Increased Costs and Reduction of Return. (a) If any Term Lender shall have determined that: (i) the introduction of any Capital Adequacy Regulation; (ii) any change in any Capital Adequacy Regulation; (iii) any change in the interpretation or administration of any Capital Adequacy Regulation by any central bank or other Governmental Authority charged with the interpretation or administration thereof; or (iv) compliance by such Term Lender (or its Lending Office) or any entity controlling the Term Lender, with any Capital Adequacy Regulation; affects the amount of capital required or expected to be maintained by such Term Lender or any entity controlling such Term Lender and (taking into consideration such Term Lender’s or such entities’ policies with respect to capital adequacy and such Term Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its loans, credits or obligations under this Agreement, then, within ten (10) days of demand of such Term Lender (with a copy to the Term Agent), the Borrowers shall pay to such Term Lender, from time to time as specified by such Term Lender, additional amounts sufficient to compensate such Term Lender (or the entity controlling the Term Lender) for such increase. (b) Notwithstanding anything herein to the contrary, (x) the Dxxx-Fxxxx 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 a Requirement of Law under subsection (a) above and/or a change in a Capital Adequacy Regulation under subsection (a) above, as applicable, regardless of the date enacted, adopted or issued.
Appears in 1 contract
Increased Costs and Reduction of Return. (a) If any Term Lender shall have determined that:
determines that due to any of (i) the introduction of or any change in the interpretation of any law or regulation (including any law or regulation relating to Taxes (other than (A) Indemnified Taxes and (B) Excluded Taxes)), (ii) the compliance by that Lender with any guideline or request from any central bank or other Governmental Authority (whether or not having the force of law), in each case of clauses (i) and (ii), after the later of the Agreement Date or the date such Lender became a party to this Agreement, (iii) compliance by that Lender with the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act or any request, rule, guideline or directive thereunder or issued in connection therewith (whether or not having the force of law), regardless of the date enacted, adopted or issued, or (iv) the compliance by that Lender with any requests, rules, guidelines or directives promulgated by Bank for International Settlements, the Basel Committee on Banking Supervision (or any successor or similar authority) or United States regulatory authorities, in each case pursuant to Basel III, regardless of the date enacted, adopted or issued, there shall be any increase in the cost to such Lender of agreeing to make or making, funding or maintaining any LIBOR Term Loans, then, subject to clause (c) of this Section 5.3, the Borrower shall be liable for, and shall from time to time, upon demand (with a copy of such demand to be sent to the Agent), pay to the Agent for the account of such Lender, additional amounts as are sufficient to compensate such Lender for such increased costs.
(b) If any Lender shall have determined that (i) the introduction of or compliance with any Capital Adequacy Regulation;
, (ii) any change in any Capital Adequacy Regulation;
, (iii) any change in the interpretation or administration of any Capital Adequacy Regulation by any central bank or other Governmental Authority charged with the interpretation or administration thereof; or
, in each case of clauses (i) through (iii), after the later of the Agreement Date or the date such Lender became a party to this Agreement, (iv) compliance by such Term that Lender with the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act or any request, rule, guideline or directive thereunder or issued in connection therewith (whether or not having the force of law), regardless of the date enacted, adopted or issued, or (v) any requests, rules, guidelines or directives promulgated by Bank of America for International Settlements, the Basel Committee on Banking Supervision (or its Lending Officeany successor or similar authority) or any entity controlling United States regulatory authorities, in each case pursuant to Basel III, regardless of the Term Lenderdate enacted, with any Capital Adequacy Regulation; adopted or issued affects or would affect the amount of capital required or expected to be maintained by such Term Lender or any corporation or other entity controlling such Term Lender and (taking into consideration such Term Lender’s or such entities’ corporation’s or other entity’s policies with respect to capital adequacy and such Term Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its loansCommitments, credits Term Loans or obligations Obligations under this Agreement, then, within ten (10) days of upon demand of such Term Lender (with a copy to the Term Borrower through the Agent), subject to clause (c) of this Section 5.3, the Borrowers Borrower shall pay to such Term Lender, from time to time as specified by such Term Lender, additional amounts sufficient to compensate such Term Lender (or the entity controlling the Term Lender) for such increase.
(bc) Notwithstanding anything herein Failure or delay on the part of any Lender to demand compensation pursuant to the contraryforegoing provisions of this Section 5.3 shall not constitute a waiver of such Lender’s right to demand such compensation. Notwithstanding any other provision herein, (x) the Dxxx-Fxxxx 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 no Lender shall demand compensation pursuant to Basel IIIthis Section 5.3 if it shall not at the time be the general policy or practice of such Lender to demand such compensation in similar circumstances under comparable provisions of other credit agreements, shall in each case be deemed if any (and such Lender so certifies to be a change in a Requirement of Law under subsection (a) above and/or a change in a Capital Adequacy Regulation under subsection (a) above, as applicable, regardless of the date enacted, adopted or issuedBorrower).
Appears in 1 contract
Samples: Credit and Guaranty Agreement (United Rentals North America Inc)
Increased Costs and Reduction of Return. (a) If any Term Lender or L/C Issuer shall determine (in good faith, but in its sole and absolute discretion) that, due to either (i) the introduction of, or any change in, or in the interpretation of, any law or regulation or (ii) the compliance with any guideline or request from any central bank or other Governmental Authority (whether or not having the force of law), in the case of either clause (i) or (ii) subsequent to the date hereof, there shall be any increase in the cost to such Lender or L/C Issuer of agreeing to make or making, funding or maintaining any LIBOR Rate Loans or of issuing or maintain any Letter of Credit, then the Borrower shall be liable for, and shall from time to time, within thirty (30) days of demand therefor by such Lender or L/C Issuer (with a copy of such demand to the Agent), pay to the Agent for the account of such Lender or L/C Issuer, additional amounts as are sufficient to compensate such Lender or L/C Issuer for such increased costs; provided, that the Borrower shall not be required to compensate any Lender or L/C Issuer pursuant to this Section 10.3 for any increased costs incurred more than one hundred eighty (180) days prior to the date that such Lender or L/C Issuer notifies the Borrower, in writing of the increased costs and of such Lender's or L/C Issuer's intention to claim compensation thereof; provided, further, that if the circumstance giving rise to such increased costs is retroactive, then the one hundred eighty (180) day period referred to above shall be extended to include the period of retroactive effect thereof.
(b) If any Lender or L/C Issuer shall have determined (in good faith, but in its sole and absolute discretion) that:
(i) the introduction of any Capital Adequacy Regulation;
(ii) any change in any Capital Adequacy Regulation;
(iii) any change in the interpretation or administration of any Capital Adequacy Regulation by any central bank or other Governmental Authority charged with the interpretation or administration thereof; or
(iv) compliance by such Term Lender or L/C Issuer (or its Lending Office) or any entity controlling the Term LenderLender or L/C Issuer, with any Capital Adequacy Regulation; affects the amount of capital required or expected to be maintained by such Term Lender or L/C Issuer or any entity controlling such Term Lender or L/C Issuer and (taking into consideration such Term Lender’s 's or such entities’ ' policies with respect to capital adequacy and such Term Lender’s 's or L/C Issuer's desired return on capital) determines that the amount of such capital is increased as a consequence of its Revolving Loan Commitment(s), loans, credits or obligations under this Agreement, then, within ten thirty (1030) days of demand of such Term Lender or L/C Issuer (with a copy to the Term Agent), the Borrowers Borrower shall pay to such Term LenderLender or L/C Issuer, from time to time as specified by such Term LenderLender or L/C Issuer, additional amounts sufficient to compensate such Term Lender or L/C Issuer (or the entity controlling the Term LenderLender or L/C Issuer) for such increase.
; provided, that the Borrower shall not be required to compensate any Lender or L/C Issuer pursuant to this Section for any amounts incurred more than one hundred eighty (b180) Notwithstanding anything herein days prior to the contrary, (x) date that such Lender or L/C Issuer notifies the Dxxx-Fxxxx 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 authoritiesBorrower, in each case pursuant to Basel III, shall in each case be deemed to be a change in a Requirement of Law under subsection (a) above and/or a change in a Capital Adequacy Regulation under subsection (a) above, as applicable, regardless writing of the date enactedamounts and of such Lender's or L/C Issuer's intention to claim compensation thereof; provided, adopted or issuedfurther, that if the event giving rise to such increase is retroactive, then the one hundred eighty (180) day period referred to above shall be extended to include the period of retroactive effect thereof.
Appears in 1 contract
Samples: Credit Agreement (Banctec Inc)
Increased Costs and Reduction of Return. (a) If any Term Lender shall have determined reasonably and in good faith determines that:
, due to either (i) the introduction of or any Capital Adequacy Regulation;
change in or in the interpretation of any law or regulation or (ii) the compliance by that Lender with any change in guideline promulgated by or any Capital Adequacy Regulation;
(iii) any change in the interpretation or administration of any Capital Adequacy Regulation by request from any central bank or other Governmental Authority charged with (whether or not having the interpretation or administration thereof; or
force of law) in each case after the Restatement Effective Date, there shall be any increase in the cost including Taxes (ivother than (i) compliance by such Term Lender (or its Lending Office) or any entity controlling the Term Lender, with any Capital Adequacy Regulation; affects the amount of capital required or expected to be maintained by such Term Lender or any entity controlling such Term Lender Excluded Taxes and (taking into consideration such Term Lender’s or such entities’ policies with respect to capital adequacy and such Term Lender’s desired return on capitalii) determines Indemnified Taxes that the amount of such capital is increased as a consequence of its loans, credits or obligations under this Agreement, then, within ten (10are covered by Section 3.01) days of demand of such Term Lender (with a copy to the Term Agent), the Borrowers shall pay to such Lender of agreeing to make or making, funding or maintaining any Adjusted Term LenderSOFR Rate Loans, then the Company shall be liable for, and shall from time to time as specified by time, promptly upon demand, pay to the Agent for the account of such Term Lender, additional amounts as are sufficient to compensate such Term Lender (or the entity controlling the Term Lender) for such increase.
increased costs; provided that such Lender shall only be entitled to seek such additional amounts if such Lender is generally seeking the payment of similar additional amounts from similarly situated borrowers to whom it has extended credit (b) as certified by such Lender in the written demand required under this Section 3.03(a)). Notwithstanding anything herein to the contrary, (x) the DxxxXxxx-Fxxxx Xxxxx Xxxx Street Reform and Consumer Protection Act and all rules, regulations, orders, requests, rules, guidelines or directives thereunder or issued in connection therewith 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 have been adopted and to have taken effect after the date hereof.
