Common use of Designation of a Different Lending Office Clause in Contracts

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.1, or requires any Loan Party to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.2, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 or Section 3.2, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 16 contracts

Samples: Joinder, Consent, First Amendment and Reaffirmation Agreement (ATN International, Inc.), Credit Agreement (Nuvera Communications, Inc.), Credit Agreement (Shenandoah Telecommunications Co/Va/)

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Designation of a Different Lending Office. If any Lender requests compensation under Section 3.1, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.4, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office Lending Office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliatesAffiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 or Section 3.23.4, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 14 contracts

Samples: Credit Agreement (LandBridge Co LLC), Credit Agreement (Peak Resources LP), Modification Agreement (Century Communities, Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.14.10, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.24.11, then such Lender shall (at the request of the Borrower) shall use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 4.10 or Section 3.24.11, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 10 contracts

Samples: Term Loan Credit Agreement (Team Inc), Unsecured Term Loan Credit Agreement (Team Inc), Unsecured Term Loan Credit Agreement (Corre Horizon Fund, Lp)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.13.3, or requires any Loan Party Borrower is required to pay any Indemnified Taxes or additional amounts amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.1, or if any Lender gives a notice pursuant to Section 3.2, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office Lending Office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 or Section 3.23.3, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.2, as applicable, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 9 contracts

Samples: Revolving Credit Agreement (Essex Portfolio Lp), Revolving Credit Agreement (Essex Portfolio Lp), Revolving Credit Agreement (Essex Portfolio Lp)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.1, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.4, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 or Section 3.23.4, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 9 contracts

Samples: Credit Agreement (Bgsf, Inc.), Credit Agreement (ArrowMark Financial Corp.), Credit Agreement (Bgsf, Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.13.2, or requires any Loan Party the Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.3, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 3.2 or Section 3.23.3, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 8 contracts

Samples: Credit Agreement (Healthpeak Properties, Inc.), Credit Agreement (Physicians Realty Trust), Credit Agreement (EarthLink Holdings Corp.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.13.2, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.5, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 3.2 or Section 3.23.5, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 8 contracts

Samples: Credit Agreement (Remora Royalties, Inc.), Credit Agreement (Vantage Energy Inc.), Credit Agreement (Sundance Energy Australia LTD)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.14.10, or requires any Loan Party the Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.24.11, then such Lender shall (shall, at the request of the Borrower) , use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 4.10 or Section 3.24.11, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 7 contracts

Samples: Credit Agreement (DCP Midstream, LP), Credit Agreement (DCP Midstream, LP), Credit Agreement (Fastenal Co)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.13.4, or requires any Loan Party the Borrower is required to pay any Indemnified Taxes or additional amounts amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.1, or if any Lender gives a notice pursuant to Section 3.2, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office Lending Office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 or Section 3.23.4, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.2, as applicable, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 6 contracts

Samples: Credit and Guaranty Agreement (Ventas Inc), Credit and Guaranty Agreement (Reliant Energy Inc), Credit and Guaranty Agreement (Ventas Inc)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.1, or requires any Loan Party the Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.5, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 or Section 3.23.5, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 6 contracts

Samples: Credit Agreement (Otter Tail Corp), Credit Agreement (Otter Tail Corp), Credit Agreement (Century Communities, Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.13.10, or requires any Loan Party the Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.11, then such Lender shall (shall, at the request of the Borrower) , use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 3.10 or Section 3.23.11, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 5 contracts

Samples: First Lien Term Loan Credit Agreement (Turning Point Brands, Inc.), Revolving Credit Agreement (Turning Point Brands, Inc.), Second Lien Term Loan Credit Agreement (Turning Point Brands, Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.12, or requires if any Loan Party Borrower is required to pay any Indemnified Taxes or additional amounts amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.22.14, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans, or its Loans to such Borrower, hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.12 or Section 3.22.14, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The applicable Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 5 contracts

Samples: Credit Agreement (Corelogic, Inc.), Credit Agreement (Corelogic, Inc.), Credit Agreement (Corelogic, Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.12, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority governmental authority for the account of any Lender pursuant to Section 3.22.15, then such Lender shall (at the request of the BorrowerCompany) use reasonable efforts to designate a different lending office Applicable Lending Office for funding or booking its Loans Advances hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.12 or Section 3.22.15, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Company hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 5 contracts

