Common use of Increased Commitment Costs Clause in Contracts

Increased Commitment Costs. If any Bank shall determine in good -------------------------- faith that the introduction after the Closing Date of any applicable law, rule, regulation or guideline regarding capital adequacy, or any change therein or any change in the interpretation or administration thereof by any central bank or other Governmental Agency charged with the interpretation or administration thereof, or compliance by such Bank (or its Eurodollar Lending Office) or any corporation controlling the Bank, with any request, guideline or directive regarding capital adequacy (whether or not having the force of Law) of any such central bank or other authority, affects or would affect the amount of capital required or expected to be maintained by such Bank or any corporation controlling such Bank and (taking into consideration such Bank's or such corporation's policies with respect to capital adequacy and such Bank's desired return on capital) determines in good faith that the amount of such capital is increased, or the rate of return on capital is reduced, as a consequence of its obligations under this Agreement, then, within ten Banking Days after demand of such Bank, Borrower and the Co-Borrowers shall pay to such Bank, from time to time as specified in good faith by such Bank, additional amounts sufficient to compensate such Bank in light of such circumstances, to the extent reasonably allocable to such obligations under this Agreement, provided that Borrower and -------- the Co-Borrowers shall not be obligated to pay any such amount which arose prior to the date which is ninety days preceding the date of such demand or is attributable to periods prior to the date which is ninety days preceding the date of such demand. Each Bank's determination of such amounts shall be conclusive in the absence of manifest error. Any request for compensation by a Bank under this Section shall set forth the basis upon which it has been determined that such an amount is due from Borrower and the Co-Borrowers, a calculation of the amount due, and a certification that the corresponding costs or diminished rate of return on capital have been incurred or sustained by the Bank. If Borrower and the Co-Borrowers become obligated to pay a material amount under this Section to any Bank, that Bank will be subject to removal in accordance with Section 11.27; provided that Borrower and the Co-Borrowers shall -------- have paid such amount to that Bank and that Borrower and the Co-Borrowers, within the thirty day period following the date of such payment, shall have notified that Bank in writing of their intent to so remove the Bank.

Increased Commitment Costs. If any Bank Lender shall determine in good -------------------------- faith that the introduction after the Closing Date date hereof of any applicable law, rule, regulation or guideline regarding capital adequacy, or any change therein or any change in the interpretation or administration thereof by any central bank or other Governmental Agency charged with the interpretation or administration thereof, or compliance by such Bank Lender (or its Eurodollar Lending Office) or any corporation controlling the BankLender, with any request, guideline or directive regarding capital adequacy (whether or not having the force of Law) of any such central bank or other authority, affects or would affect the amount of capital required or expected to be maintained by such Bank Lender or any corporation controlling such Bank Lender and (taking into consideration such BankLender's or such corporation's policies with respect to capital adequacy and such BankLender's desired return on capital) determines in good faith that the amount of such capital is increased, or the rate of return on capital is reduced, as a consequence of its obligations under this Agreement, then, within ten Banking Business Days after demand of such BankLender, the Borrower and the Co-Borrowers shall pay to such BankLender, from time to time as specified in good faith by such BankLender, additional amounts sufficient to compensate such Bank Lender in light of such circumstances, to the extent reasonably allocable to such obligations under this Agreement, provided PROVIDED that the Borrower and -------- the Co-Borrowers shall not be obligated to pay any such amount which arose prior to the date which is ninety days preceding the date of such demand or is attributable to periods prior to the date which is ninety days preceding the date of such demand. Each BankLender's determination of such amounts shall be conclusive in the absence of manifest error. Any request for compensation by a Bank Lender under this Section shall set forth the basis upon which it has been determined that such an amount is due from Borrower and the Co-BorrowersBorrower, a calculation of the amount due, and a certification that the corresponding costs or diminished rate of return on capital have been incurred or sustained by the Bank. If Borrower and the Co-Borrowers become obligated to pay a material amount under this Section to any Bank, that Bank will be subject to removal in accordance with Section 11.27; provided that Borrower and the Co-Borrowers shall -------- have paid such amount to that Bank and that Borrower and the Co-Borrowers, within the thirty day period following the date of such payment, shall have notified that Bank in writing of their intent to so remove the BankLender.