(b) If any Lender reasonably and in good faith shall have determined that (i) the introduction of any Capital Adequacy Regulation, (ii) any change in a Requirement of Law under subsection any Capital Adequacy Regulation, (aiii) above and/or a any change in a the interpretation or administration of any Capital Adequacy Regulation by any central bank or other Governmental Authority charged with the interpretation or administration thereof, or (iv) compliance by the Lender (or its Lending Office) or any corporation controlling the Lender with any Capital Adequacy Regulation, in each case after the Restatement Effective Date, affects or would affect the amount of capital or liquidity required or expected to be maintained by the Lender or any corporation controlling the Lender and (taking into consideration such Lender’s or such corporation’s policies with respect to capital adequacy and liquidity, and such Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its Commitment, Loans, credits or obligations under subsection this Agreement, then, thirty (a30) abovedays after written demand by such Lender to the Company through the Agent, the Company shall pay to the Lender, from time to time as applicablespecified by the Lender, regardless additional amounts sufficient to compensate the Lender for such increase; provided that such Lender shall only be entitled to seek such additional amounts if such Lender is generally seeking the payment of similar additional amounts from similarly situated borrowers to whom it has extended credit (as certified by such Lender in the written demand required under this Section 3.03(b)); provided, further, that the Company shall not be required to compensate a Lender for any such increases in capital for any period more than 270 days prior to the date enactedsuch Lender delivers such demand; provided, adopted or issuedfurther, that if the circumstances giving rise to such claim have a retroactive effect, then such 270-day period shall be extended to include the period of such retroactive effect.
Appears in 1 contract
Increased Costs and Reduction of Return. (a) If any Term Lender shall have determined that:
or Letter of Credit Issuer determines that due to any of (i) the introduction of or any change in the interpretation of any law or regulation (including any law or regulation relating to Taxes (other than (x) Indemnified Taxes and (y) Excluded Taxes)), (ii) the compliance by that Lender or Letter of Credit Issuer with any guideline or request from any central bank or other Governmental Authority (whether or not having the force of law), in each case of clauses (i) and (ii), after the later of the Agreement Date or the date such Lender or Letter of Credit Issuer became a party to this Agreement, (iii) compliance by that Lender or Letter of Credit Issuer with the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act or any request, rule, guideline or directive thereunder or issued in connection therewith (whether or not having the force of law), regardless of the date enacted, adopted or issued, or (iv) the compliance by that Lender or Letter of Credit Issuer with any 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 United States regulatory authorities, in each case pursuant to Basel III, regardless of the date enacted, adopted or issued, there shall be any increase in the cost to such Lender of agreeing to make or making, funding or maintaining any Term SOFR Loans, Daily One Month SOFR Loans or BA Equivalent, Term XXXXX Loans or Daily Simple XXXXX Loans, then, subject to clause (c) of this Section 5.3, the Borrowers shall be liable for, and shall from time to time, upon demand (with a copy of such demand to be sent to the Agent), pay to the Agent for the account of such Lender or Letter of Credit Issuer, additional amounts as are sufficient to compensate such Lender for such increased costs.
(b) If any Lender or Letter of Credit Issuer shall have determined that (i) the introduction of or compliance with any Capital Adequacy Regulation;
, (ii) any change in any Capital Adequacy Regulation;
, (iii) any change in the interpretation or administration of any Capital Adequacy Regulation by any central bank or other Governmental Authority charged with the interpretation or administration thereof; or
, in each case of clauses (i) through (iii), after the later of the Agreement Date or the date such Lender or Letter of Credit Issuer became a party to this Agreement, (iv) compliance by such Term that Lender (or its Lending Office) or any entity controlling with the Term Lender, with any Capital Adequacy Regulation; affects the amount of capital required or expected to be maintained by such Term Lender or any entity controlling such Term Lender and (taking into consideration such Term Lender’s or such entities’ policies with respect to capital adequacy and such Term Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its loans, credits or obligations under this Agreement, then, within ten (10) days of demand of such Term Lender (with a copy to the Term Agent), the Borrowers shall pay to such Term Lender, from time to time as specified by such Term Lender, additional amounts sufficient to compensate such Term Lender (or the entity controlling the Term Lender) for such increase.
(b) Notwithstanding anything herein to the contrary, (x) the DxxxXxxx-Fxxxx Xxxxx Xxxx Street Reform and Consumer Protection Act and all requestsor any request, rulesrule, guidelines guideline or directives directive thereunder or issued in connection therewith and (ywhether or not having the force of law), regardless of the date enacted, adopted or issued, or (v) all any 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 a Requirement of Law under subsection (a) above and/or a change in a Capital Adequacy Regulation under subsection (a) above, as applicable, regardless of the date enacted, adopted or issuedissued affects or would affect the amount of capital required or expected to be maintained by such Lender or any corporation or other entity controlling such Lender or Letter of Credit Issuer and (taking into consideration such Lender’s, Letter of Credit Issuer’s or such corporation’s or other entity’s policies with respect to capital adequacy and such Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its Commitments, loans, credits or obligations under this Agreement, then, upon demand of such Lender or Letter of Credit Issuer to the Borrowers’ Agent through the Agent, subject to clause (c) of this Section 5.3, the Borrowers shall pay to such Lender or Letter of Credit Issuer, from time to time as specified by such Lender or Letter of Credit Issuer, additional amounts sufficient to compensate such Lender or Letter of Credit Issuer for such increase.
(c) Failure or delay on the part of any Lender or Letter of Credit Issuer to demand compensation pursuant to the foregoing provisions of this Section 5.3 shall not constitute a waiver of such Lender’s or Letter of Credit Issuer’s right to demand such compensation. Notwithstanding any other provision herein, no Lender or Letter of Credit Issuer shall demand compensation pursuant to this Section 5.3 if it shall not at the time be the general policy or practice of such Lender to demand such compensation in similar circumstances under comparable provisions of other credit agreements, if any (and such Lender or Letter of Credit Issuer so certifies to the Borrowers).
Appears in 1 contract
Samples: Credit Agreement (Herc Holdings Inc)
Increased Costs and Reduction of Return. (a) If any Term Lender shall have determined reasonably and in good faith determines that:
, due to either (i) the introduction of or any Capital Adequacy Regulation;
change in or in the interpretation of any law or regulation or (ii) the compliance by that Lender with any change in guideline promulgated by or any Capital Adequacy Regulation;
(iii) any change in the interpretation or administration of any Capital Adequacy Regulation by request from any central bank or other Governmental Authority charged with (whether or not having the interpretation or administration thereof; or
force of law) in each case after the Closing Date, there shall be any increase in the cost including Taxes (ivother than (i) compliance by such Term Lender (or its Lending Office) or any entity controlling the Term Lender, with any Capital Adequacy Regulation; affects the amount of capital required or expected to be maintained by such Term Lender or any entity controlling such Term Lender Excluded Taxes and (taking into consideration such Term Lender’s or such entities’ policies with respect to capital adequacy and such Term Lender’s desired return on capitalii) determines Indemnified Taxes that the amount of such capital is increased as a consequence of its loans, credits or obligations under this Agreement, then, within ten (10are covered by Section 3.01) days of demand of such Term Lender (with a copy to the Term Agent), the Borrowers shall pay to such Term LenderLender of agreeing to make or making, funding or maintaining any Eurodollar Rate Loans, then the Company shall be liable for, and shall from time to time as specified by time, promptly upon demand, pay to the Agent for the account of such Term Lender, additional amounts as are sufficient to compensate such Term Lender (or the entity controlling the Term Lender) for such increase.
increased costs; provided that such Lender shall only be entitled to seek such additional amounts if such Lender is generally seeking the payment of similar additional amounts from similarly situated borrowers to whom it has extended credit (b) as certified by such Lender in the written demand required under this Section 3.03(a)). Notwithstanding anything herein to the contrary, (x) the DxxxXxxx-Fxxxx Xxxxx Xxxx Street Reform and Consumer Protection Act and all rules, regulations, orders, requests, rules, guidelines or directives thereunder or issued in connection therewith 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 have been adopted and to have taken effect after the date hereof.
(b) If any Lender reasonably and in good faith shall have determined that (i) the introduction of any Capital Adequacy Regulation, (ii) any change in a Requirement of Law under subsection any Capital Adequacy Regulation, (aiii) above and/or a any change in a the interpretation or administration of any Capital Adequacy Regulation by any central bank or other Governmental Authority charged with the interpretation or administration thereof, or (iv) compliance by the Lender (or its Lending Office) or any corporation controlling the Lender with any Capital Adequacy Regulation, in each case after the Closing Date, affects or would affect the amount of capital or liquidity required or expected to be maintained by the Lender or any corporation controlling the Lender and (taking into consideration such Lender’s or such corporation’s policies with respect to capital adequacy and liquidity, and such Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its Commitment, Loans, credits or obligations under subsection this Agreement, then, thirty (a30) abovedays after written demand by such Lender to the Company through the Agent, the Company shall pay to the Lender, from time to time as applicablespecified by the Lender, regardless additional amounts sufficient to compensate the Lender for such increase; provided that such Lender shall only be entitled to seek such additional amounts if such Lender is generally seeking the payment of similar additional amounts from similarly situated borrowers to whom it has extended credit (as certified by such Lender in the written demand required under this Section 3.03(b)); provided, further, that the Company shall not be required to compensate a Lender for any such increases in capital for any period more than 270 days prior to the date enactedsuch Lender delivers such demand; provided, adopted or issuedfurther, that if the circumstances giving rise to such claim have a retroactive effect, then such 270-day period shall be extended to include the period of such retroactive effect.