Samples: Five Year Credit Agreement (Eastman Chemical Co), Credit Agreement (Eastman Chemical Co), Five Year Credit Agreement (Eastman Chemical Co)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.1, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts to any such Lender or any Governmental Authority for the account of any such Lender pursuant to Section 3.23.4, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office Lending Office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliatesAffiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 or Section 3.23.4, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 5 contracts

Samples: Credit Agreement (Granite Ridge Resources, Inc.), Credit Agreement (Granite Ridge Resources, Inc.), Credit Agreement (Granite Ridge Resources, Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.13.01, or requires any Loan Party the Borrowers to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.02, then such Lender shall (at the request of the Parent Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 3.01 or Section 3.23.02, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Borrowers hereby agrees agree to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 5 contracts

Samples: Credit Agreement (PGT Innovations, Inc.), Credit Agreement (PGT Innovations, Inc.), Credit Agreement (PGT Innovations, Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.13.4, or requires any Loan Party the Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.1, or if any Lender gives a notice pursuant to Section 3.2, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office Lending Office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 or Section 3.23.4, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.2, as applicable, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 5 contracts

Samples: Term Loan Credit Agreement (Lands' End, Inc.), Term Loan Credit Agreement (Lands' End, Inc.), Term Loan Credit Agreement (Galaxy Gaming, Inc.)

Designation of a Different Lending Office. If any Lender is a Defaulting Lender, or any Lender requests compensation under Section 3.13.2, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.5, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 3.2 or Section 3.23.5, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 5 contracts

Samples: Credit Agreement (Mid-Con Energy Partners, LP), Credit Agreement (Mid-Con Energy Partners, LP), Credit Agreement (Mid-Con Energy Partners, LP)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.115.2, or requires any Loan Party Borrowers to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.215.3, then such Lender shall (at the request of the BorrowerBorrowers) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 15.2 or Section 3.215.3, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Borrowers hereby agrees agree to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 5 contracts

Samples: Credit Agreement (Forbes Energy Services Ltd.), Credit Agreement (Forbes Energy Services Ltd.), Credit Agreement (Forbes Energy Services Ltd.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.15, or requires any Loan Party if the Borrower is required to pay any Indemnified Taxes or additional amounts amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.22.17, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office Lending Office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.15 or Section 3.22.17, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 5 contracts

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

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.12, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.22.15, then such Lender shall (at the request of the such Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans Advances hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.12 or Section 3.22.15, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The applicable Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 4 contracts

Samples: Incremental Term Loan Agreement and Amendment to Guarantee Agreement (Rayonier, L.P.), Credit Agreement (Rayonier Inc), Credit Agreement (Rayonier Inc)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.14.9, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.24.10, then such Lender shall (at the request of the BorrowerBorrowers) shall use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 4.9 or Section 3.24.10, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Borrowers hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 4 contracts

Samples: Credit Agreement (Adit EdTech Acquisition Corp.), Credit Agreement (Adit EdTech Acquisition Corp.), Credit Agreement (Adit EdTech Acquisition Corp.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.14.4, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.24.1, then such Lender shall (shall, at the request of the Borrower) Borrowers, use reasonable efforts to designate a different lending office Lending Office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 4.4 or Section 3.24.1, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Borrowers hereby agrees agree to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 4 contracts

Samples: Revolving Credit Agreement (Stone Point Credit Corp), Revolving Credit Agreement (Stone Point Credit Corp), Revolving Credit Agreement (Stone Point Credit Corp)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.13.2, or requires any Loan Party the Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.3, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office Applicable Lending Office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 3.2 or Section 3.23.3, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 3 contracts

Samples: Credit Agreement (Healthpeak Properties, Inc.), Credit Agreement (Physicians Realty Trust), Credit Agreement (Healthpeak Properties, Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.14.10, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.24.11, then such Lender shall (at the request of the BorrowerBorrower Agent) shall use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 4.10 or Section 3.24.11, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Borrowers hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 3 contracts

