Base Rate” in Section 1.01"), or any commitment of such Lender (including including, without limitation, the Commitment of such Lender hereunder); or (iii) imposes any other condition affecting this Agreement or the its Note of any Lender (or any of such extensions of credit or liabilities) or its Commitment. If any Lender requests compensation from the Borrower under this Section 5.01(a) or Section 5.01(bparagraph (a), the Borrower may, by notice to such Lender (with a copy to the Administrative Agent), suspend the obligation of such Lender thereafter to make or Continue Eurodollar Loans, or to Convert Base Rate Loans into Eurodollar Loans, until the Regulatory Change giving rise to such request ceases to be in effect or until the Borrower notifies such Lender that the Borrower is lifting such suspension (in which case the provisions of Section 5.04 2.7(4) shall be applicable), provided that such suspension shall not affect the right of such Lender to receive the compensation so requested for so long as any Eurodollar Loan remains in effectrequested.

Costs of Making or Maintaining Eurodollar Loans. The Borrower Borrowers shall pay directly to each Lender from time to time such amounts as such Lender may determine to be necessary to compensate such Lender for any costs that such Lender determines are attributable to its making or maintaining of any Eurodollar Loans, Loans or its obligation to make any Eurodollar Loans, Loans hereunder, or, subject to the following provisions of this Article V, or any reduction in any amount receivable by such Lender hereunder in respect of any of such Eurodollar Loans or such obligation (such increases in costs and reductions in amounts receivable being herein called “Additional Costs”), provided such Additional Costs result resulting from any Regulatory Change in Law that: (i) shall subject any Lender (or its Applicable Lending Office for any of such Eurodollar Loans) to any tax, duty or other charge in respect of such Eurodollar Loans or its Note or changes the basis of taxation of any amounts payable to such Lender under this Agreement or its Note in respect of any of such Eurodollar Loans (other than Excluded Taxesexcluding changes in the rate of tax on the overall net income of such Lender or of such Applicable Lending Office by the jurisdiction in which such Lender has its principal office or such Applicable Lending Office); or (ii) imposes or Modifies modifies any reserve, special deposit or similar requirements (other than the Statutory Reserve Requirement Rate utilized in the determination of the Adjusted LIBO Eurodollar Rate for such Eurodollar Loan) relating to any extensions of credit or other assets of, or any deposits with or other liabilities of, any such Lender (including including, without limitation, any of such Eurodollar Loans or any deposits referred to in the definition of “LIBO Eurodollar Base Rate” in Section 1.01), or any commitment of such Lender (including including, without limitation, the Commitment Commitments of such Lender hereunder); or (iii) imposes any other condition affecting this Agreement or the Note of any Lender (or any of such extensions of credit or liabilities) or its CommitmentCommitments. If any Lender requests compensation from the Borrower Borrowers under this Section 5.01(a) or Section 5.01(b), the Borrower Borrowers may, by notice to such Lender (with a copy to the Administrative Agent), suspend the obligation of such Lender thereafter to make or Continue Eurodollar Loans, or to Convert Base Rate Loans into Eurodollar Loans, until the Regulatory Change in Law giving rise to such request ceases to be in effect or until the Borrower notifies such Lender that the Borrower is lifting such suspension (in which case the provisions of Section 5.04 shall be applicable), provided that such suspension shall not affect the right of such Lender to receive the compensation so requested for so long as any Eurodollar Loan remains in effectrequested.

Costs of Making or Maintaining Eurodollar Loans. The Borrower shall pay directly to each Lender from time to time such amounts as such Lender may determine to be necessary to compensate such Lender for any costs that such Lender determines are attributable to its making or maintaining of any Eurodollar Loans, or its obligation to make any Eurodollar Loans, hereunder, or, subject to the following provisions of this Article V, any reduction in any amount receivable by such Lender hereunder in respect of any of such Eurodollar Loans or such obligation (such increases in costs and reductions in amounts receivable being herein called “Additional Costs”), provided such Additional Costs result from any Regulatory Change that: (i) shall subject any Lender (or its Applicable Lending Office for any of such Eurodollar Loans) to any tax, duty or other charge in respect of such Eurodollar Loans or its Note or changes the basis of taxation of any amounts payable to such Lender under this Agreement or its Note in respect of any of such Eurodollar Loans (other than Excluded Taxes); or (ii) imposes or Modifies any reserve, special deposit or similar requirements (other than the Reserve Requirement reserve requirement utilized in the determination of the Adjusted LIBO Rate for such Eurodollar Loan) relating to any extensions of credit or other assets of, or any deposits with or other liabilities of, any Lender (including any of such Eurodollar Loans or any deposits referred to in the definition of “LIBO Rate” in Section 1.01), or any commitment of such Lender (including the Commitment of such Lender hereunder); or (iii) imposes any other condition affecting this Agreement or the Note of any Lender (or any of such extensions of credit or liabilities) or its Commitment. If any Lender requests compensation from the Borrower under this Section 5.01(a) or Section 5.01(b), the Borrower may, by notice to such Lender (with a copy to the Administrative Agent), suspend the obligation of such Lender thereafter to make or Continue Eurodollar Loans, or to Convert Base Rate Loans into Eurodollar Loans, until the Regulatory Change giving rise to such request ceases to be in effect or until the Borrower notifies such Lender that the Borrower is lifting such suspension (in which case the provisions of Section 5.04 shall be applicable), provided that such suspension shall not affect the right of such Lender to receive the compensation so requested for so long as any Eurodollar Loan remains in effect.