Appears in 1 contract
Increased Costs and Reduction of Return. (a) If any Term Lender shall have determined reasonably and in good faith determines that:
, due to either (i) the introduction of or any Capital Adequacy Regulation;
change in or in the interpretation of any law or regulation or (ii) the compliance by that Lender with any change in any Capital Adequacy Regulation;
(iii) any change in the interpretation guideline or administration of any Capital Adequacy Regulation by request from any central bank or other Governmental Authority charged with (whether or not having the interpretation or administration thereof; or
force of law), in each case after the Closing Date, there shall be any increase in the cost including Taxes (ivother than (i) compliance by such Term Lender (or its Lending Office) or any entity controlling the Term Lender, with any Capital Adequacy Regulation; affects the amount of capital required or expected to be maintained by such Term Lender or any entity controlling such Term Lender Excluded Taxes and (taking into consideration ii) Indemnified Taxes and Other Taxes that are covered by Section 3.01) to such Term Lender’s Lender of agreeing to make or such entities’ policies with respect making, funding or maintaining any Eurodollar Rate Loans, then the Borrower shall be liable for, and shall from time to capital adequacy and such Term Lender’s desired return time, on capital) determines or before the date that the amount of such capital is increased as a consequence of its loans, credits or obligations under this Agreement, then, within ten thirty (1030) days of after written demand of such Term Lender (with a copy of such demand to be sent to the Term Agent), the Borrowers shall pay to the Agent for the account of such Term Lender, from time to time as specified by such Term Lender, additional amounts as are sufficient to compensate such Term Lender (or the entity controlling the Term Lender) for such increase.
increased costs; provided that such Lender shall only be entitled to seek such additional amounts if such Lender is generally seeking the payment of similar additional amounts from similarly situated borrowers in comparable credit facilities (b) Notwithstanding as certified by such Lender in the certificate delivered under Section 3.06); provided, further, that the Borrower shall not be required to compensate a Lender for any such increases in capital for any period more than 180 days prior to the date such Lender delivers such demand; provided, further that notwithstanding anything herein to the contrary, (x) the DxxxXxxx-Fxxxx 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 a Requirement of Law the law under subsection clause (a) above and/or a change in a Capital Adequacy Regulation under subsection (aa)(i) above, as applicable, regardless of the date enacted, adopted or issued.
(b) If any Lender reasonably and in good faith shall have determined that (i) the introduction of any Capital Adequacy Regulation, (ii) any change in any Capital Adequacy Regulation, (iii) any change in the interpretation or administration of any Capital Adequacy Regulation by any central bank or other Governmental Authority charged with the interpretation or administration thereof, or (iv) compliance by the Lender (or its Lending Office) or any corporation controlling the Lender with any Capital Adequacy Regulation, in each case after the Closing Date, affects or would affect the amount of capital required or expected to be maintained by the Lender or any corporation controlling the Lender and (taking into consideration such Lender’s or such corporation’s policies with respect to capital adequacy and such Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its Commitment or Loans under this Agreement, then, on or before the date that is thirty (30) days after written demand by such Lender to the Borrower through the Agent, the Borrower shall pay to the Lender, from time to time as specified by the Lender, additional amounts sufficient to compensate the Lender for such increase; provided that such Lender shall only be entitled to seek such additional amounts if such Lender is generally seeking the payment of similar additional amounts from similarly situated borrowers in comparable credit facilities (as certified by such Lender in the certificate delivered under Section 3.06); provided, further, that the Borrower shall not be required to compensate a Lender for any such increases in capital for any period more than 180 days prior to the date such Lender delivers such demand.
Appears in 1 contract
Increased Costs and Reduction of Return. (a) If any Term Lender shall have determined that:
determines that due to any of (i) the introduction of or any change in the interpretation of any law or regulation (including any law or regulation relating to Taxes (other than (A) Indemnified Taxes and (B) Excluded Taxes)), (ii) the compliance by that Lender with any guideline or request from any central bank or other Governmental Authority (whether or not having the force of law), in each case of clauses (i) and (ii), after the later of the Agreement Date or the date such Lender became a party to this Agreement, (iii) compliance by that Lender with the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act or any request, rule, guideline or directive thereunder or issued in connection therewith (whether or not having the force of law), regardless of the date enacted, adopted or issued, or (iv) the compliance by that Lender with any requests, rules, guidelines or directives promulgated by Bank for International Settlements, the Basel Committee on Banking Supervision (or any successor or similar authority) or United States regulatory authorities, in each case pursuant to Basel III, regardless of the date enacted, adopted or issued, there shall be any increase in the cost to such Lender of agreeing to make or making, funding or maintaining any LIBORTerm SOFR Term Loans, then, subject to clause (c) of this Section 5.3, the Borrower shall be liable for, and shall from time to time, upon demand (with a copy of such demand to be sent to the Agent), pay to the Agent for the account of such Lender, additional amounts as are sufficient to compensate such Lender for such increased costs.
(b) If any Lender shall have determined that (i) the introduction of or compliance with any Capital Adequacy Regulation;
, (ii) any change in any Capital Adequacy Regulation;
, (iii) any change in the interpretation or administration of any Capital Adequacy Regulation by any central bank or other Governmental Authority charged with the interpretation or administration thereof; or
, in each case of clauses (i) through (iii), after the later of the Agreement Date or the date such Lender became a party to this Agreement, (iv) compliance by such Term that Lender with the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act or any request, rule, guideline or directive thereunder or issued in connection therewith (whether or not having the force of law), regardless of the date enacted, adopted or issued, or (v) any requests, rules, guidelines or directives promulgated by Bank of America for International Settlements, the Basel Committee on Banking Supervision (or its Lending Officeany successor or similar authority) or any entity controlling United States regulatory authorities, in each case pursuant to Basel III, regardless of the Term Lenderdate enacted, with any Capital Adequacy Regulation; adopted or issued affects or would affect the amount of capital required or expected to be maintained by such Term Lender or any corporation or other entity controlling such Term Lender and (taking into consideration such Term Lender’s or such entities’ corporation’s or other entity’s policies with respect to capital adequacy and such Term Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its loansCommitments, credits Term Loans or obligations Obligations under this Agreement, then, within ten (10) days of upon demand of such Term Lender (with a copy to the Term Borrower through the Agent), subject to clause (c) of this Section 5.3, the Borrowers Borrower shall pay to such Term Lender, from time to time as specified by such Term Lender, additional amounts sufficient to compensate such Term Lender (or the entity controlling the Term Lender) for such increase.
(bc) Notwithstanding anything herein Failure or delay on the part of any Lender to demand compensation pursuant to the contraryforegoing provisions of this Section 5.3 shall not constitute a waiver of such Lender’s right to demand such compensation. Notwithstanding any other provision herein, (x) the Dxxx-Fxxxx 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 no Lender shall demand compensation pursuant to Basel IIIthis Section 5.3 if it shall not at the time be the general policy or practice of such Lender to demand such compensation in similar circumstances under comparable provisions of other credit agreements, shall in each case be deemed if any (and such Lender so certifies to be a change in a Requirement of Law under subsection (a) above and/or a change in a Capital Adequacy Regulation under subsection (a) above, as applicable, regardless of the date enacted, adopted or issuedBorrower).
Appears in 1 contract
Samples: Credit and Guaranty Agreement (United Rentals North America Inc)
Increased Costs and Reduction of Return. (a) If If, after the Effective Date, any Term Lender shall have determined that:
incur increased costs or reductions in the amounts received or receivable hereunder with respect to any Loan because of (i) any change since the date of this Agreement in any applicable Law, including the introduction of any Capital Adequacy Regulation;
new Law (iisuch as, for example, but not limited to (A) any change in any Capital Adequacy Regulation;
(iii) any a change in the interpretation basis of taxation of payments to a Lender of the principal of or administration interest on the Loans or any other amounts payable hereunder (except for changes in the rate of any Capital Adequacy Regulation Tax on, or determined by any central bank reference to, the net income or net profits of such Lender imposed by the jurisdiction in which its principal office or Applicable Lending Office is located, other Governmental Authority charged with than changes in the interpretation or administration thereof; or
(iv) compliance by rate of Tax to the extent such Term Lender (or its Lending Officerate change applies to Taxes covered in the fourth sentence of Section 2.9(a)) or any entity controlling the Term Lender(B) a change in official reserve requirements but, with any Capital Adequacy Regulation; affects the amount of capital in all events, excluding reserves required or expected to be maintained by such Term Lender or any entity controlling such Term Lender and (taking into consideration such Term Lender’s or such entities’ policies with respect to capital adequacy and such Term Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its loans, credits or obligations under this Agreement, then, within ten (10) days of demand of such Term Lender (with a copy Regulation D to the Term Agentextent included in the computation of the LIBOR), the Borrowers shall pay to such Term Lender, from time to time as specified by such Term Lender, additional amounts sufficient to compensate such Term Lender (or the entity controlling the Term Lender) for such increase.
(b) Notwithstanding anything herein to the contrary, ; provided that (x) the DxxxXxxx-Fxxxx Xxxxx Xxxx Street Reform and Consumer Protection Act and all requests, rules, guidelines guidelines, directives or directives any other Laws thereunder or issued in connection therewith and (y) all requests, rules, guidelines guidelines, directives or directives any other Laws 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 constitute such change in a Requirement of applicable Law under subsection (athis Section 2.11(a)(i) above and/or a change in a Capital Adequacy Regulation under subsection (a) above, as applicableif any Lender incurs such increased costs or reductions, regardless of the date enacted, adopted or issued; and/or (ii) in relation to any Loan, other circumstances affecting such Lender or the relevant interbank market or the position of such Lender in such market (unless at that time a Market Disruption Margin Event has been called or a substitute base rate has been applied pursuant to Section 2.13 in respect of or arising out of such other circumstances), then, and in any such event, the relevant Borrower shall pay to such Lender, within thirty (30) days of written demand therefor, such additional amounts (in the form of an increased rate of, or a different method of calculating, interest or otherwise as shall be agreed by both the relevant Borrower and such Lender), as shall be required to compensate such Lender for such increased costs or reductions in amounts received or receivable hereunder (a written notice as to the additional amounts owed to such Lender, showing in reasonable detail the cause of such increased costs or reduction in the amounts and the basis for the calculation thereof, submitted to the relevant Borrower by such Lender through the Administrative Agent shall, absent manifest error, be final and conclusive and binding on all parties hereto).