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

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.13.10, or requires any Loan Party the Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.11, then such Lender shall (shall, at the request of the Borrower) , use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 3.10 or Section 3.23.11, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 3 contracts

Samples: Credit Agreement (Kronos Worldwide Inc), Credit Agreement (UNITED THERAPEUTICS Corp), Credit Agreement (Kronos Worldwide Inc)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.14.4, or requires any Loan Party the Borrowers to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.24.1, then such Lender shall (shall, at the request of the Borrower) Borrowers, use reasonable efforts to designate a different lending office Lending Office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the reasonable judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 4.4 or Section 3.24.1, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Borrowers hereby agrees agree to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 3 contracts

Samples: Revolving Credit Agreement (Owl Rock Capital Corp III), Revolving Credit Agreement (Owl Rock Technology Finance Corp.), Revolving Credit Agreement (Owl Rock Technology Finance Corp.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.17.2, or requires any Loan Party the Borrower to pay any Indemnified Taxes additional amount to it or additional amounts to any Lender or any Governmental Authority for the its account of any Lender pursuant to Section 3.27.3, then such Lender shall (at in the request case of a Finnvera Facility Lender, subject to the Borrowerconsent of Finnvera, as applicable) use reasonable efforts to designate a different lending office for funding or booking its Loans Loan Obligations hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (ia) would eliminate or reduce amounts payable pursuant to Section 3.1 7.2 or Section 3.27.3, as the case may be, in the future, future and (iib) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 3 contracts

Samples: Credit Agreement (Videotron Ltee), Credit Agreement (Quebecor Media Inc), Credit Agreement (Videotron Ltee)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.11, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority governmental authority for the account of any Lender pursuant to Section 3.22.14, then such Lender shall (at the request of the BorrowerCompany) use reasonable efforts to designate a different lending office for funding or booking its Loans Advances hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.11 or Section 3.22.14, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Company hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 3 contracts

Samples: Credit Agreement (Interpublic Group of Companies, Inc.), Credit Agreement (Interpublic Group of Companies, Inc.), Credit Agreement (Interpublic Group of Companies, Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.15.1, or requires any Loan Party the Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.10, then such Lender shall (shall, at the request of the Borrower) , use reasonable efforts to designate a different lending office Lending Office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 5.1 or Section 3.23.10, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 3 contracts

Samples: Credit Agreement (United Homes Group, Inc.), Credit Agreement (United Homes Group, Inc.), Credit Agreement (United Homes Group, Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.1, or requires any Loan Party to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.2, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans Pro Rata Share of the Term Loan hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 or Section 3.2, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 3 contracts

Samples: Term Loan Credit Agreement (Seaboard Corp /De/), Term Loan Credit Agreement (Seaboard Corp /De/), Term Loan Credit Agreement (Seaboard Corp /De/)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.14, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.22.16, then such Lender shall (at the request of the Borrower) use reasonable reasonable, good faith efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the reasonable, good faith judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.14 or Section 3.22.16, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Company hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 3 contracts

Samples: Credit Agreement (Itron Inc /Wa/), Credit Agreement (Itron Inc /Wa/), Credit Agreement (Itron Inc /Wa/)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.13.6, or requires any Loan Party the Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.7, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Term Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 3.6 or Section 3.23.7, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to shall pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 3 contracts

Samples: Term Loan Agreement (Petroquest Energy Inc), Multidraw Term Loan Agreement (Petroquest Energy Inc), Term Loan Agreement (Petroquest Energy Inc)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.14.1, or requires any Loan Party the Borrower to pay any Indemnified Taxes or additional amounts amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.24.2, then then, if so requested by Borrower, such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 4.1 or Section 3.24.2, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender at the request of Borrower in connection with any such designation or assignment.

