Common use of Increased Cost of Advances Carried at the LIBOR Rate Clause in Contracts

Increased Cost of Advances Carried at the LIBOR Rate. If, after the date of this Agreement, the adoption or introduction of, or any change in, any applicable law, rule or regulation or in the interpretation or administration thereof by any Governmental Authority, central bank or comparable agency charged with the interpretation or administration thereof, or compliance by any of the Lenders (or any of their respective Eurodollar Lending Offices) with any request or directive (whether or not having the force of law) of any such authority, central bank or comparable agency shall impose, modify or deem applicable any reserve (including, without limitation, any imposed by the Board of Governors of the Federal Reserve System), special deposit or similar requirement (except any such reserve requirement reflected in the Adjusted LIBOR Rate) against assets of, deposits with or for the account of, or credit extended by, any of the Lenders (or any of their respective Eurodollar Lending Offices) or shall impose on any of the Lenders (or any of their respective Eurodollar Lending Offices) or the foreign exchange and interbank markets any other condition affecting any Borrowing and the result of any of the foregoing matters is to increase the costs to any of the Lenders of maintaining any part of the Obligations hereunder as a Borrowing which bears interest at or by reference to the LIBOR Rate to reduce the amount of any sum received or receivable by any of the Lenders under this Agreement in respect of a Borrowing which bears interest at or by reference to the LIBOR Rate, then such Lender shall promptly notify the Administrative Agent, and the Administrative Agent shall promptly notify the Borrower of such fact and demand compensation therefor and, within ten (10) Business Days after such notice, the Borrower agrees to pay to such Lender or Lenders such additional amount or amounts as will compensate such Lender or Lenders for such increased cost or reduction, provided that each Lender agrees to take any reasonable action, to the extent such action could be taken without cost or administrative or other burden or restriction to such Lender, to mitigate or eliminate such cost or reduction, within a reasonable time after becoming aware of the foregoing matters. The Administrative Agent will promptly notify the Borrower of any event of which it has knowledge which will entitle Lenders to compensation pursuant to this Section, or which will cause the Borrower to incur additional liability under Section 6.03 hereof, provided that the Administrative Agent shall incur no liability whatsoever to Lenders or the Borrower in the event it fails to do so. A certificate of the Administrative Agent (or such Lender, if applicable) setting forth the basis for determining such additional amount or amounts necessary to compensate such Lender or Lenders shall accompany such demand and shall be conclusively presumed to be correct absent manifest error. Notwithstanding anything herein to the contrary, (x) the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act and all requests, rules, guidelines or directives thereunder or issued in connection therewith and (y) all requests, rules, guidelines or directives promulgated by the Bank for International Settlements, the Basel Committee on banking Supervision (or any successor or similar authority) or the United States or foreign regulatory authorities, in each case pursuant to Basel III, shall in each case be deemed to be a change in law regardless of the date enacted, adopted or issued.

Increased Cost of Advances Carried at the LIBOR Rate. If, after the date of this Agreement, the adoption or introduction of, or any change in, any applicable law, rule or regulation or Change in the interpretation or administration thereof by any Governmental Authority, central bank or comparable agency charged with the interpretation or administration thereof, or compliance by any of the Lenders (or any of their respective Eurodollar Lending Offices) with any request or directive (whether or not having the force of law) of any such authority, central bank or comparable agency Law shall impose, modify or deem applicable any reserve (including, without limitation, any imposed by the Board of Governors of the Federal Reserve System), special deposit or similar requirement (except any such reserve requirement reflected in the Adjusted LIBOR Rate) against assets of, deposits with or for the account of, or credit extended by, any of the Lenders Banks (or any of their respective Eurodollar Lending Offices) or shall impose on any of the Lenders Banks (or any of their respective Eurodollar Lending Offices) or the foreign exchange and interbank markets any other condition affecting any Borrowing Advance or any of the Notes) and the result of any of the foregoing matters is to increase the costs to any of the Lenders Banks of maintaining any part of the Obligations Indebtedness hereunder as a Borrowing an Advance which bears interest at or by reference to the LIBOR Rate to reduce the amount of any sum received or receivable by any of the Lenders Banks under this Agreement in respect of a Borrowing an Advance or under the Notes which bears interest at or by reference to the LIBOR Rate, then such Lender Bank shall promptly notify Agent (or, in the Administrative case of a Swing Line Advance, shall notify Company directly, with a copy of such notice to Agent), and the Administrative Agent (or such Bank as aforesaid) shall promptly notify the Borrower Company of such fact and demand compensation therefor and, within ten fifteen (1015) Business Days after such notice, the Borrower Company agrees to pay to such Lender Bank or Lenders Banks such additional amount or amounts as will compensate such Lender Bank or Lenders Banks for such increased cost or reduction, provided that each Lender agrees to take any reasonable action, to the extent such action could be taken without cost or administrative or other burden or restriction to such Lender, to mitigate or eliminate such cost or reduction, within a reasonable time after becoming aware