(b) If, after the Effective Date, any Lender shall have determined that (i) the introduction of any Capital Adequacy Regulation, (ii) any change in any Capital Adequacy Regulation, (iii) any change in the interpretation or administration of any Capital Adequacy Regulation by any central bank or other Governmental Authority charged with the interpretation or administration thereof, or (iv) compliance by such Lender (or its Applicable Lending Office) or any corporation controlling such Lender with any Capital Adequacy Regulation, affects or would affect the amount of capital or liquidity required or expected to be maintained by such Lender or any corporation controlling such Lender, then, upon written demand of such Lender to either Borrower through the Administrative Agent, such Borrower shall pay to such Lender, from time to time within thirty (30) days of such written demand, additional amounts specified by such Lender as sufficient to compensate such Lender for such increase. A Lender’s reasonable good faith determination of compensation owing under this Section 2.11(b) shall, absent manifest error, be final and conclusive and binding on all parties hereto.
(c) Before giving notice to the Administrative Agent under Section 2.11(a) and (b), the affected Lender shall designate a different Applicable Lending Office with respect to its Loans if such designation will avoid the need for giving such notice or making such demand and will not, in the judgment of such Lender, be illegal or otherwise materially disadvantageous to such Lender.
(d) Neither Borrower shall be obliged to pay any additional amount pursuant to this Section 2.11 to the extent that the increased cost to which such additional amount relates is with respect to Taxes for which additional amounts are required to be paid pursuant to Section 2.9.
Appears in 1 contract
Increased Costs and Reduction of Return. (a) If any Term Lender Issuer Party determines at any time that, due to either (i) the introduction of or any change in or in the interpretation of any law or regulation, in each case after the Closing Date, or (ii) the compliance by such Issuer Party with any guideline or request from any central bank or other Governmental Authority (whether or not having the force of law) after the Closing Date, there shall be any increase in the cost (except for any cost with respect to Taxes, Excluded Taxes, or Other Taxes, as to which Section 4.1 is controlling) to such Issuer Party of the issuance, substitution, continuation, amendment or extension of the expiry date of, or participation in, a Letter of Credit, the making of any Loan, or the maintenance of any Commitment or Credit Extension hereunder, then the Applicant shall be liable for, and shall from time to time, upon demand, pay to the Administrative Agent for the account of such Issuer Party, such additional amounts as are sufficient to compensate such Issuer Party for such increased costs; provided that, to the extent such increased costs are not specifically related to the Obligations, such Issuer Party is charging such amounts to its other customers in respect of substantially similar transactions on a non-discriminatory basis and such amounts were not incurred by such Issuer Party more than 180 days prior to the date of such request (unless the increased costs arise from a change in law that is retroactive in effect, in which case such 180-day limitation shall not apply).
(b) If any Issuer Party shall have determined that:
at any time that (i) the introduction of any Capital Adequacy Regulation;
, (ii) any change in any Capital Adequacy Regulation;
, (iii) any change in the interpretation or administration of any Capital Adequacy Regulation by any central bank or other Governmental Authority charged with the interpretation or administration thereof; or
, or (iv) compliance by such Term Lender Issuer Party (or its Lending Officeapplicable branch or lending or other office) or any entity corporation controlling the Term Lender, such Issuer Party with any Capital Adequacy Regulation; , in each case after the Closing Date, affects or would affect the amount of capital required or expected to be maintained by such Term Lender Issuer Party or any entity corporation controlling such Term Lender Issuer Party and (taking into consideration such Term LenderIssuer Party’s or such entities’ corporation’s policies with respect to capital adequacy and such Term LenderIssuer Party’s desired return on capital) determines that the amount of such capital is increased or its rate of return is decreased as a consequence of its loansthe issuance, credits substitution, continuation, amendment or obligations extension of the expiry date of, or participation in, a Letter of Credit or the making of any Loan under this Agreement, or the maintenance of any Commitment or Credit Extension hereunder, then, within ten (10) days of upon demand of such Term Lender (with a copy Issuer Party to the Term Agent)Applicant, the Borrowers Applicant shall pay to the Administrative Agent, for the account of such Term LenderIssuer Party, from time to time as specified by such Term LenderIssuer Party, additional amounts sufficient to compensate such Term Lender (or the entity controlling the Term Lender) Issuer Party for such increase.
(b) Notwithstanding anything herein ; provided that, to the contraryextent such increased costs are not specifically related to the Obligations, such Issuer Party is charging such amounts to its other customers in respect of substantially similar transactions on a nondiscriminatory basis and such additional amounts were not incurred by such Issuer Party more than 180 days prior to the date of such request (x) unless the Dxxx-Fxxxx Xxxx Street Reform and Consumer Protection Act and all requests, rules, guidelines or directives thereunder or issued additional amounts arise from any of the aforementioned changes that is retroactive 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 authoritieseffect, in each which case pursuant to Basel III, such 180-day limitation shall in each case be deemed to be a change in a Requirement of Law under subsection (a) above and/or a change in a Capital Adequacy Regulation under subsection (a) above, as applicable, regardless of the date enacted, adopted or issuednot apply).
Appears in 1 contract
Samples: Credit Agreement (ING U.S., Inc.)
Increased Costs and Reduction of Return. (a) If If, due to either (i) the introduction of or any Term change in or in the interpretation of any law or regulation (including FRB Regulation D) after the Closing Date (other than changes with respect to Taxes) or (ii) the compliance by any Lender with any guideline or order from any central bank or other Governmental Authority after the Closing Date (whether or not having the force of law), there shall have determined that:be any increase in the cost to such Lender of agreeing to make or making, funding or maintaining any Eurodollar Loans or participating in Swing Line Loans or Special Facility Obligations, or, in the case of the Fronting Lender, any increase in the cost to the Fronting Lender of Issuing or agreeing to Issue any Letter of Credit or creating or agreeing to create any Acceptance, or agreeing to make or making, funding or maintaining any unpaid drawing under any Letter of Credit or any unpaid maturing of any Acceptance, then Borrower shall be liable for, and shall from time to time, promptly after receipt of written demand therefor (with a copy of such demand to be sent to the Administrative Agent), accompanied by a written notice showing in reasonable detail the basis for the calculation of any such increased costs (which notice shall, absent clearly demonstrable error, be final and conclusive and binding upon all parties hereto), pay to the Administrative Agent for the account of such Lender, additional amounts as are sufficient to compensate such Lender for such increased costs. References in this Section 4.03(a) to the "Closing Date" shall, for purposes of each Letter of Credit or Acceptance listed on Schedule C hereto, be deemed to refer to the date such Letter of Credit was initially issued.
(b) If, after the Closing Date, (i) the introduction of any Capital Adequacy Regulation;
, (ii) any change in any Capital Adequacy Regulation;
, (iii) any change in the interpretation or administration of any Capital Adequacy Regulation by any central bank or other Governmental Authority Authority, or by NAIC or any other comparable agency charged with the interpretation or administration thereof; or
thereof or (iv) compliance by such Term any Lender (or its Lending Office) or any entity corporation controlling the Term Lender, any Lender with any Capital Adequacy Regulation; , affects or would affect the amount of capital required or expected to be maintained by such Term Lender or any entity corporation controlling such Term Lender and (taking into consideration such Term Lender’s 's or such entities’ corporation's policies with respect to capital adequacy and such Term Lender’s 's desired return on capital) determines that the amount of such capital is increased as a consequence of its Commitment, loans, credits credits, participation interests or obligations under this Agreement, then, within ten (10) days of upon demand of such Term Lender (with to Borrower through the Administrative Agent, accompanied by a copy to written notice showing in reasonable detail the Term Agent)basis for calculation of any such amounts, the Borrowers Borrower shall pay to such Term Lender, from time to time promptly after receipt of such demand and notice as specified by such Term Lender, additional amounts sufficient to compensate such Term Lender (or the entity controlling the Term Lender) for such increase.
(b) Notwithstanding anything herein to the contrary, (x) the Dxxx-Fxxxx 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 a Requirement of Law under subsection (a) above and/or a change in a Capital Adequacy Regulation under subsection (a) above, as applicable, regardless of the date enacted, adopted or issued.
Appears in 1 contract
Increased Costs and Reduction of Return. (a) If any Term Lender reasonably and in good faith determines that, due to either (i) the introduction of or any change in or in the interpretation of any law or regulation or (ii) the compliance by that Lender with any guideline or request from any central bank or other Governmental Authority (whether or not having the force of law) after the later of (x) the Effective Date and (y) the date such Lender becomes a party to this Agreement, there shall be any increase in the cost (including Taxes, other than (i) Taxes described in clauses (b) and (c) of the definition of “Excluded Taxes”, (ii) Connection Income Taxes and (iii) Indemnified Taxes) to such Lender of agreeing to make or making, funding or maintaining any Loans or participating in, issuing or maintaining any Letter of Credit (or of maintaining its obligations to participate in or issue any Letter of Credit), or any reduction in the amount of any sum received or receivable by such Lender, then the Borrower shall be liable for, and shall from time to time, promptly upon written demand (with a copy of such demand to be sent to the Administrative Agent), pay to the Administrative Agent for the account of such Lender, additional amounts as are sufficient to compensate such Lender for such increased costs or reduction suffered, to the extent such Lender is imposing such costs on borrowers that are similarly situated to the Borrower with respect to whom such Xxxxxx has similar rights of compensation.
(b) If any Lender reasonably and in good faith shall have determined that:
that (i) the introduction of any Capital Adequacy Regulation;
, (ii) any change in any Capital Adequacy Regulation;
, (iii) any change in the interpretation or administration of any Capital Adequacy Regulation by any central bank or other Governmental Authority charged with the interpretation or administration thereof; or
, or (iv) compliance by such Term the Lender (or its Lending Office) or any entity corporation controlling the Term Lender, Lender with any Capital Adequacy Regulation; , in each case after the later of (x) the Effective Date and (y) the date such Lender becomes a party to this Agreement, affects or would affect the amount of capital or liquidity required or expected to be maintained by such Term the Lender or any entity corporation controlling such Term the Lender and (taking into consideration such Term Lender’s or such entities’ corporation’s policies with respect to capital adequacy or liquidity and such Term Lender’s desired return on capital) determines that the amount of such capital or liquidity is increased as a consequence of its Revolving Commitment, loans, credits or obligations under this Agreement, then, within ten thirty (1030) days of after written demand of by such Term Lender (with a copy to the Term Borrower through the Administrative Agent), the Borrowers Borrower shall pay to such Term the Lender, from time to time as specified by such Term the Lender, additional amounts sufficient to compensate such Term the Lender (or the entity controlling the Term Lender) for such increase, to the extent such Lender is employing such increase with respect to borrowers that are similarly situated to the Borrower with respect to whom such Xxxxxx has similar rights of compensation.