Appears in 3 contracts

Samples: Loan Agreement (Miller Energy Resources, Inc.), Loan Agreement (Miller Energy Resources, Inc.), Loan Agreement (Miller Energy Resources, Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.11, or requires any Loan Party a Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority governmental authority for the account of any Lender pursuant to Section 3.22.14, then such Lender shall (at the request of the BorrowerCompany) use reasonable efforts to designate a different lending office for funding or booking its Loans Advances hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.11 or Section 3.22.14, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Company hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 3 contracts

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

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.1, or requires any Loan Party the Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.5, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (ix) would eliminate or reduce amounts payable pursuant to Section 3.1 or Section 3.23.5, as the case may be, in the future, and (iiy) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 3 contracts

Samples: Credit Agreement (Sei Investments Co), Credit Agreement (Sei Investments Co), Credit Agreement (Sei Investments Co)

Designation of a Different Lending Office. If any Lender is a Defaulting Lender, or any Lender requests compensation under Section 3.12.08, or requires any Loan Party the Borrower to pay any Indemnified Taxes or additional amounts amount to any Lender or any Governmental Authority other Person for the account of any Lender pursuant to Section 3.22.10, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.08 or Section 3.22.10, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 3 contracts

Samples: Credit Agreement (Vantage Drilling International), Credit Facility Agreement, Credit Facility Agreement

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.14, or requires any Loan Party if the Borrower is required to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.22.16, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.14 or Section 3.22.16, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 3 contracts

Samples: Credit Agreement (Marathon Petroleum Corp), Revolving Credit Agreement (MPLX Lp), Revolving Credit Agreement (Marathon Petroleum Corp)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.13, or requires any Loan Party the Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.22.19, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.13 or Section 3.22.19, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 3 contracts

Samples: Revolving Credit Agreement (Community Choice Financial Inc.), Revolving Credit Agreement (Reliant Software, Inc.), Revolving Credit Agreement (Community Choice Financial Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.1, or requires any Loan Party Borrowers to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.4, then such Lender shall (at the request of the BorrowerBorrower Representative) use reasonable efforts to designate a different lending office Lending Office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliatesAffiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 or Section 3.23.4, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Borrowers hereby agrees agree to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 3 contracts

Samples: Credit Agreement (FlexEnergy Green Solutions, Inc.), Credit Agreement (FlexEnergy Green Solutions, Inc.), Credit Agreement (Natural Gas Services Group Inc)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.17, or requires if any Loan Account Party is required to pay any Indemnified Taxes additional amount or additional amounts indemnification payment to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.22.19, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans and/or Letters of Credit hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliatesAffiliates, if, in the reasonable judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.17 or Section 3.22.19, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower XL Group hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment. Nothing in this Section 2.21(a) shall affect or postpone any of the obligations of the Account Parties or the rights of any Lender pursuant to Sections 2.17 or 2.19.

Appears in 2 contracts

Samples: Unsecured Credit Agreement (Xl Group PLC), Unsecured Credit Agreement (Xl Group PLC)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.13, or requires any Loan Party the Borrower to pay any Indemnified Taxes or additional amounts amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.22.14, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans Advances hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.13 or Section 3.22.14, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 2 contracts

Samples: Credit Agreement (Silver Run Acquisition Corp II), Credit Agreement (Alta Mesa Holdings, LP)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.17, or requires any Loan Party Borrowers to pay any Indemnified Taxes or additional amounts amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.22.16, then such Lender Lender, unless directed by Master Borrower not to do so, shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.16 or Section 3.22.17, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Borrowers hereby agrees agree to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 2 contracts

Samples: Revolving Credit Loan Agreement (Orleans Homebuilders Inc), Revolving Credit Loan Agreement (Orleans Homebuilders Inc)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.14, or requires any Loan Party if the Borrower is required to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.22.16, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans Loan hereunder or to assign and delegate its rights and obligations hereunder to another of its offices, branches or affiliatesAffiliates, if, in the judgment of such Lender, such designation or assignment and delegation (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.14 or Section 3.22.16, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignmentassignment and delegation.

