Common use of Increased Capital Requirements Clause in Contracts

Increased Capital Requirements. If any Lender Party determines that any Change in Law affecting such Lender Party or any lending office of such Lender Party or such Lender Party’s holding company, if any, regarding capital requirements has or would have the effect of reducing the rate of return on such Lender Party’s capital or on the capital of such Lender Party’s holding company, if any, as a consequence of this Agreement, the Commitments of such Lender Party or the Loans made by, or the Letters of Credit issued by or participated in by such Lender Party, to a level below that which such Lender Party or such Lender Party’s holding company could have achieved but for such Change in Law (taking into consideration such Lender Party’s policies and the policies of such Lender Party’s holding company with respect to capital adequacy), then from time to time the Borrowers will pay to such Lender Party such additional amounts as will compensate such Lender Party or such Lender Party’s holding company for any such reduction suffered. A certificate of a Lender Party delivered to AMRC (with a copy to the Administrative Agent) as to any such additional amounts or reduced returns shall, absent manifest error, be conclusive and binding on the Borrowers, and shall be payable within 10 days after the receipt thereof. In determining such amount, each Lender Party may use any method of averaging and attribution that it (in its sole and absolute discretion) shall deem applicable. Failure or delay on the part of any Lender Party to demand compensation pursuant to this Section shall not constitute a waiver of such Lender Party’s right to demand such compensation; provided that the Borrowers shall not be required to compensate a Lender Party pursuant to this Section for any increased costs incurred or reductions suffered more than nine months prior to the date that such Lender Party notifies AMRC of the Change in Law giving rise to such increased costs or reductions and of such Lender Party’s intention to claim compensation therefor (except that, if the Change in Law giving rise to such increased costs or reductions is retroactive, then the nine-month period referred to above shall be extended to include the period of retroactive effect thereof).

Increased Capital Requirements. If any Lender Party or any L/C Issuer determines that any Change in Law affecting such Lender Party or such L/C Issuer or any lending office of such Lender Party or such L/C Issuer or such Lender Partyor such L/C Issuer’s holding company, if any, regarding capital requirements has or would have the effect of reducing the rate of return on such Lender Partyor such L/C Issuer’s capital or on the capital of such Lender Partyor such L/C Issuer’s holding company, if any, as a consequence of this Agreement, the Commitments of such Lender Party or such L/C Issuer or the Loans made by, or the participations in Letters of Credit issued by or participated in by Swing Line Loans held by, such Lender PartyLender, to a level below that which such Lender Party or such L/C Issuer or such Lender Partyor such L/C Issuer’s holding company could have achieved but for such Change in Law (taking into consideration such Lender Partyor such L/C Issuer’s policies and the policies of such Lender Partyor such L/C Issuer’s holding company with respect to capital adequacy), then from time to time the Borrowers Borrower will pay to such Lender Party or such L/C Issuer such additional amount or amounts as will compensate such Lender Party or such L/C Issuer or such Lender Partyor such L/C Issuer’s holding company for any such reduction suffered. A certificate of a Lender Party or an L/C Issuer delivered to AMRC the Borrower (with a copy to the Administrative Agent) as to any such additional amount or amounts or reduced returns shall, absent manifest error, be conclusive and binding on the BorrowersBorrower, and shall be payable within 10 days after the receipt thereof. In determining such amount, each Lender Party or each L/C Issuer may use any method of averaging and attribution that it (in its sole and absolute discretion) shall deem applicable. Failure or delay on the part of any Lender Party or any L/C Issuer to demand compensation pursuant to this Section shall not constitute a waiver of such Lender Partyor such L/C Issuer’s right to demand such compensation; provided that the Borrowers Borrower shall not be required to compensate a Lender Party or an L/C Issuer pursuant to this Section for any increased costs incurred or reductions suffered more than nine months prior to the date that such Lender Party or such L/C Issuer notifies AMRC the Borrower of the Change in Law giving rise to such increased costs or reductions and of such Lender Partyor such L/C Issuer’s intention to claim compensation therefor (except that, if the Change in Law giving rise to such increased costs or reductions is retroactive, then the nine-month period referred to above shall be extended to include the period of retroactive effect thereof).