(bc) Notwithstanding anything herein to the contrary, for all purposes of the Loan Documents, all requests, rules, guidelines or directives concerning liquidity and capital adequacy issued by any United States regulatory authority (xi) under or in connection with the Dxxximplementation of the Xxxx-Fxxxx Xxxxx Xxxx Street Reform and Consumer Protection Act and all requests, rules, guidelines or directives thereunder or issued (ii) in connection therewith and (y) all requests, rules, guidelines or directives promulgated by with the implementation of the recommendations of the Bank for International Settlements, Settlements or the Basel Committee on Banking Supervision Regulations and Supervisory Practices (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 a Requirement of Law under subsection (a) above and/or a change in a Capital Adequacy Regulation under subsection (a) above, as applicable, regardless of the date enactedadopted, issued, promulgated or implemented are deemed to have been adopted and to have taken effect after the date hereof and after the date any Lender becomes a party to this Agreement.
(d) The Borrower shall not be required to compensate any Lender pursuant to this Section 3.03 for any increased costs or issuedreduced returns to the extent such Xxxxxx makes written demand on the Borrower for compensation later than 270 days after the date any such increased cost or reduced return is incurred; provided that, if the change in law giving rise to any such increased cost or reduced giving rise to such claims are retroactive, then the 270-day period referred to above shall be extended to include the period of retroactive effect thereof. A certificate setting forth the amount of such increased costs or reduced returns delivered to the Borrower by a Lender (with a copy to the Administrative Agent), or by the Administrative Agent on its own behalf or on behalf of a Lender, shall be conclusive absent manifest error.
Appears in 1 contract
Samples: Credit Agreement (KKR & Co. Inc.)
Increased Costs and Reduction of Return. (a) If any Term Lender shall have determined that:
determines that due to any of (i) the introduction of or any change in the interpretation of any law or regulation (including any law or regulation relating to Taxes (other than (x) Indemnified Taxes and (y) Excluded Taxes)), (ii) the compliance by that Lender with any guideline or request from any central bank or other Governmental Authority (whether or not having the force of law), in each case of clauses (i) and (ii), after the later of the Agreement Date or the date such Lender became a party to this Agreement, (iii) compliance by that Lender with the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act or any request, rule, guideline or directive thereunder or issued in connection therewith (whether or not having the force of law), regardless of the date enacted, adopted or issued, or (iv) the compliance by that Lender with any 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 United States regulatory authorities, in each case pursuant to Basel III, regardless of the date enacted, adopted or issued, there shall be any increase in the cost to such Lender of agreeing to make or making, funding or maintaining any Term SOFR Loans, Daily SOFR Loans, BA EquivalentTerm XXXXX Loans, EURIBOR Loans, Bank Bill Rate Loans or Base Rate Loans bearing interest based on the Foreign Base Rate, then, subject to clause (c) of this Section 5.3, the Borrowers shall be liable for, and shall from time to time, upon demand (with a copy of such demand to be sent to the Agent), pay to the Agent for the account of such Lender, additional amounts as are sufficient to compensate such Lender for such increased costs.
(b) If any Lender shall have determined that (i) the introduction of or compliance with any Capital Adequacy Regulation;
, (ii) any change in any Capital Adequacy Regulation;
, (iii) any change in the interpretation or administration of any Capital Adequacy Regulation by any central bank or other Governmental Authority charged with the interpretation or administration thereof; or
, in each case of clauses (i) through (iii), after the later of the Agreement Date or the date such Lender became a party to this Agreement, (iv) compliance by such Term that Lender (or its Lending Office) or any entity controlling with the Term Lender, with any Capital Adequacy Regulation; affects the amount of capital required or expected to be maintained by such Term Lender or any entity controlling such Term Lender and (taking into consideration such Term Lender’s or such entities’ policies with respect to capital adequacy and such Term Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its loans, credits or obligations under this Agreement, then, within ten (10) days of demand of such Term Lender (with a copy to the Term Agent), the Borrowers shall pay to such Term Lender, from time to time as specified by such Term Lender, additional amounts sufficient to compensate such Term Lender (or the entity controlling the Term Lender) for such increase.
(b) Notwithstanding anything herein to the contrary, (x) the DxxxXxxx-Fxxxx Xxxxx Xxxx Street Reform and Consumer Protection Act and all requestsor any request, rulesrule, guidelines guideline or directives directive thereunder or issued in connection therewith and (ywhether or not having the force of law), regardless of the date enacted, adopted or issued, or (v) all any 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 a Requirement of Law under subsection (a) above and/or a change in a Capital Adequacy Regulation under subsection (a) aboveCRD IV or CRR, as applicableor any regulation that implements or applies CRD IV or CRR, regardless of the date enacted, adopted or issuedissued affects or would affect the amount of capital required or expected to be maintained by such Lender or any corporation or other entity controlling such Lender and (taking into consideration such Lender’s or such corporation’s or other entity’s policies with respect to capital adequacy and such Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its Commitments, loans, credits or obligations under this Agreement, then, 125 [[5848018]][[DMS:6312716v7:05/07/2024--04:04 PM]] 4861-2153-1574 v.2
(c) Failure or delay on the part of any Lender to demand compensation pursuant to the foregoing provisions of this Section 5.3 shall not constitute a waiver of such Lender’s right to demand such compensation. Notwithstanding any other provision herein, no Lender shall demand compensation pursuant to this Section 5.3 if it shall not at the time be the general policy or practice of such Lender to demand such compensation in similar circumstances under comparable provisions of other credit agreements, if any (and such Lender so certifies to the Borrowers).
Appears in 1 contract
Samples: Credit Agreement (United Rentals North America Inc)
Increased Costs and Reduction of Return. (a) If any Term Lender shall have determined that:
(i) the introduction of any Capital Adequacy Regulation;
(ii) any change in any Capital Adequacy Regulation;
(iii) any change in the interpretation or administration of any Capital Adequacy Regulation by any central bank or other Governmental Authority charged with the interpretation or administration thereof; or
(iv) compliance by such Term Lender (or its Lending Office) or any entity controlling the Term Lender, with any Capital Adequacy Regulation; affects the amount of capital required or expected to be maintained by such Term Lender or any entity controlling such Term Lender and (taking into consideration such Term Lender’s or such entities’ policies with respect to capital adequacy and such Term Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its loans, credits or obligations under this Agreement, then, within ten (10) days of demand of such Term Lender (with a copy to the Term Agent), the Borrowers shall pay to such Term Lender, from time to time as specified by such Term Lender, additional amounts sufficient to compensate such Term Lender (or the entity controlling the Term Lender) for such increase.
(b) Notwithstanding anything herein to the contrary, (x) the DxxxDodx-Fxxxx Xxaxx Xxxx Street Xxreet 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 a Requirement Requirements of Law under subsection (a) above and/or a change in a Capital Adequacy Regulation under subsection (a) above, as applicable, regardless of the date enacted, adopted or issued.
Appears in 1 contract
Samples: Term Loan Agreement (Standard Diversified Opportunities Inc.)
Increased Costs and Reduction of Return. (a) If any Term Lender shall have determined reasonably and in good faith determines that:
, due to either (i) the introduction of or any Capital Adequacy Regulation;
change in or in the interpretation of any law or regulation or (ii) the compliance by that Lender with any change in any Capital Adequacy Regulation;
(iii) any change in the interpretation guideline or administration of any Capital Adequacy Regulation by request from any central bank or other Governmental Authority charged with (whether or not having the interpretation or administration thereof; or
force of law), in each case after the Closing Date, there shall be any increase in the cost including Taxes (ivother than (i) compliance by such Term Lender (or its Lending Office) or any entity controlling the Term Lender, with any Capital Adequacy Regulation; affects the amount of capital required or expected to be maintained by such Term Lender or any entity controlling such Term Lender Excluded Taxes and (taking into consideration ii) Indemnified Taxes and Other Taxes that are covered by Section 3.01) to such Term Lender’s Lender of agreeing to make or such entities’ policies with respect making, funding or maintaining any SOFR Loans, then the Borrowers shall be liable for, and shall from time to capital adequacy and such Term Lender’s desired return time, on capital) determines or before the date that the amount of such capital is increased as a consequence of its loans, credits or obligations under this Agreement, then, within ten thirty (1030) days of after written demand of such Term Lender (with a copy of such demand to be sent to the Term Agent), the Borrowers shall pay to the Agent for the account of such Term Lender, from time to time as specified by such Term Lender, additional amounts as are sufficient to compensate such Term Lender (or the entity controlling the Term Lender) for such increase.
increased costs; provided that such Lender shall only be entitled to seek such additional amounts if such Lender is generally seeking the payment of similar additional amounts from similarly situated borrowers in comparable credit facilities (b) Notwithstanding as certified by such Lender in the certificate delivered under Section 3.06); provided, further, that the Borrowers shall not be required to compensate a Lender for any such increases in capital for any period more than 180 days prior to the date such Lender delivers such demand; provided, further that notwithstanding anything herein to the contrary, (x) the DxxxXxxx-Fxxxx 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 a Requirement of Law the law under subsection clause (a) above and/or a change in a Capital Adequacy Regulation under subsection (aa)(i) above, as applicable, regardless of the date enacted, adopted or issued.
(b) If any Lender reasonably and in good faith shall have determined that (i) the introduction of any Capital Adequacy Regulation, (ii) any change in any Capital Adequacy Regulation, (iii) any change in the interpretation or administration of any Capital Adequacy Regulation by any central bank or other Governmental Authority charged with the interpretation or administration thereof, or (iv) compliance by the Lender (or its Lending Office) or any corporation controlling the Lender with any Capital Adequacy Regulation, in each case after the Closing Date, affects or would affect the amount of capital required or expected to be maintained by the Lender or any corporation controlling the Lender and (taking into consideration such Lender’s or such corporation’s policies with respect to capital adequacy and such Xxxxxx’s desired return on capital) determines that the amount of such capital is increased as a consequence of its Commitment or Loans under this Agreement, then, on or before the date that is thirty (30) days after written demand by such Lender to the Borrowers through the Agent, the Borrowers shall pay to the Lender, from time to time as specified by the Lender, additional amounts sufficient to compensate the Lender for such increase; provided that such Lender shall only be entitled to seek such additional amounts if such Lender is generally seeking the payment of similar additional amounts from similarly situated borrowers in comparable credit facilities (as certified by such Lender in the certificate delivered under Section 3.06); provided, further, that the Borrowers shall not be required to compensate a Lender for any such increases in capital for any period more than 180 days prior to the date such Lender delivers such demand.