Increased Commitment Costs. If any Bank Lender shall determine in good -------------------------- faith that the introduction after the Closing Date of any applicable law, rule, regulation or guideline regarding capital adequacy, or any change therein or any change in the interpretation or administration thereof by any central bank or other Governmental Government Agency charged with the interpretation or administration thereof, or compliance by such Bank Lender (or its Eurodollar Lending Office) or any corporation controlling the BankLender, with any request, guideline or directive regarding capital adequacy (whether or not having the force of Law) of any such central bank or other authority, affects or would affect the amount of capital required or expected to be maintained by such Bank Lender or any corporation controlling such Bank Lender and (taking into consideration such BankLender's or such corporation's policies with respect to capital adequacy and such BankLender's desired return on capital) determines in good faith that the amount of such capital is increased, or the rate of return on capital is reduced, as a consequence of its obligations under this Agreement, then, within ten Banking five Business Days after demand of such BankLender, Borrower and the Co-Borrowers shall pay to such BankLender, from time to time as specified in good faith by such BankLender, additional amounts sufficient to compensate such Bank Lender in light of such circumstances, to the extent reasonably allocable to such obligations under this Agreement, provided that Borrower and -------- the Co-Borrowers shall not be obligated to pay any such amount which arose prior to the date which is ninety days preceding the date of such demand or is attributable to periods prior to the date which is ninety days preceding the date of such demand. Each BankLender's determination of such amounts shall be conclusive in the absence of manifest error. Any request for compensation by a Bank under this Section shall set forth the basis upon which it has been determined that such an amount is due from Borrower and the Co-Borrowers, a calculation of the amount due, and a certification that the corresponding costs or diminished rate of return on capital have been incurred or sustained by the Bank. If Borrower and the Co-Borrowers become obligated to pay a material amount under this Section to any Bank, that Bank will be subject to removal in accordance with Section 11.27; provided that Borrower and the Co-Borrowers shall -------- have paid such amount to that Bank and that Borrower and the Co-Borrowers, within the thirty day period following the date of such payment, shall have notified that Bank in writing of their intent to so remove the Bank.

Increased Commitment Costs. If any Bank Lender shall determine in good -------------------------- faith that the introduction after the Closing Date date hereof of any applicable law, rule, regulation or guideline regarding capital adequacy, or any change therein or any change in the interpretation or administration thereof by any central bank or other Governmental Agency charged with the interpretation or administration thereof, or compliance by such Bank Lender (or its Eurodollar Lending Office) or any corporation controlling the BankLender, with any request, guideline or directive regarding capital adequacy (whether or not having the force of Law) of any such central bank or other authority, affects or would affect the amount of capital required or expected to be maintained by such Bank Lender or any corporation controlling such Bank Lender and (taking into consideration such BankLender's or such corporation's policies with respect to capital adequacy and such BankLender's desired return on capital) determines in good faith that the amount of such capital is increased, or the rate of return on capital is reduced, as a consequence of its obligations under this Agreement, then, within ten Banking Business Days after demand of such BankLender, Borrower and the Co-Borrowers shall pay to such BankLender, from time to time as specified in good faith by such BankLender, additional amounts sufficient to compensate such Bank Lender in light of such circumstances, to the extent reasonably allocable to such obligations under this Agreement, provided PROVIDED that Borrower and -------- the Co-Borrowers shall not be obligated to pay any such amount which arose prior to the date which is ninety days preceding the date of such demand or is attributable to periods prior to the date which is ninety days preceding the date of such demand. Each BankLender's determination of such amounts shall be conclusive in the absence of manifest error. Any request for compensation by a Bank Lender under this Section shall set forth the basis upon which it has been determined that such an amount is due from Borrower and the Co-BorrowersBorrower, a calculation of the amount due, and a certification that the corresponding costs or diminished rate of return on capital have been incurred or sustained by the Bank. If Borrower and the Co-Borrowers become obligated to pay a material amount under this Section to any Bank, that Bank will be subject to removal in accordance with Section 11.27; provided that Borrower and the Co-Borrowers shall -------- have paid such amount to that Bank and that Borrower and the Co-Borrowers, within the thirty day period following the date of such payment, shall have notified that Bank in writing of their intent to so remove the BankLender.