Increased Capital Requirements. If In the event that, as a result of any Regulatory Change, compliance by any Lender Party determines that with any Change in Law affecting such Lender Party applicable law or any lending office governmental rule, requirement, regulation, guideline or order (whether or not having the force of such Lender Party or such Lender Party’s holding company, if any, law) regarding capital requirements adequacy has or would have the effect of reducing the rate of return on such Lender Party’s Lender's capital or on the capital of such Lender Party’s holding company, if any, as a consequence of this Agreement, the Commitments of such Lender Party Lender's Commitment or the Loans made by, or the Letters of Credit issued by or participated in by amounts outstanding under such Lender Party, Lender's Note to a level below that which such Lender Party or such Lender Party’s holding company could would have achieved but for such Change in Law compliance (taking into consideration such Lender Party’s Lender's policies and the policies of such Lender Party’s holding company with respect to capital adequacy), then from time to time the Borrowers will shall pay to such Lender Party Lender, within thirty (30) days after written demand by such Lender, such additional amount or amounts as will compensate such Lender Party or for such Lender Party’s holding company for any such reduction suffered. A certificate of a Lender Party delivered to AMRC (with a copy to the Administrative Agent) as to any such additional amounts or reduced returns shallreduction; PROVIDED, absent manifest error, be conclusive and binding on the Borrowers, and shall be payable within 10 days after the receipt thereof. In determining such amount, each Lender Party may use any method of averaging and attribution that it (in its sole and absolute discretion) shall deem applicable. Failure or delay on the part of any Lender Party to demand compensation pursuant to this Section shall not constitute a waiver of such Lender Party’s right to demand such compensation; provided that the Borrowers shall not be required obligated to compensate a pay any such additional amount (a) unless such Lender Party shall first have notified the Borrowers in writing that it intends to seek such compensation pursuant to this Section for any increased costs incurred 2.05, or reductions suffered more than nine months (b) to the extent such additional amount is attributable to the period ending 91 days prior to the date of the first such notice with respect to such Regulatory Change (the "Excluded Period"), except to the extent any amount is attributable to the Excluded Period as a result of the retroactive application of the applicable Regulatory Change. A certificate, which shall be conclusive absent manifest error, as to the amount of any such reduction (including calculations in reasonable detail showing how such Lender computed such reduction and a statement that such Lender Party notifies AMRC has not allocated to its Commitment or amounts outstanding under its Note a proportionately greater amount of the Change in Law giving rise such reduction than is attributable to each of its other commitments to lend or to each of its other outstanding credit extensions that are affected similarly by such compliance by such Lender, whether or not such Lender allocates any portion of such reduction to such increased costs other commitments or reductions and of credit extensions) shall be furnished promptly by such Lender Party’s intention to claim compensation therefor (except that, if the Change in Law giving rise to such increased costs or reductions is retroactive, then the nine-month period referred to above shall be extended to include the period of retroactive effect thereof)Borrowers.

Increased Capital Requirements. If In the event that, as a result of any Regulatory Change, compliance by any Lender Party determines that with any Change in Law affecting such Lender Party applicable law or any lending office governmental rule, requirement, regulation, guideline or order (whether or not having the force of such Lender Party or such Lender Party’s holding company, if any, law) regarding capital requirements adequacy has or would have the effect of reducing the rate of return on such Lender Party’s Lender's capital or on the capital of such Lender Party’s holding company, if any, as a consequence of this Agreement, the Commitments of such Lender Party Lender's Commitment or the Loans made by, or the Letters of Credit issued by or participated in by amounts outstanding under such Lender Party, Lender's Note to a level below that which such Lender Party or such Lender Party’s holding company could would have achieved but for such Change in Law compliance (taking into consideration such Lender Party’s Lender's policies and the policies of such Lender Party’s holding company with respect to capital adequacy), then from time to time the Borrowers will Borrower shall pay to such Lender Party Lender, within thirty days after written demand by such Lender, such additional amount or amounts as will compensate such Lender Party or for such Lender Party’s holding company for any such reduction suffered. A certificate of a Lender Party delivered reduction; PROVIDED, that Borrower shall not be obligated to AMRC (with a copy to the Administrative Agent) as to pay any such additional amounts or reduced returns shall, absent manifest error, be conclusive and binding on the Borrowers, and amount (i) unless such Lender shall be payable within 10 days after the receipt thereof. In determining such amount, each Lender Party may use any method of averaging and attribution first have notified Borrower in writing that it (in its sole and absolute discretion) shall deem applicable. Failure or delay on the part of any Lender Party intends to demand seek such compensation pursuant to this Section shall not constitute a waiver of Section, or (ii) to the extent such Lender Party’s right additional amount is attributable to demand such compensation; provided that the Borrowers shall not be required to compensate a Lender Party pursuant to this Section for any increased costs incurred or reductions suffered more than nine months period ending 91 days prior to the date of the first such notice with respect to such Regulatory Change (the "Excluded Period"), except to the extent any amount is attributable to the Excluded Period as a result of the retroactive application of the applicable Regulatory Change. A certificate, which shall be conclusive except for manifest error, as to the amount of any such reduction (including calculations in reasonable detail showing how such Lender computed such reduction and a statement that such Lender Party notifies AMRC has not allocated to its Commitment or amounts outstanding under its Note a proportionately greater amount of the Change in Law giving rise such reduction than is attributable to each of its other commitments to lend or to each of its other outstanding credit extensions that are affected similarly by such compliance by such Lender, whether or not such Lender allocates any portion of such reduction to such increased costs other commitments or reductions and of credit extensions) shall be furnished promptly by such Lender Party’s intention to claim compensation therefor (except that, if the Change in Law giving rise to such increased costs or reductions is retroactive, then the nine-month period referred to above shall be extended to include the period of retroactive effect thereof)Borrower.