Appears in 2 contracts

Samples: Term Loan Agreement (Marathon Petroleum Corp), Term Loan Agreement (MPLX Lp)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.18.1 or Section 8.2, or requires any Loan Party the Company to pay any Indemnified Taxes or additional amounts amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.27.4 or receives notice under Section 8.3 from a Lender, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 7.4 or Section 3.28.1, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Company hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 2 contracts

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

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.13.01, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.02, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office Lending Office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 3.01 or Section 3.23.02, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 2 contracts

Samples: Credit Agreement (Samson Oil & Gas LTD), Credit Agreement (Samson Oil & Gas LTD)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.15, or requires any Loan Party if the Borrower is required to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.22.17, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.15 or Section 3.22.17, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable out-of-pocket costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 2 contracts

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

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.11, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority governmental authority for the account of any Lender pursuant to Section 3.22.14, then such Lender shall (at the request of the BorrowerCompany) use reasonable efforts to designate a different lending office for funding or booking its Loans Advances hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.11 or Section 3.22.14, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Company hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 2 contracts

Samples: Credit Agreement (Interpublic Group of Companies, Inc.), Credit Agreement (Interpublic Group of Companies, Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.13.3, or requires any Loan Party the Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.4, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 3.3 or Section 3.23.4, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 2 contracts

Samples: Credit Agreement (ClearBridge Energy MLP Fund Inc.), Credit Agreement (ClearBridge Energy MLP Opportunity Fund Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.13.2, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.5, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 3.2 or Section 3.23.5, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 2 contracts

Samples: Credit Agreement (Vantage Energy Inc.), Credit Agreement (Vantage Energy Inc.)

Designation of a Different Lending Office. If any the Lender requests compensation under Section 3.12.14, or requires if any Loan Account Party is required to pay any Indemnified Taxes additional amount or additional amounts indemnification payment to any the Lender or any Governmental Authority for the account of any the Lender pursuant to Section 3.22.16, then such the Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans and/or Letters of Credit hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliatesAffiliates, if, in the reasonable judgment of such the Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.14 or Section 3.22.16, as the case may be, in the future, future and (ii) would not subject such the Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such the Lender. The Borrower Each Account Party hereby agrees to pay all reasonable costs and expenses incurred by any the Lender in connection with any such designation or assignment.

Appears in 2 contracts

Samples: 364 Day Credit Agreement (Xl Capital LTD), 364 Day Credit Agreement (Xl Capital LTD)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.1, 3.04 or requires any Loan Party to pay any Indemnified Taxes or additional amounts to if any Lender or any Governmental Authority for the account of any Lender gives a notice pursuant to Section 3.23.02, then such Lender shall (then, at the request of the Borrower) , such Lender shall, as applicable, use reasonable efforts to designate a different lending office Lending Office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the reasonable judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 or Section 3.2, as the case may be3.04, in the future, or eliminate the need for the notice pursuant to Section 3.02, as applicable, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 2 contracts

Samples: Second Amendment Agreement (Teledyne Technologies Inc), Amendment Agreement (Teledyne Technologies Inc)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.14.10, or requires any Loan Party the Borrowers to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.24.11, then such Lender shall (shall, at the request of the Borrower) Borrowers, use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 4.10 or Section 3.24.11, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Borrowers hereby agrees agree to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 2 contracts

Samples: Loan Agreement (Omega Protein Corp), Loan Agreement (Omega Protein Corp)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.12, or requires any Loan Party the Company to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority governmental authority for the account of any Lender pursuant to Section 3.22.15, then such Lender shall (at the request of the BorrowerCompany) use reasonable efforts to designate a different lending office Applicable Lending Office for funding or booking its Loans Advances hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.12 or Section 3.22.15, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Company hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 2 contracts

Samples: Term Loan Agreement (Eastman Chemical Co), Term Loan Agreement (Eastman Chemical Co)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.13.5, or requires any Loan Party the Borrower to pay any Indemnified Taxes or additional amounts amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.7, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans or Letters of Credit (or any participation therein) hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable to such Lender pursuant to or under Section 3.1 3.5 or Section 3.23.7, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 2 contracts

Samples: Credit Agreement (Virtus Investment Partners, Inc.), Credit Agreement (Virtus Investment Partners, Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.14, or requires any Loan Party if the Borrower is required to pay any Indemnified Taxes or additional amounts to any Lender or to any Governmental Authority for the account of any Lender pursuant to Section 3.22.16, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign and delegate its rights and obligations hereunder to another of its offices, branches or affiliatesAffiliates, if, in the judgment of such Lender, such designation or assignment and delegation (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.14 or Section 3.22.16, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignmentassignment and delegation.