Costs of Making or Maintaining Eurodollar Loans. The Borrower Borrowers shall pay directly to each Lender from time to time such amounts as such Lender may determine to be necessary to compensate such Lender for any costs that such Lender determines are attributable to its making or maintaining of any Eurodollar Loans, Loans or its obligation to make any Eurodollar Loans, Loans hereunder, or, subject to the following provisions of this Article V, or any reduction in any amount receivable by such Lender hereunder in respect of any of such Eurodollar Loans or such obligation (such increases in costs and reductions in amounts receivable being herein called “Additional Costs”), provided such Additional Costs result resulting from any Regulatory Change in Law that: (i) shall subject any Lender (or its Applicable Lending Office for any of such Eurodollar Loans) to any tax, duty or other charge in respect of such Eurodollar Loans or its Note or changes the basis of taxation of any amounts payable to such Lender under this Agreement or its Note in respect of any of such Eurodollar Loans (other than Excluded Taxesexcluding changes in the rate of tax on the overall net income of such Lender or of such Applicable Lending Office by the jurisdiction in which such Lender has its principal office or such Applicable Lending Office); or (ii) imposes or Modifies modifies any reserve, special deposit or similar requirements (other than the Reserve Requirement utilized in the determination of the Adjusted LIBO Eurodollar Rate for such Eurodollar Loan) relating to any extensions of credit or other assets of, or any deposits with or other liabilities of, any such Lender (including including, without limitation, any of such Eurodollar Loans or any deposits referred to in the definition of “LIBO Eurodollar Base Rate” in Section 1.01), or any commitment of such Lender (including including, without limitation, the Commitment Commitments of such Lender hereunder); or (iii) imposes any other condition affecting this Agreement or the Note of any Lender (or any of such extensions of credit or liabilities) or its CommitmentCommitments. If any Lender requests compensation from the Borrower Borrowers under this Section 5.01(a) or Section 5.01(b), the Borrower Borrowers may, by notice to such Lender (with a copy to the Administrative Agent), suspend the obligation of such Lender thereafter to make or Continue Eurodollar Loans, or to Convert Base Rate Loans into Eurodollar Loans, until the Regulatory Change in Law giving rise to such request ceases to be in effect or until the Borrower notifies such Lender that the Borrower is lifting such suspension (in which case the provisions of Section 5.04 shall be applicable), provided that such suspension shall not affect the right of such Lender to receive the compensation so requested for so long as any Eurodollar Loan remains in effect.requested. Table of Contents

Costs of Making or Maintaining Eurodollar Loans. The Borrower shall pay directly to each Lender from time to time such amounts as such Lender may reasonably determine to be necessary to compensate such Lender for any costs that such Lender determines are attributable to its making or maintaining of any Eurodollar Loans, Loans or its obligation to make any Eurodollar Loans, Loans hereunder, or, subject to the following provisions of this Article V, or any reduction in any amount receivable by such Lender hereunder in respect of any of such Eurodollar Loans or such obligation (such increases in costs and reductions in amounts receivable being herein called “Additional Costs”), provided such Additional Costs result resulting from any Regulatory Change that: (i) shall subject any Lender (or its Applicable Lending Office for any of such Eurodollar Loans) to any tax, duty or other charge in respect of such Eurodollar Loans or its Note or changes the basis of taxation of any amounts payable to such Lender under this Agreement or its Note in respect of any of such Eurodollar Loans (other than Excluded Taxesexcluding changes in the rate of tax on the overall net income of such Lender or of such Applicable Lending Office by the jurisdiction in which such Lender has its principal office or such Applicable Lending Office); or (ii) imposes or Modifies modifies any reserve, special deposit or similar requirements (other than the Reserve Requirement utilized used in the determination of the Adjusted LIBO LIBOR Rate for any Interest Period for such Eurodollar Loan) relating to any extensions of credit or other assets of, or any deposits with or other liabilities of, any such Lender (including including, without limitation, any of such Eurodollar Loans or any deposits referred to in the definition of “LIBO LIBOR Rate” in Section 1.01”), or any commitment of such Lender (including including, without limitation, the Commitment of such Lender hereunder); or (iii) imposes any other condition affecting this Agreement or the its Note of any Lender (or any of such extensions of credit or liabilities) or its Commitment. If any Lender requests compensation from the Borrower under this Section 5.01(a) or Section 5.01(bparagraph (a), the Borrower may, by notice to such Lender (with a copy to the Administrative Agent), suspend the obligation of such Lender thereafter to make or Continue Eurodollar Loans, or to Convert Base Rate Loans into Eurodollar Loans, until the Regulatory Change giving rise to such request ceases to be in effect or until the Borrower notifies such Lender that the Borrower is lifting such suspension (in which case the provisions of Section 5.04 2.9(4) shall be applicable), provided that such suspension shall not affect the right of such Lender to receive the compensation so requested for so long as any Eurodollar Loan remains in effectrequested.