Appears in 1 contract
Increased Costs and Reduction of Return. (a) If any Term Lender shall have determined that:
or Letter of Credit Issuer determines that due to any of (i) the introduction of or any change in the interpretation of any law or regulation (including any law or regulation relating to Taxes (other than (x) Indemnified Taxes and (y) Excluded Taxes)), (ii) the compliance by that Lender or Letter of Credit Issuer with any guideline or request from any central bank or other Governmental Authority (whether or not having the force of law), in each case of clauses (i) and (ii), after the later of the Agreement Date or the date such Lender or Letter of Credit Issuer became a party to this Agreement, (iii) compliance by that Lender or Letter of Credit Issuer with the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act or any request, rule, guideline or directive thereunder or issued in connection therewith (whether or not having the force of law), regardless of the date enacted, adopted or issued, or (iv) the compliance by that Lender or Letter of Credit Issuer with any 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 United States regulatory authorities, in each case pursuant to Basel III, regardless of the date enacted, adopted or issued, there shall be any increase in the cost to such Lender of agreeing to make or making, funding or maintaining any LIBOR Loans or BA Equivalent Loans, then, subject to clause (c) of this Section 5.3, the Borrowers shall be liable for, and shall from time to time, upon demand (with a copy of such demand to be sent to the Agent), pay to the Agent for the account of such Lender or Letter of Credit Issuer, additional amounts as are sufficient to compensate such Lender for such increased costs.
(b) If any Lender or Letter of Credit Issuer shall have determined that (i) the introduction of or compliance with any Capital Adequacy Regulation;
, (ii) any change in any Capital Adequacy Regulation;
, (iii) any change in the interpretation or administration of any Capital Adequacy Regulation by any central bank or other Governmental Authority charged with the interpretation or administration thereof; or
, in each case of clauses (i) through (iii), after the later of the Agreement Date or the date such Lender or Letter of Credit Issuer became a party to this Agreement, (iv) compliance by such Term that Lender (or its Lending Office) or any entity controlling with the Term Lender, with any Capital Adequacy Regulation; affects the amount of capital required or expected to be maintained by such Term Lender or any entity controlling such Term Lender and (taking into consideration such Term Lender’s or such entities’ policies with respect to capital adequacy and such Term Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its loans, credits or obligations under this Agreement, then, within ten (10) days of demand of such Term Lender (with a copy to the Term Agent), the Borrowers shall pay to such Term Lender, from time to time as specified by such Term Lender, additional amounts sufficient to compensate such Term Lender (or the entity controlling the Term Lender) for such increase.
(b) Notwithstanding anything herein to the contrary, (x) the DxxxXxxx-Fxxxx Xxxxx Xxxx Street Reform and Consumer Protection Act and all requestsor any request, rulesrule, guidelines guideline or directives directive thereunder or issued in connection therewith and (ywhether or not having the force of law), regardless of the date enacted, adopted or issued, or (v) all any 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 a Requirement of Law under subsection (a) above and/or a change in a Capital Adequacy Regulation under subsection (a) above, as applicable, regardless of the date enacted, adopted or issuedissued affects or would affect the amount of capital required or expected to be maintained by such Lender or any corporation or other entity controlling such Lender or Letter of Credit Issuer and (taking into consideration such Lender’s, Letter of Credit Issuer’s or such corporation’s or other entity’s policies with respect to capital adequacy and such Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its Commitments, loans, credits or obligations under this Agreement, then, upon demand of such Lender or Letter of Credit Issuer to the Borrowers’ Agent through the Agent, subject to clause (c) of this Section 5.3, the Borrowers shall pay to such Lender or Letter of Credit Issuer, from time to time as specified by such Lender or Letter of Credit Issuer, additional amounts sufficient to compensate such Lender or Letter of Credit Issuer for such increase.
(c) Failure or delay on the part of any Lender or Letter of Credit Issuer to demand compensation pursuant to the foregoing provisions of this Section 5.3 shall not constitute a waiver of such Lender’s or Letter of Credit Issuer’s right to demand such compensation. Notwithstanding any other provision herein, no Lender or Letter of Credit Issuer shall demand compensation pursuant to this Section 5.3 if it shall not at the time be the general policy or practice of such Lender to demand such compensation in similar circumstances under comparable provisions of other credit agreements, if any (and such Lender or Letter of Credit Issuer so certifies to the Borrowers).
Appears in 1 contract
Samples: Credit Agreement (Herc Holdings Inc)
Increased Costs and Reduction of Return. (a) If any Term Lender shall have determined that:
determines that due to any of (i) the introduction of or any change in the interpretation of any law or regulation (including any law or regulation relating to Taxes (other than (x) Indemnified Taxes and (y) Excluded Taxes)), (ii) the compliance by that Lender with any guideline or request from any central bank or other Governmental Authority (whether or not having the force of law), in each case of clauses (i) and (ii), after the later of the Agreement Date or the date such Lender became a party to this Agreement, (iii) compliance by that Lender with the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act or any request, rule, guideline or directive thereunder or issued in connection therewith (whether or not having the force of law), regardless of the date enacted, adopted or issued, or (iv) the compliance by that Lender with any 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 United States regulatory authorities, in each case pursuant to Basel III, regardless of the date enacted, adopted or issued, there shall be any increase in the cost to such Lender of agreeing to make or making, funding or maintaining any LIBOR Loans, BA Equivalent Loans or Base Rate Loans bearing interest based on the Foreign Base Rate, then, subject to clause (c) of this Section 5.3, the Borrowers shall be liable for, and shall from time to time, upon demand (with a copy of such demand to be sent to the Agent), pay to the Agent for the account of such Lender, additional amounts as are sufficient to compensate such Lender for such increased costs.
(b) If any Lender shall have determined that (i) the introduction of or compliance with any Capital Adequacy Regulation;
, (ii) any change in any Capital Adequacy Regulation;
, (iii) any change in the interpretation or administration of any Capital Adequacy Regulation by any central bank or other Governmental Authority charged with the interpretation or administration thereof; or
, in each case of clauses (i) through (iii), after the later of the Agreement Date or the date such Lender became a party to this Agreement, (iv) compliance by such Term that Lender (or its Lending Office) or any entity controlling with the Term Lender, with any Capital Adequacy Regulation; affects the amount of capital required or expected to be maintained by such Term Lender or any entity controlling such Term Lender and (taking into consideration such Term Lender’s or such entities’ policies with respect to capital adequacy and such Term Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its loans, credits or obligations under this Agreement, then, within ten (10) days of demand of such Term Lender (with a copy to the Term Agent), the Borrowers shall pay to such Term Lender, from time to time as specified by such Term Lender, additional amounts sufficient to compensate such Term Lender (or the entity controlling the Term Lender) for such increase.
(b) Notwithstanding anything herein to the contrary, (x) the DxxxXxxx-Fxxxx Xxxxx Xxxx Street Reform and Consumer Protection Act and all requestsor any request, rulesrule, guidelines guideline or directives directive thereunder or issued in connection therewith and (ywhether or not having the force of law), regardless of the date enacted, adopted or issued, or (v) all any 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 a Requirement of Law under subsection (a) above and/or a change in a Capital Adequacy Regulation under subsection (a) above, as applicable, regardless of the date enacted, adopted or issuedissued affects or would affect the amount of capital required or expected to be maintained by such Lender or any corporation or other entity controlling such Lender and (taking into consideration such Lender’s or such corporation’s or other entity’s policies with respect to capital adequacy and such Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its Commitments, loans, credits or obligations under this Agreement, then, upon demand of such Lender to the Borrowers’ Agent through the Agent, subject to clause (c) of this Section 5.3, the Borrowers shall pay to such Lender, from time to time as specified by such Lender, additional amounts sufficient to compensate such Lender for such increase.
(c) Failure or delay on the part of any Lender to demand compensation pursuant to the foregoing provisions of this Section 5.3 shall not constitute a waiver of such Lender’s right to demand such compensation. Notwithstanding any other provision herein, no Lender shall demand compensation pursuant to this Section 5.3 if it shall not at the time be the general policy or practice of such Lender to demand such compensation in similar circumstances under comparable provisions of other credit agreements, if any (and such Lender so certifies to the Borrowers).
Appears in 1 contract
Samples: Credit Agreement (United Rentals North America Inc)
Increased Costs and Reduction of Return. (a) If any Term Lender shall have determined that:
determines that due to any of (i) the introduction of or any change in the interpretation of any law or regulation (including any law or regulation relating to Taxes (other than (x) Indemnified Taxes and (y) Excluded Taxes)), (ii) the compliance by that Lender with any guideline or request from any central bank or other Governmental Authority (whether or not having the force of law), in each case of clauses (i) and (ii), after the later of the Agreement Date or the date such Lender became a party to this Agreement, (iii) compliance by that Lender with the Dxxx-Fxxxx Xxxx Street Reform and Consumer Protection Act or any request, rule, guideline or directive thereunder or issued in connection therewith (whether or not having the force of law), regardless of the date enacted, adopted or issued, or (iv) the compliance by that Lender with any 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 United States regulatory authorities, in each case pursuant to Basel III, regardless of the date enacted, adopted or issued, there shall be any increase in the cost to such Lender of agreeing to make or making, funding or maintaining any LIBOR Loans, BA Equivalent Loans, Bank Bxxx Rate Loans or Base Rate Loans bearing interest based on the Foreign Base Rate, then, subject to clause (c) of this Section 5.3, the Borrowers shall be liable for, and shall from time to time, upon demand (with a copy of such demand to be sent to the Agent), pay to the Agent for the account of such Lender, additional amounts as are sufficient to compensate such Lender for such increased costs.