Appears in 2 contracts

Samples: Revolving Credit Agreement (MPLX Lp), Revolving Credit Agreement (Marathon Petroleum Corp)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.14.10, or requires any Loan Party the Borrower to pay any Indemnified Taxes or additional amounts amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.24.11, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office Lending Office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 4.10 or Section 3.24.11, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 2 contracts

Samples: Credit Agreement (Ugi Corp /Pa/), Credit Agreement (Amerigas Partners Lp)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.14, or requires any Loan Party if the Borrower is required to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.22.16, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign and delegate its rights and obligations hereunder to another of its offices, branches or affiliatesAffiliates, if, in the judgment of such Lender, such designation or assignment and delegation (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.14 or Section 3.22.16, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignmentassignment and delegation.

Appears in 2 contracts

Samples: Credit Agreement (Marathon Petroleum Corp), Credit Agreement (MPLX Lp)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.6, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.22.4.4, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (ia) would eliminate or reduce amounts payable pursuant to Section 3.1 2.6.1 or Section 3.22.4.4, as the case may be, in the future, and (ii) b would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 2 contracts

Samples: Credit Agreement (Bloom Energy Corp), Credit Agreement (Bloom Energy Corp)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.13.04, or requires any Loan Party the Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.01, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 3.01 or Section 3.23.04, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 2 contracts

Samples: Credit Agreement (Res Care Inc /Ky/), Credit Agreement (Res Care Inc /Ky/)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.1, or requires any Loan Party Borrowers to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.4, then such Lender shall (at the request of the BorrowerBorrowers) use reasonable efforts to designate a different lending office Lending Office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliatesAffiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 or Section 3.23.4, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Borrowers hereby agrees agree to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 2 contracts

Samples: Credit Agreement (Maxwell W Keith III), Credit Agreement (Via Renewables, Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.12, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.22.15, then such Lender shall (at the request of the such Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans Revolving Credit Advances hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.12 or Section 3.22.15, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The applicable Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 2 contracts

Samples: First Amendment and Restatement Agreement (Rayonier Inc), Five Year Revolving Credit Agreement (Rayonier Inc)

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Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.17, or requires if any Loan Account Party is required to pay any Indemnified Taxes additional amount or additional amounts indemnification payment to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.22.19, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans and/or Letters of Credit hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliatesAffiliates, if, in the reasonable judgment of such Lender, such designation or assignment (i) would eliminate or Credit Agreement reduce amounts payable pursuant to Section 3.1 2.17 or Section 3.22.19, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Each Account Party hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Credit Agreement (Xl Capital LTD)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.1, 2.13 or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts amount to any such Lender or any Governmental Authority for the account of any Lender pursuant to this Section 3.22.15, then such Lender shall (at the request of the Borrower) use commercially reasonable efforts to designate a different lending office Lending Office for funding or booking its Loans Advances hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.13 or this Section 3.22.15, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Credit Agreement (Select Energy Services, Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.15, or requires any Loan Party to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.22.16, then such Lender shall (at the request of the BorrowerCompany) use reasonable efforts to designate a different lending office for funding or booking its Loans Advances hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.15 or Section 3.22.16, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Company hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.. ο»Ώ

Appears in 1 contract

Samples: Credit Agreement (Pricesmart Inc)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.13.04, or requires any Loan Party the Borrower is required to pay any Indemnified Taxes or additional amounts amount to any Lender Lender, or any Governmental Authority for the account of any Lender pursuant to Section 3.23.01, then such Lender shall (then, at the request of the Borrower) , such Lender shall, as applicable, use reasonable efforts to designate a different lending office Lending Office for funding or booking its Loans Loan hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 3.01 or Section 3.23.04, as the case may be, in the future, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Term Loan Agreement (Parker Drilling Co /De/)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.13.01, or requires any Loan Party the Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.02, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 3.01 or Section 3.23.02, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Credit Agreement (American Dental Partners Inc)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.13.2, or requires any Loan Party the Borrowers to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.3, then such Lender shall (at the request of the BorrowerBorrowers) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 3.2 or Section 3.23.3, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Borrowers hereby agrees agree to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Credit Agreement (International Shipholding Corp)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.1, or requires any Loan Party to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.2, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans Pro Rata Share of the Term Loan hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 or Section 3.2, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.. ​