Increased Commitment Costs. If any Bank shall determine in -------------------------- good -------------------------- faith that the introduction after the Closing Date of any applicable law, rule, regulation or guideline regarding capital adequacy, or any change therein or any change in the interpretation or administration thereof by any central bank or other Governmental Agency charged with the interpretation or administration thereof, or compliance by such Bank (or its Eurodollar Lending Office) or any corporation controlling the Bank, with any request, guideline or directive regarding capital adequacy (whether or not having the force of Law) of any such central bank or other authority, affects or would affect the amount of capital required or expected to be maintained by such Bank or any corporation controlling such Bank and (taking into consideration such Bank's or such corporation's policies with respect to capital adequacy and such Bank's desired return on capital) determines in good faith that the amount of such capital is increased, or the rate of return on capital is reduced, as a consequence of its obligations under this Agreement, then, within ten Banking Days after demand of such Bank, Borrower and the Co-Borrowers shall pay to such Bank, from time to time as specified in good faith by such Bank, additional amounts sufficient to compensate such Bank in light of such circumstances, to the extent reasonably allocable to such obligations under this Agreement, provided that Borrower and -------- the Co-Borrowers shall not be obligated to pay any -------- such amount which arose prior to the date which is ninety days preceding the date of such demand or is attributable to periods prior to the date which is ninety days preceding the date of such demand. Each Bank's determination of such amounts shall be conclusive in the absence of manifest error. Any request for compensation by a Bank under this Section shall set forth the basis upon which it has been determined that such an amount is due from Borrower and the Co-Co- Borrowers, a calculation of the amount due, and a certification that the corresponding costs or diminished rate of return on capital have been incurred or sustained by the Bank. If Borrower and the Co-Borrowers become obligated to pay a material amount under this Section to any Bank, that Bank will be subject to removal in accordance with Section 11.27; provided that Borrower and the Co-Co- -------- Borrowers shall -------- have paid such amount to that Bank and that Borrower and the Co-Co- Borrowers, within the thirty day period following the date of such payment, shall have notified that Bank in writing of their intent to so remove the Bank.

Increased Commitment Costs. If any Bank Lender shall determine in good -------------------------- faith that the introduction after the Closing Date of any applicable law, rule, regulation or guideline regarding capital adequacy, or any change therein or any change in the interpretation or administration thereof by any central bank or other Governmental Agency charged with the interpretation or administration thereof, or compliance by such Bank Lender (or its Eurodollar LIBOR Lending Office) or any corporation controlling the BankLender, with any request, guideline or directive regarding capital adequacy (whether or not having the force of Law) of any such central bank or other authority, affects or would affect the amount of capital required or expected to be maintained by such Bank Lender or any corporation controlling such Bank Lender and (taking into consideration such BankLender's or such corporation's policies with respect to capital adequacy and such BankLender's desired return on capital) determines in good faith that the amount of such capital is increased, or the rate of return on capital is reduced, as a consequence of its obligations under this Agreement, then, within ten Banking Business Days after demand of such BankLender, Borrower and the Co-Borrowers shall pay to such BankLender, from time to time as specified in good faith by such BankLender, additional amounts sufficient to compensate such Bank Lender in light of such circumstances, to the extent reasonably allocable to such obligations under this Agreement, provided that Borrower and -------- the Co-Borrowers shall not be obligated to pay any such amount which arose prior to the date which is ninety days preceding the date of such demand or is attributable to periods prior to the date which is ninety days preceding the date of such demand. Each BankLender's determination of such amounts shall be conclusive in the absence of manifest error. Any request for compensation by a Bank under this Section shall set forth the basis upon which it has been determined that such an amount is due from Borrower and the CoW02-Borrowers, a calculation of the amount due, and a certification that the corresponding costs or diminished rate of return on capital have been incurred or sustained by the Bank. If Borrower and the Co-Borrowers become obligated to pay a material amount under this Section to any Bank, that Bank will be subject to removal in accordance with Section 11.27; provided that Borrower and the Co-Borrowers shall -------- have paid such amount to that Bank and that Borrower and the Co-Borrowers, within the thirty day period following the date of such payment, shall have notified that Bank in writing of their intent to so remove the Bank.WEST:LAR\4000119853.8

Increased Commitment Costs. If any Bank shall determine in good -------------------------- faith that the introduction after the Closing Date of any applicable law, rule, regulation or guideline regarding capital adequacy, or any change therein or any change in the interpretation or administration thereof by any central bank or other Governmental Agency charged with the interpretation or administration thereof, or compliance by such Bank (or its Eurodollar Lending Office) or any corporation controlling the Bank, with any request, guideline or directive regarding capital adequacy (whether or not having the force of Law) of any such central bank or other authority, affects or would affect the amount of capital required or expected to be maintained by such Bank or any corporation controlling such Bank and (taking into consideration such Bank's or such corporation's policies with respect to capital adequacy and such Bank's desired return on capital) determines in good faith that the amount of such capital is increased, or the rate of return on capital is reduced, as a consequence of its obligations under this Agreement, then, within ten Banking Days after demand of such Bank, Borrower and the Co-Borrowers shall pay to such Bank, from time to time as specified in good faith by such Bank, additional amounts sufficient to compensate such Bank in light of such circumstances, to the extent reasonably allocable to such obligations under this Agreement, provided that Borrower and -------- the Co-Borrowers shall not be obligated to pay any such amount which arose prior to the date which is ninety days preceding the date of such demand or is attributable to periods prior to the date which is ninety days preceding the date of such demand. Each Bank's determination of such amounts shall be conclusive in the absence of manifest error. Any request for compensation by a Bank under this Section shall set forth the basis upon which it has been determined that such an amount is due from Borrower and the Co-Borrowers, a calculation of the amount due, and a certification that the corresponding costs or diminished rate of return on capital have been incurred or sustained by the Bank. If Borrower and the Co-Borrowers become obligated to pay a material amount under this Section to any Bank, that Bank will be subject to removal in accordance with Section 11.27; provided that Borrower and the Co-Borrowers shall -------- have paid such amount to that Bank and that Borrower and the Co-Borrowers, within the thirty day period following the date of such payment, shall have notified that Bank in writing of their intent to so remove the Bank.