of the foregoing mattersreduction . The Administrative Agent will promptly notify the Borrower Company of any event of which it has knowledge which will entitle Lenders Banks to compensation pursuant to this Section, or which will cause the Borrower Company to incur additional liability under Section 6.03 Sections 11.1 and 11.6 hereof, provided that the Administrative Agent shall incur no liability whatsoever to Lenders the Banks or the Borrower Company in the event it fails to do so. A certificate of the Administrative Agent (or such LenderBank, if applicable) setting forth the basis for determining such additional amount or amounts necessary to compensate such Lender Bank or Lenders Banks shall accompany such demand and shall be conclusively presumed to be correct absent save for manifest error. Notwithstanding anything herein to the contrary, (x) the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act and all requests, rules, guidelines or directives thereunder or issued in connection therewith and (y) all requests, rules, guidelines or directives promulgated by the Bank for International Settlements, the Basel Committee on banking Supervision (or any successor or similar authority) or the United States or foreign regulatory authorities, in each case pursuant to Basel III, shall in each case be deemed to be a change in law regardless of the date enacted, adopted or issued.

Increased Cost of Advances Carried at the LIBOR Rate. If, after the date of this Agreement, the adoption or introduction of, or any change in, any applicable law, rule or regulation or Change in the interpretation or administration thereof by any Governmental Authority, central bank or comparable agency charged with the interpretation or administration thereof, or compliance by any of the Lenders (or any of their respective Eurodollar Lending Offices) with any request or directive (whether or not having the force of law) of any such authority, central bank or comparable agency Law shall impose, modify or deem applicable any reserve (including, without limitation, any imposed by the Board of Governors of the Federal Reserve System), but excluding any reserves described in Section 11.7 or any reserve reflected in the Daily Adjusting LIBOR Rate or the Eurodollar-based Rate) special deposit or similar requirement (except any such reserve requirement reflected in the Adjusted LIBOR Rate) against assets of, deposits with or for the account of, or credit extended by, any of the Lenders Banks (or any of their respective Eurodollar Lending Offices) or shall impose on any of the Lenders Banks (or any of their respective Eurodollar Lending Offices) or the foreign exchange and interbank markets any other condition affecting any Borrowing Advance or any of the Notes) and the result of any of the foregoing matters is to increase the costs (other than costs attributable to taxes) to any of the Lenders Banks of maintaining any part of the Obligations Indebtedness hereunder as a Borrowing an Advance which bears interest at or by reference to the LIBOR Rate to reduce the amount of any sum received or receivable by any of the Lenders Banks under this Agreement in respect of a Borrowing an Advance or under the Notes which bears interest at or by reference to the LIBOR Rate, then such Lender Bank shall promptly notify Agent (or, in the Administrative case of a Swing Line Advance, shall notify Company directly, with a copy of such notice to Agent), and the Administrative Agent (or such Bank as aforesaid) shall promptly notify the Borrower Company of such fact and demand compensation therefor and, within ten fifteen (1015) Business Days after such notice, the Borrower Company agrees to pay to such Lender Bank or Lenders Detroit_0000000_18_ Banks such additional amount or amounts as will compensate such Lender Bank or Lenders Banks for such increased cost or reduction, provided that each Lender agrees to take any reasonable action, to the extent such action could be taken without cost or administrative or other burden or restriction to such Lender, to mitigate or eliminate such cost or reduction, within a reasonable time after becoming aware of the foregoing matters. The Administrative Agent will promptly notify the Borrower Company of any event of which it has knowledge which will entitle Lenders Banks to compensation pursuant to this Section, or which will cause the Borrower Company to incur additional liability under Section 6.03 Sections 11.1 and 11.7 hereof, provided that the Administrative Agent shall incur no liability whatsoever to Lenders the Banks or the Borrower Company in the event it fails to do so. A certificate of the Administrative Agent (or such LenderBank, if applicable) setting forth the basis for determining such additional amount or amounts necessary to compensate such Lender Bank or Lenders Banks, the methodology for each calculation and the calculations thereof in reasonable detail, which certificate shall be prepared in good faith and shall accompany such demand and shall be conclusively presumed to be correct absent save for manifest error. Notwithstanding anything herein to the contrarycontrary herein, (x) the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act and all requests, rules, guidelines or directives thereunder or issued in connection therewith and (y) all requests, rules, guidelines or directives promulgated by the Company shall not be required to compensate any Bank for International Settlements, the Basel Committee on banking Supervision any increased costs incurred or reductions suffered more than one hundred and eighty (or any successor or similar authority180) or the United States or foreign regulatory authorities, in each case pursuant days prior to Basel III, shall in each case be deemed to be a change in law regardless of the date enactedthat such Bank or Issuing Bank notifies the Company that it is claiming compensation hereunder based on a Change in Law (except that, adopted or issuedif the Change in Law giving rise to such claim for compensation is retroactive, then the one hundred and eighty (180) day period referred to above shall be extended to include the period of retroactive effect thereof).