Appears in 1 contract

Samples: Term Loan Credit Agreement (Seaboard Corp /De/)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.14, or requires any Loan Party the Borrowers to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.22.16, then such Lender shall (at the request of the BorrowerCompany) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.14 or Section 3.22.16, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Borrowers hereby agrees agree to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Credit Agreement (VOXX International Corp)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.13.4, or requires any Loan Party the Borrowers to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.5, then such Lender shall (at the request of the BorrowerBorrower Agent) use reasonable efforts to designate a different lending funding office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 3.4 or Section 3.23.5, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Borrowers hereby agrees agree to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Credit Agreement (Arhaus, Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.13.04, or requires any Loan Party the Borrowers are required to pay any Indemnified Taxes or additional amounts amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.01, or if any Lender gives a notice pursuant to Section 3.02, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office Lending Office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 3.01 or Section 3.23.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.02, as applicable, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.not

Appears in 1 contract

Samples: Credit Agreement (Chico's Fas, Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.11, or requires any Loan Party the Company to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority governmental authority for the account of any Lender pursuant to Section 3.22.14, then such Lender shall (at the request of the BorrowerCompany) use reasonable efforts to designate a different lending office for funding or booking its Loans Advances hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.11 or Section 3.22.14, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Company hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Credit Agreement (Interpublic Group of Companies, Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.1, or requires any Loan Party to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.2, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Pro Rata Share of the Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 or Section 3.2, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Seaboard Corp /De/)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.14.03, or requires any Loan Party the Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.24.05, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 4.03 or Section 3.24.05, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Credit Agreement (Redaptive, Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.15, or requires any Loan Party if the Borrower is required to pay any Indemnified Taxes or additional amounts amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.22.17, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.15 or Section 3.22.17, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Credit Agreement (Griffon Corp)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.1, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.2, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 or Section 3.2, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Loan and Security Agreement (Guild Holdings Co)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.114.2, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts to any such Lender or any Governmental Authority for the account of any such Lender pursuant to Section 3.214.3, then such Lender shall (at the request of the BorrowerBorrowers) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 14.2 or Section 3.214.3, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Borrowers hereby agrees agree to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignmentassignment ON DEMAND.

Appears in 1 contract

Samples: Credit Agreement (BRC Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.14.10, or requires any Loan Party the Borrower to pay any Indemnified Taxes or additional amounts amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.24.11, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 4.10 or Section 3.24.11, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Credit Agreement (Amerigas Partners Lp)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.7, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.22.10, then such Lender Lender, unless directed by Borrower not to do so, shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.7 or Section 3.22.10, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Loan Agreement (Hudson Pacific Properties, Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.11, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.22.14, then such Lender shall (at the request of the BorrowerBorrowers) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder Applicable Lending Office or to assign its rights and obligations hereunder to another of its offices, branches or affiliatesAffiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.11 or Section 3.22.14, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Each Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Term Credit Agreement (Appalachian Power Co)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.13.4, or requires any Loan Party the Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.1, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 or Section 3.23.4, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Credit Agreement (Core Molding Technologies Inc)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.13.4, or requires any Loan Party the Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.1, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office Lending Office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 or Section 3.23.4, as the case may be, in the future, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Term Loan Agreement (Andersons, Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.15, or requires any Loan Party either Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.22.17, then such Lender shall (at the request of the such Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.15 or Section 3.22.17, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Company hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Credit Agreement (Kinder Morgan Energy Partners L P)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.13.01, or requires any Loan Party the Borrowers to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.02, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 3.01 or Section 3.23.02, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Borrowers hereby agrees agree to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Credit Agreement (PGT, Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.1, or requires any Loan Party to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.2, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Term Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 or Section 3.2, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Second Lien Credit Agreement (Alaska Communications Systems Group Inc)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.14.5, or requires any Loan Party the Borrowers to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.24.1, then such Lender shall (shall, at the request of the Borrower) Borrowers, use reasonable efforts to designate a different lending office Lending Office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 4.5 or Section 3.24.1, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Borrowers hereby agrees agree to pay all reasonable and documented out-of-pocket costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Revolving Credit Agreement (NMF SLF I, Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.15, or requires any Loan Party if the Borrower is required to pay any Indemnified Taxes or additional amounts amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.22.17, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office officeLending Office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.15 or Section 3.22.17, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Credit Agreement (Griffon Corp)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.14.2, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.24.1, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder under this Agreement or to assign its rights and obligations hereunder under this Agreement to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 4.1 or Section 3.24.2, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Credit Agreement (Gulf Island Fabrication Inc)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.12, or requires any Loan Party the Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.22.13, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the reasonable judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.12 or Section 3.22.13, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Senior Secured Term Loan Agreement (Solaris Energy Infrastructure, Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under payment of amounts pursuant to Section 3.14.3 or 4.5, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.24.6, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such LenderLender in its sole and absolute discretion, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 or Section 3.2, as the case may be, such Sections in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and or would not otherwise be disadvantageous or unduly burdensome to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Credit Agreement (Dynamic Offshore Resources, Inc.)