Increased Commitment Costs. If any Bank Lender shall determine in good -------------------------- faith that the introduction after the Closing Date date hereof of any applicable law, rule, regulation or guideline regarding capital adequacy, or any change therein or any change in the interpretation or administration thereof by any central bank or other Governmental Agency charged with the interpretation or administration thereof, or compliance by such Bank Lender (or its Eurodollar Lending Office) or any corporation controlling the BankLender, with any request, guideline or directive regarding capital adequacy (whether or not having the force of Law) of any such central bank or other authority, affects or would affect the amount of capital required or expected to be maintained by such Bank Lender or any corporation controlling such Bank Lender and (taking into consideration such BankLender's or such corporation's policies with respect to capital adequacy and such BankLender's desired return on capital) determines in good faith that the amount of such capital is increased, or the rate of return on capital is reduced, as a consequence of its obligations under this Agreement, then, within ten Banking Business Days after demand of such BankLender, Borrower and the Co-Borrowers shall pay to such BankLender, from time to time as specified in good faith by such BankLender, additional amounts sufficient to compensate such Bank Lender in light of such circumstances, to the extent reasonably allocable to such obligations under this Agreement, provided that Borrower and -------- the Co-Borrowers shall not be obligated to pay any such amount which arose prior to the date which is ninety days preceding the date of such demand or is attributable to periods prior to the date which is ninety days preceding the date of such demand. Each BankLender's determination of such amounts shall be conclusive in the absence of manifest error. Any request for compensation by a Bank Lender under this Section shall set forth the basis upon which it has been determined that such an amount is due from Borrower and the Co-BorrowersBorrower, a calculation of the amount due, and a certification that the corresponding costs or diminished rate of return on capital have been incurred or sustained by the Bank. If Borrower and the Co-Borrowers become obligated to pay a material amount under this Section to any Bank, that Bank will be subject to removal in accordance with Section 11.27; provided that Borrower and the Co-Borrowers shall -------- have paid such amount to that Bank and that Borrower and the Co-Borrowers, within the thirty day period following the date of such payment, shall have notified that Bank in writing of their intent to so remove the BankLender.

Increased Commitment Costs. If any Bank shall determine in -------------------------- good -------------------------- faith that the introduction after the Closing Date of any applicable law, rule, regulation or guideline regarding capital adequacy, or any change therein or any change in the interpretation or administration thereof by any central bank or other Governmental Agency charged with the interpretation or administration thereof, or compliance by such Bank (or its Eurodollar Lending Office) or any corporation controlling the Bank, with any request, guideline or directive regarding capital adequacy (whether or not having the force of Law) of any such central bank or other authority, affects or would affect the amount of capital required or expected to be maintained by such Bank or any corporation controlling such Bank and (taking into consideration such Bank's or such corporation's policies with respect to capital adequacy and such Bank's desired return on capital) determines in good faith that the amount of such capital is increased, or the rate of return on capital is reduced, as a consequence of its obligations under this Agreement, then, within ten Banking Days after demand of such Bank, Borrower and the Co-Borrowers shall pay to such Bank, from time to time as specified in good faith by such Bank, additional amounts sufficient to compensate such Bank in light of such circumstances, to the extent reasonably allocable to such obligations under this Agreement, provided that Borrower and -------- the Co-Borrowers shall not be obligated to pay any such amount which arose prior to the date which is ninety days preceding the date of such demand or is attributable to periods prior to the date which is ninety days preceding the date of such demand. Each Bank's determination of such amounts shall be conclusive in the absence of manifest error. Any request for compensation by a Bank under this Section shall set forth the basis upon which it has been determined that such an amount is due from Borrower and the Co-Borrowers, a calculation of the amount due, and a certification that the corresponding costs or diminished rate of return on capital have been incurred or sustained by the Bank. If Borrower and the Co-Borrowers become obligated to pay a material amount under this Section to any Bank, that Bank will be subject to removal in accordance with Section 11.27; provided that Borrower and the Co-Borrowers shall -------- have paid such amount to that Bank and that Borrower and the Co-Borrowers, within the thirty day period following the date of such payment, shall have notified that Bank in writing of their intent to so remove the Bank.