Increased Cost of Advances Carried at the LIBOR Rate. If, after the date of this Agreement, the adoption or introduction of, or any change in, any applicable law, rule or regulation or Change in the interpretation or administration thereof by any Governmental Authority, central bank or comparable agency charged with the interpretation or administration thereof, or compliance by any of the Lenders (or any of their respective Eurodollar Lending Offices) with any request or directive (whether or not having the force of law) of any such authority, central bank or comparable agency Law shall impose, modify or deem applicable any reserve (including, without limitation, any imposed by the Board of Governors of the Federal Reserve System, but excluding any reserves described in Section 11.7 or any reserve reflected in the Daily Adjusting LIBOR Rate or the Eurodollar-based Rate), special deposit deposit, liquidity or similar requirement (except any such reserve requirement reflected in the Adjusted LIBOR Rate) against assets of, deposits with or for the account of, or credit extended by, any of the Lenders Banks (or any of their respective Eurodollar Lending Offices) or shall impose on any of the Lenders Banks (or any of their respective Eurodollar Lending Offices) or the foreign exchange and interbank markets any other condition affecting any Borrowing Advance or any of the Notes) and the result of any of the foregoing matters is to increase the costs (other than costs attributable to taxes) to any of the Lenders Banks of maintaining any part of the Obligations Indebtedness hereunder as a Borrowing an Advance which bears interest at or by reference to the LIBOR Rate to reduce the amount of any sum received or receivable by any of the Lenders Banks under this Agreement in respect of a Borrowing an Advance or under the Notes which bears interest at or by reference to the LIBOR Rate, then such Lender Bank shall promptly notify Agent (or, in the Administrative case of a Swing Line Advance, shall notify Company directly, with a copy of such notice to Agent), and the Administrative Agent (or such Bank as aforesaid) shall promptly notify the Borrower Company of such fact and demand compensation therefor and, within ten fifteen (1015) Business Days after such notice, the Borrower Company agrees to pay to such Lender Bank or Lenders Banks such additional amount or amounts as will compensate such Lender Bank or Lenders Banks for such increased cost or reduction, provided that each Lender agrees to take any reasonable action, to the extent such action could be taken without cost or administrative or other burden or restriction to such Lender, to mitigate or eliminate such cost or reduction, within a reasonable time after becoming aware of the foregoing matters. The Administrative Agent will promptly notify the Borrower Company of any event of which it has knowledge which will entitle Lenders Banks to compensation pursuant to this Section, or which will cause the Borrower Company to incur additional liability under Section 6.03 Sections 11.1 and 11.7 hereof, provided that the Administrative Agent shall incur no liability whatsoever to Lenders the Banks or the Borrower Company in the event it fails to do so. A certificate of the Administrative Agent (or such LenderBank, if applicable) setting forth the basis for determining such additional amount or amounts necessary to compensate such Lender Bank or Lenders Banks, the methodology for each calculation and the calculations thereof in reasonable detail, which certificate shall be prepared in good faith and shall accompany such demand and shall be conclusively presumed to be correct absent save for manifest error. Notwithstanding anything herein to the contrarycontrary herein, (x) the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act and all requests, rules, guidelines or directives thereunder or issued in connection therewith and (y) all requests, rules, guidelines or directives promulgated by the Company shall not be required to compensate any Bank for International Settlements, the Basel Committee on banking Supervision any increased costs incurred or reductions suffered more than one hundred and eighty (or any successor or similar authority180) or the United States or foreign regulatory authorities, in each case pursuant days prior to Basel III, shall in each case be deemed to be a change in law regardless of the date enactedthat such Bank or Issuing Bank notifies the Company that it is claiming compensation hereunder based on a Change in Law (except that, adopted or issuedif the Change in Law giving rise to such claim for 102 compensation is retroactive, then the one hundred and eighty (180) day period referred to above shall be extended to include the period of retroactive effect thereof).