Costs of Making or Maintaining Eurodollar Loans. The Borrower shall pay directly to each Lender from time to time such amounts as such Lender may determine to be necessary to compensate such Lender for any costs that such Lender determines are attributable to its making or maintaining of any Eurodollar Loans, Loans or its obligation to make any Eurodollar Loans, Loans hereunder, or, subject to the following provisions of this Article V, or any reduction in any amount receivable by such Lender hereunder in respect of any of such Eurodollar Loans or such obligation (such increases in costs and reductions in amounts receivable being herein called “"Additional Costs”"), provided such Additional Costs result resulting from any Regulatory Change that: (i) shall subject any Lender (or its Applicable Lending Office for any of such Eurodollar Loans) to any tax, duty or other charge in respect of such Eurodollar Loans or its Note or changes the basis of taxation of any amounts payable to such Lender under this Agreement or its Note in respect of any of such Eurodollar Loans (other than Excluded Taxesexcluding changes in the rate of tax on the overall net income of such Lender or of such Applicable Lending Office by the jurisdiction in which such Lender has its principal office or such Applicable Lending Office); or (ii) imposes or Modifies modifies any reserve, special deposit or similar requirements (other than the Reserve Requirement utilized used in the determination of the Adjusted LIBO Eurodollar Rate for any Interest Period for such Eurodollar Loan) relating to any extensions of credit or other assets of, or any deposits with or other liabilities of, any such Lender (including including, without limitation, any of such Eurodollar Loans or any deposits referred to in the definition of “LIBO "Eurodollar Base Rate” " in Section 1.01), or any commitment of such Lender (including including, without limitation, the Commitment of such Lender hereunder); or (iii) imposes any other condition affecting this Agreement or the its Note of any Lender (or any of such extensions of credit or liabilities) or its Commitment. If any Lender requests compensation from the Borrower under this Section 5.01(a) or Section 5.01(bparagraph (a), the Borrower may, by notice to such Lender (with a copy to the Administrative Agent), suspend the obligation of such Lender thereafter to make or Continue Eurodollar Loans, or to Convert Base Rate Loans of any other Type into Eurodollar Loans, until the Regulatory Change giving rise to such request ceases to be in effect or until the Borrower notifies such Lender that the Borrower is lifting such suspension (in which case the provisions of Section 5.04 shall be applicable), provided that such suspension shall not affect the right of such Lender to receive the compensation so requested for so long as any Eurodollar Loan remains in effectrequested.

Costs of Making or Maintaining Eurodollar Loans. The Borrower shall pay directly to each Lender from time to time such amounts as such Lender may reasonably determine to be necessary to compensate such Lender for any costs that such Lender determines are attributable to its making or maintaining of any Eurodollar Loans, Loans or its obligation to make any Eurodollar Loans, Loans hereunder, or, subject to the following provisions of this Article V, or any reduction in any amount receivable by such Lender hereunder in respect of any of such Eurodollar Loans or such obligation (such increases in costs and reductions in amounts receivable being herein called “Additional Costs”), provided such Additional Costs result resulting from any Regulatory Change that: (i) shall subject any Lender (or its Applicable Lending Office for any of such Eurodollar Loans) to any tax, duty or other charge in respect of such Eurodollar Loans or its Note or changes the basis of taxation of any amounts payable to such Lender under this Agreement or its Note in respect of any of such Eurodollar Loans (other than Excluded Taxesexcluding changes in the rate of tax on the overall net income of such Lender or of such Applicable Lending Office by the jurisdiction in which such Lender has its principal office or such Applicable Lending Office); or (ii) imposes or Modifies modifies any reserve, special deposit or similar requirements (other than the Reserve Requirement utilized used in the determination of the Adjusted LIBO Libor Rate for any Interest Period for such Eurodollar Loan) relating to any extensions of credit or other assets of, or any deposits with or other liabilities of, any such Lender (including including, without limitation, any of such Eurodollar Loans or any deposits referred to in the definition of “LIBO Libor Rate” in Section 1.01”), or any commitment of such Lender (including including, without limitation, the Commitment of such Lender hereunder); or (iii) imposes any other condition affecting this Agreement or the its Note of any Lender (or any of such extensions of credit or liabilities) or its Commitment. If any Lender requests compensation from the Borrower under this Section 5.01(a) or Section 5.01(bparagraph (a), the Borrower may, by notice to such Lender (with a copy to the Administrative Agent), suspend the obligation of such Lender thereafter to make or Continue Eurodollar Loans, or to Convert Base Rate Loans into Eurodollar Loans, until the Regulatory Change giving rise to such request ceases to be in effect or until the Borrower notifies such Lender that the Borrower is lifting such suspension (in which case the provisions of Section 5.04 2.8(4) shall be applicable), provided that such suspension shall not affect the right of such Lender to receive the compensation so requested for so long as any Eurodollar Loan remains in effectrequested.