(b) If any Lender shall have determined that (i) the introduction of or compliance with any Capital Adequacy Regulation;
, (ii) any change in any Capital Adequacy Regulation;
, (iii) any change in the interpretation or administration of any Capital Adequacy Regulation by any central bank or other Governmental Authority charged with the interpretation or administration thereof; or
, in each case of clauses (i) through (iii), after the later of the Agreement Date or the date such Lender became a party to this Agreement, (iv) compliance by such Term that Lender (or its Lending Office) or any entity controlling with the Term Lender, with any Capital Adequacy Regulation; affects the amount of capital required or expected to be maintained by such Term Lender or any entity controlling such Term Lender and (taking into consideration such Term Lender’s or such entities’ policies with respect to capital adequacy and such Term Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its loans, credits or obligations under this Agreement, then, within ten (10) days of demand of such Term Lender (with a copy to the Term Agent), the Borrowers shall pay to such Term Lender, from time to time as specified by such Term Lender, additional amounts sufficient to compensate such Term Lender (or the entity controlling the Term Lender) for such increase.
(b) Notwithstanding anything herein to the contrary, (x) the Dxxx-Fxxxx Dxxx -Fxxxx Xxxx Street Reform and Consumer Protection Act and all requestsor any request, rulesrule, guidelines guideline or directives directive thereunder or issued in connection therewith and (ywhether or not having the force of law), regardless of the date enacted, adopted or issued, or (v) all any 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 a Requirement of Law under subsection (a) above and/or a change in a Capital Adequacy Regulation under subsection (a) above, as applicable, regardless of the date enacted, adopted or issuedissued affects or would affect the amount of capital required or expected to be maintained by such Lender or any corporation or other entity controlling such Lender and (taking into consideration such Lender’s or such corporation’s or other entity’s policies with respect to capital adequacy and such Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its Commitments, loans, credits or obligations under this Agreement, then, upon demand of such Lender to the Borrowers’ Agent through the Agent, subject to clause (c) of this Section 5.3, the Borrowers shall pay to such Lender, from time to time as specified by such Lender, additional amounts sufficient to compensate such Lender for such increase.
(c) Failure or delay on the part of any Lender to demand compensation pursuant to the foregoing provisions of this Section 5.3 shall not constitute a waiver of such Lender’s right to demand such compensation. Notwithstanding any other provision herein, no Lender shall demand compensation pursuant to this Section 5.3 if it shall not at the time be the general policy or practice of such Lender to demand such compensation in similar circumstances under comparable provisions of other credit agreements, if any (and such Lender so certifies to the Borrowers).
Appears in 1 contract
Samples: Credit Agreement (United Rentals North America Inc)
Increased Costs and Reduction of Return. (a) If any Term Lender shall have determined that:
determines that due to any of (i) the introduction of or any change in the interpretation of any law or regulation (including any law or regulation relating to Taxes (other than (A) Indemnified Taxes and (B) Excluded Taxes)), (ii) the compliance by that Lender with any guideline or request from any central bank or other Governmental Authority (whether or not having the force of law), in each case of clauses (i) and (ii), after the later of the Agreement Date or the date such Lender became a party to this Agreement, (iii) compliance by that Lender with the Dxxx-Fxxxx Xxxx Street Reform and Consumer Protection Act or any request, rule, guideline or directive thereunder or issued in connection therewith (whether or not having the force of law), regardless of the date enacted, adopted or issued, or (iv) the compliance by that Lender with any requests, rules, guidelines or directives promulgated by Bank for International Settlements, the Basel Committee on Banking Supervision (or any successor or similar authority) or United States regulatory authorities, in each case pursuant to Basel III regardless of the date enacted, adopted or issued, there shall be any increase in the cost to such Lender of agreeing to make or making, funding or maintaining any Term SOFR Term Loans, then, subject to clause (c) of this Section 5.3, the Borrower shall be liable for, and shall from time to time, upon demand (with a copy of such demand to be sent to the Agent), pay to the Agent for the account of such Lender, additional amounts as are sufficient to compensate such Lender for such increased costs.
(b) If any Lender shall have determined that (i) the introduction of or compliance with any Capital Adequacy Regulation;
, (ii) any change in any Capital Adequacy Regulation;
, (iii) any change in the interpretation or administration of any Capital Adequacy Regulation by any central bank or other Governmental Authority charged with the interpretation or administration thereof; or
, in each case of clauses (i) through (iii), after the later of the Agreement Date or the date such Lender became a party to this Agreement, (iv) compliance by such Term that Lender (or its Lending Office) or any entity controlling the Term Lender, with any Capital Adequacy Regulation; affects the amount of capital required or expected to be maintained by such Term Lender or any entity controlling such Term Lender and (taking into consideration such Term Lender’s or such entities’ policies with respect to capital adequacy and such Term Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its loans, credits or obligations under this Agreement, then, within ten (10) days of demand of such Term Lender (with a copy to the Term Agent), the Borrowers shall pay to such Term Lender, from time to time as specified by such Term Lender, additional amounts sufficient to compensate such Term Lender (or the entity controlling the Term Lender) for such increase.
(b) Notwithstanding anything herein to the contrary, (x) the Dxxx-Fxxxx Xxxx Street Reform and Consumer Protection Act and all requestsor any request, rulesrule, guidelines guideline or directives directive thereunder or issued in connection therewith and (ywhether or not having the force of law), regardless of the date enacted, adopted or issued, or (v) all any 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 a Requirement of Law under subsection (a) above and/or a change in a Capital Adequacy Regulation under subsection (a) above, as applicable, III regardless of the date enacted, adopted or issuedissued affects or would affect the amount of capital required or expected to be maintained by such Lender or any corporation or other entity controlling such Lender and (taking into consideration such Lender’s or such corporation’s or other entity’s policies with respect to capital adequacy and such Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its Commitments, Term Loans or Obligations under this Agreement, then, upon demand of such Lender to the Borrower through the Agent, subject to clause (c) of this Section 5.3, the Borrower shall pay to such Lender, from time to time as specified by such Lender, additional amounts sufficient to compensate such Lender for such increase.
(c) Failure or delay on the part of any Lender to demand compensation pursuant to the foregoing provisions of this Section 5.3 shall not constitute a waiver of such Lender’s right to demand such compensation. Notwithstanding any other provision herein, no Lender shall demand compensation pursuant to this Section 5.3 if it shall not at the time be the general policy or practice of such Lender to demand such compensation in similar circumstances under comparable provisions of other credit agreements, if any (and such Lender so certifies to the Borrower).
Appears in 1 contract
Samples: Amendment and Restatement Agreement (United Rentals North America Inc)
Increased Costs and Reduction of Return. (a) If any Term Lender shall have determined that:
or Letter of Credit Issuer determines that due to any of (i) the introduction of or any change in the interpretation of any law or regulation (including any law or regulation relating to Taxes (other than (x) Indemnified Taxes and (y) Excluded Taxes)), (ii) the compliance by that Lender or Letter of Credit Issuer with any guideline or request from any central bank or other Governmental Authority (whether or not having the force of law), in each case of clauses (i) and (ii), after the later of the Agreement Date or the date such Lender or Letter of Credit Issuer became a party to this Agreement, (iii) compliance by that Lender or Letter of Credit Issuer with the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act or any request, rule, guideline or directive thereunder or issued in connection therewith (whether or not having the force of law), regardless of the date enacted, adopted or issued, or (iv) the compliance by that Lender or Letter of Credit Issuer with any 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 United States regulatory authorities, in each case pursuant to Basel III, regardless of the date enacted, adopted or issued, there shall be any increase in the cost to such Lender of agreeing to make or making, funding or maintaining any Term SOFR Loans, Daily One Month SOFR Loans or BA Equivalent Loans, then, subject to clause (c) of this Section 5.3, the Borrowers shall be liable for, and shall from time to time, upon demand (with a copy of such demand to be sent to the Agent), pay to the Agent for the account of such Lender or Letter of Credit Issuer, additional amounts as are sufficient to compensate such Lender for such increased costs.
(b) If any Lender or Letter of Credit Issuer shall have determined that (i) the introduction of or compliance with any Capital Adequacy Regulation;
, (ii) any change in any Capital Adequacy Regulation;
, (iii) any change in the interpretation or administration of any Capital Adequacy Regulation by any central bank or other Governmental Authority charged with the interpretation or administration thereof; or
, in each case of clauses (i) through (iii), after the later of the Agreement Date or the date such Lender or Letter of Credit Issuer became a party to this Agreement, (iv) compliance by such Term that Lender (or its Lending Office) or any entity controlling with the Term Lender, with any Capital Adequacy Regulation; affects the amount of capital required or expected to be maintained by such Term Lender or any entity controlling such Term Lender and (taking into consideration such Term Lender’s or such entities’ policies with respect to capital adequacy and such Term Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its loans, credits or obligations under this Agreement, then, within ten (10) days of demand of such Term Lender (with a copy to the Term Agent), the Borrowers shall pay to such Term Lender, from time to time as specified by such Term Lender, additional amounts sufficient to compensate such Term Lender (or the entity controlling the Term Lender) for such increase.
(b) Notwithstanding anything herein to the contrary, (x) the DxxxXxxx-Fxxxx Xxxxx Xxxx Street Reform and Consumer Protection Act and all requestsor any request, rulesrule, guidelines guideline or directives directive thereunder or issued in connection therewith and (ywhether or not having the force of law), regardless of the date enacted, adopted or issued, or (v) all any 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 a Requirement of Law under subsection (a) above and/or a change in a Capital Adequacy Regulation under subsection (a) above, as applicable, regardless of the date enacted, adopted or issuedissued affects or would affect the amount of capital required or expected to be maintained by such Lender or any corporation or other entity controlling such Lender or Letter of Credit Issuer and (taking into consideration such Lender’s, Letter of Credit Issuer’s or such corporation’s or other entity’s policies with respect to capital adequacy and such Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its Commitments, loans, credits or obligations under this Agreement, then, upon demand of such Lender or Letter of Credit Issuer to the Borrowers’ Agent through the Agent, subject to clause (c) of this Section 5.3, the Borrowers shall pay to such Lender or Letter of Credit Issuer, from time to time as specified by such Lender or Letter of Credit Issuer, additional amounts sufficient to compensate such Lender or Letter of Credit Issuer for such increase.
(c) Failure or delay on the part of any Lender or Letter of Credit Issuer to demand compensation pursuant to the foregoing provisions of this Section 5.3 shall not constitute a waiver of such Lender’s or Letter of Credit Issuer’s right to demand such compensation. Notwithstanding any other provision herein, no Lender or Letter of Credit Issuer shall demand compensation pursuant to this Section 5.3 if it shall not at the time be the general policy or practice of such Lender to demand such compensation in similar circumstances under comparable provisions of other credit agreements, if any (and such Lender or Letter of Credit Issuer so certifies to the Borrowers).