Increased Capital Requirements. If In the event that, as a result of any Regulatory Change, compliance by any Lender Party determines that with any Change in Law affecting such Lender Party applicable law or any lending office governmental rule, requirement, regulation, guideline or order (whether or not having the force of such Lender Party or such Lender Party’s holding company, if any, law) regarding capital requirements adequacy has or would have the effect of reducing the rate of return on such Lender PartyLender’s capital or on the capital of such Lender Party’s holding company, if any, as a consequence of this Agreement, the Commitments of such Lender Party Lender’s Commitment or the Loans made by, or the Letters of Credit issued by or participated in by amounts outstanding under such Lender Party, Lender’s Note to a level below that which such Lender Party or such Lender Party’s holding company could would have achieved but for such Change in Law compliance (taking into consideration such Lender PartyLender’s policies and the policies of such Lender Party’s holding company with respect to capital adequacy), then from time to time the Borrowers will shall pay to such Lender Party Lender, within thirty days after written demand by such Lender, such additional amount or amounts as will compensate such Lender Party or for such Lender Party’s holding company for any such reduction suffered. A certificate of a Lender Party delivered to AMRC (with a copy to the Administrative Agent) as to any such additional amounts or reduced returns shallreduction; provided, absent manifest error, be conclusive and binding on the Borrowers, and shall be payable within 10 days after the receipt thereof. In determining such amount, each Lender Party may use any method of averaging and attribution that it (in its sole and absolute discretion) shall deem applicable. Failure or delay on the part of any Lender Party to demand compensation pursuant to this Section shall not constitute a waiver of such Lender Party’s right to demand such compensation; provided that the Borrowers shall not be required obligated to compensate a pay any such additional amount (i) unless such Lender Party shall first have notified the Borrowers in writing that it intends to seek such compensation pursuant to this Section for any increased costs incurred Section, or reductions suffered more than nine months (ii) to the extent such additional amount is attributable to the period ending 91 days prior to the date of the first such notice with respect to such Regulatory Change (the “Excluded Period”), except to the extent any amount is attributable to the Excluded Period as a result of the retroactive application of the applicable Regulatory Change. A certificate, which shall be conclusive except for manifest error, as to the amount of any such reduction (including calculations in reasonable detail showing how such Lender computed such reduction and a statement that such Lender Party notifies AMRC has not allocated to its Commitment or amounts outstanding under its Note a proportionately greater amount of the Change in Law giving rise such reduction than is attributable to each of its other commitments to lend or to each of its other outstanding credit extensions that are affected similarly by such compliance by such Lender, whether or not such Lender allocates any portion of such reduction to such increased costs other commitments or reductions and of credit extensions) shall be furnished promptly by such Lender Party’s intention to claim compensation therefor (except that, if the Change in Law giving rise to such increased costs or reductions is retroactive, then the nine-month period referred to above shall be extended to include the period of retroactive effect thereof)Borrowers.