Designation of a Different Lending Office. If any Participating Lender requests compensation under Section 3.13.04, or requires any Loan Party the Borrowers to pay any Indemnified Taxes or additional amounts amount to any Participating Lender or any Governmental Authority for the account of any Participating Lender pursuant to Section 3.22.05, then such Participating Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliatesAffiliates, if, in the reasonable judgment of such Participating Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.05 or Section 3.23.04, as the case may be, in the future, future and (ii) would not subject such Participating Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Participating Lender. The Borrower Borrowers hereby agrees agree to pay all reasonable costs and expenses incurred by any Participating Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Senior Secured Credit Agreement (Silicon Graphics Inc)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.115.01, or requires any Loan Party the Borrowers to pay any Indemnified Taxes or additional amounts amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.215.02, then such Lender shall (at the request of the Borrower) use commercially reasonable efforts to (subject to legal and regulatory restrictions) designate a different lending office for funding or booking its Loans Advances hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 15.01 or Section 3.215.02, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Borrowers hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Credit Agreement (Points International LTD)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.116.12, or requires any Loan Party the Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.216.12, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 or Section 3.216.12, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Credit Agreement (CHS Inc)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.1, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.4, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office Lending Office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliatesAffiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 or Section 3.23.4, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.. SECOND AMENDED AND RESTATED CREDIT AGREEMENT – Page 70

Appears in 1 contract

Samples: Modification Agreement (Century Communities, Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.9 hereof, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.6 hereof, then such Lender Lender, unless directed by Borrower not to do so, shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.9 or Section 3.23.6 hereof, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Credit Agreement (Ashton Houston Residential L.L.C.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.14.4, or requires any Loan Party the Borrowers to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.24.1, then such Lender shall (shall, at the request of the Borrower) Borrowers, use reasonable efforts to designate a different lending office Lending Office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the reasonable judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 4.4 or Section 3.24.1, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Borrowers hereby agrees agree to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.. 63

Appears in 1 contract

Samples: Revolving Credit Agreement (Owl Rock Capital Corp)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.13.2, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.23.5, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 3.2 or Section 3.23.5, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The 64 Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Credit Agreement (Alta Mesa Resources, Inc. /DE)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.14.2, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.24.1, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder under this Agreement or to assign its rights and obligations hereunder under this Agreement to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 4.1 or Section 3.24.2, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Credit Agreement (Fiesta Restaurant Group, Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.1, or requires any Loan Party the Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any ​ Lender pursuant to Section 3.23.5, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 or Section 3.23.5, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Credit Agreement (Palomar Holdings, Inc.)

Designation of a Different Lending Office. If any Lender requests compensation under Section 3.12.8, or requires any Loan Party Borrower to pay any Indemnified Taxes or additional amounts amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.22.11, then such Lender Lender, unless directed by Borrower not to do so, shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.1 2.8 or Section 3.22.11, as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 1 contract

Samples: Loan Agreement (Grubb & Ellis Healthcare REIT, Inc.)

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