Appears in 1 contract
Samples: Credit Agreement (Herc Holdings Inc)
Increased Costs and Reduction of Return. (a) If any Term Lender shall have determined that:
determines that due to any of (i) the introduction of or any change in the interpretation of any law or regulation (other than any law or regulation relating to Taxes which shall be governed by Section 5.1), (ii) the compliance by that Lender with any guideline or request from any central bank or other Governmental Authority (whether or not having the force of law), in each case, after the later of the Agreement Date or the date such Lender became a party to this Agreement, (iii) compliance by that Lender with the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act or any request, rule, guideline or directive thereunder or issued in connection therewith (whether or not having the force of law), regardless of the date enacted, adopted or issued, or (iv) the compliance by that Lender with any 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 United States regulatory authorities, in each case pursuant to Basel III, regardless of the date enacted, adopted or issued, there shall be any increase in the cost to such Lender of agreeing to make or making, funding or maintaining any LIBOR Loans or BA Equivalent Loans, then, subject to clause (c) of this Section 5.3, the Borrowers shall be liable for, and shall from time to time, upon demand (with a copy of such demand to be sent to the Agent), pay to the Agent for the account of such Lender, additional amounts as are sufficient to compensate such Lender for such increased costs.
(b) If any Lender shall have determined that (i) the introduction of or compliance with any Capital Adequacy Regulation;
, (ii) any change in any Capital Adequacy Regulation;
, (iii) any change in the interpretation or administration of any Capital Adequacy Regulation by any central bank or other Governmental Authority charged with the interpretation or administration thereof; or
, in each case, after the later of the Agreement Date or the date such Lender became a party to this Agreement, (iv) compliance by such Term that Lender (or its Lending Office) or any entity controlling with the Term Lender, with any Capital Adequacy Regulation; affects the amount of capital required or expected to be maintained by such Term Lender or any entity controlling such Term Lender and (taking into consideration such Term Lender’s or such entities’ policies with respect to capital adequacy and such Term Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its loans, credits or obligations under this Agreement, then, within ten (10) days of demand of such Term Lender (with a copy to the Term Agent), the Borrowers shall pay to such Term Lender, from time to time as specified by such Term Lender, additional amounts sufficient to compensate such Term Lender (or the entity controlling the Term Lender) for such increase.
(b) Notwithstanding anything herein to the contrary, (x) the DxxxXxxx-Fxxxx Xxxxx Xxxx Street Reform and Consumer Protection Act and all requestsor any request, rulesrule, guidelines guideline or directives directive thereunder or issued in connection therewith and (ywhether or not having the force of law), regardless of the date enacted, adopted or issued, or (v) all any 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 a Requirement of Law under subsection (a) above and/or a change in a Capital Adequacy Regulation under subsection (a) above, as applicable, regardless of the date enacted, adopted or issuedissued affects or would affect the amount of capital required or expected to be maintained by such Lender or any corporation or other entity controlling such Lender and (taking into consideration such Lender’s or such corporation’s or other entity’s policies with respect to capital adequacy and such Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its Commitments, loans, credits or obligations under this Agreement, then, upon demand of such Lender to the Borrowers’ Agent through the Agent, subject to clause (c) of this Section 5.3, the Borrowers shall pay to such Lender, from time to time as specified by such Lender, additional amounts sufficient to compensate such Lender for such increase.
(c) Failure or delay on the part of any Lender to demand compensation pursuant to the foregoing provisions of this Section 5.3 shall not constitute a waiver of such Lender’s right to demand such compensation, provided that the Borrowers shall not be required to compensate a Lender pursuant to the foregoing provisions of this Section 5.3 for any increased costs incurred or reductions suffered more than nine months prior to the date that such Lender notifies the Borrowers’ Agent of the event giving rise to such increased costs or reductions and of such Lender’s intention to claim compensation therefor (except that, if the event 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). Notwithstanding any other provision herein, no Lender shall demand compensation pursuant to this Section 5.3 if it shall not at the time be the general policy or practice of such Lender to demand such compensation in similar circumstances under comparable provisions of other credit agreements, if any (and such Lender so certifies to the Borrowers).
Appears in 1 contract
Increased Costs and Reduction of Return. (a) If any Term Lender shall have determined that:
determines that due to any of (i) the introduction of or any change in the interpretation of any law or regulation (including any law or regulation relating to Taxes (other than (x) Indemnified Taxes and (y) Excluded Taxes)), (ii) the compliance by that Lender with any guideline or request from any central bank or other Governmental Authority (whether or not having the force of law), in each case of clauses (i) and (ii), after the later of the Agreement Date or the date such Lender became a party to this Agreement, (iii) compliance by that Lender with the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act or any request, rule, guideline or directive thereunder or issued in connection therewith (whether or not having the force of law), regardless of the date enacted, adopted or issued, or (iv) the compliance by that Lender with any 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 United States regulatory authorities, in each case pursuant to Basel III, regardless of the date enacted, adopted or issued, there shall be any increase in the cost to such Lender of agreeing to make or making, funding or maintaining any Term SOFR Loans, Daily SOFR Loans, BA Equivalent Loans, EURIBOR Loans, Bank Xxxx Rate Loans or Base Rate Loans bearing interest based on the Foreign Base Rate, then, subject to clause (c) of this Section 5.3, the Borrowers shall be liable for, and shall from time to time, upon demand (with a copy of such demand to be sent to the Agent), pay to the Agent for the account of such Lender, additional amounts as are sufficient to compensate such Lender for such increased costs.
(b) If any Lender shall have determined that (i) the introduction of or compliance with any Capital Adequacy Regulation;
, (ii) any change in any Capital Adequacy Regulation;
, (iii) any change in the interpretation or administration of any Capital Adequacy Regulation by any central bank or other Governmental Authority charged with the interpretation or administration thereof; or
, in each case of clauses (i) through (iii), after the later of the Agreement Date or the date such Lender became a party to this Agreement, (iv) compliance by such Term that Lender (or its Lending Office) or any entity controlling with the Term Lender, with any Capital Adequacy Regulation; affects the amount of capital required or expected to be maintained by such Term Lender or any entity controlling such Term Lender and (taking into consideration such Term Lender’s or such entities’ policies with respect to capital adequacy and such Term Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its loans, credits or obligations under this Agreement, then, within ten (10) days of demand of such Term Lender (with a copy to the Term Agent), the Borrowers shall pay to such Term Lender, from time to time as specified by such Term Lender, additional amounts sufficient to compensate such Term Lender (or the entity controlling the Term Lender) for such increase.
(b) Notwithstanding anything herein to the contrary, (x) the DxxxXxxx-Fxxxx Xxxxx Xxxx Street Reform and Consumer Protection Act and all requestsor any request, rulesrule, guidelines guideline or directives directive thereunder or issued in connection therewith and (ywhether or not having the force of law), regardless of the date enacted, adopted or issued, or (v) all any 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 a Requirement of Law under subsection (a) above and/or a change in a Capital Adequacy Regulation under subsection (a) aboveCRD IV or CRR, as applicableor any regulation that implements or applies CRD IV or CRR, regardless of the date enacted, adopted or issuedissued affects or would affect the amount of capital required or expected to be maintained by such Lender or any corporation or other entity controlling such Lender and (taking into consideration such Lender’s or such corporation’s or other entity’s policies with respect to capital adequacy and such Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its Commitments, loans, credits or obligations under this Agreement, then, upon demand of such Lender to the Borrowers’ Agent through the Agent, subject to clause (c) of this Section 5.3, the Borrowers shall pay to such Lender, from time to time as specified by such Lender, additional amounts sufficient to compensate such Lender for such increase.
(c) Failure or delay on the part of any Lender to demand compensation pursuant to the foregoing provisions of this Section 5.3 shall not constitute a waiver of such Lender’s right to demand such compensation. Notwithstanding any other provision herein, no Lender shall demand compensation pursuant to this Section 5.3 if it shall not at the time be the general policy or practice of such Lender to demand such compensation in similar circumstances under comparable provisions of other credit agreements, if any (and such Lender so certifies to the Borrowers).
Appears in 1 contract
Samples: Credit Agreement (United Rentals North America Inc)
Increased Costs and Reduction of Return. (a) If any Term Lender shall have determined reasonably and in good faith determines that:
, due to either (i) the introduction of or any Capital Adequacy Regulation;
change in or in the interpretation of any law or regulation or (ii) the compliance by that Lender with any change in any Capital Adequacy Regulation;
(iii) any change in the interpretation guideline or administration of any Capital Adequacy Regulation by request from any central bank or other Governmental Authority charged with (whether or not having the interpretation or administration thereof; or
force of law) after the Closing Date, there shall be any increase in the cost including Taxes (ivother than (i) compliance by such Term Lender (or its Lending Office) or any entity controlling the Term Lender, with any Capital Adequacy Regulation; affects the amount of capital required or expected to be maintained by such Term Lender or any entity controlling such Term Lender Excluded Taxes and (taking into consideration ii) Indemnified Taxes and Other Taxes) to such Term Lender’s Lender of agreeing to make or such entities’ policies with respect making, funding or maintaining any Eurodollar Rate Loans, then the Company shall be liable for, and shall from time to capital adequacy and such Term Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its loanstime, credits or obligations under this Agreement, then, within ten (10) days of promptly upon written demand of such Term Lender (with a copy of such demand to be sent to the Term Agent), the Borrowers shall pay to the Agent for the account of such Term Lender, from time to time as specified by such Term Lender, additional amounts as are sufficient to compensate such Term Lender (or the entity controlling the Term Lender) for such increase.
(b) increased costs; provided that such Lender shall only be entitled to seek such additional amounts if such Lender is generally seeking the payment of similar additional amounts from similarly situated borrowers in comparable credit facilities. Notwithstanding anything herein to the contrary, (x) the DxxxXxxx-Fxxxx Xxxxx Xxxx Street Reform and Consumer Protection Act and all rules, regulations, orders, 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, are deemed to have been adopted and to have taken effect after the date hereof.
(b) If any Lender reasonably and in good faith shall have determined that (i) the introduction of any Capital Adequacy Regulation, (ii) any change in any Capital Adequacy Regulation, (iii) any change in the interpretation or administration of any Capital Adequacy Regulation by any central bank or other Governmental Authority charged with the interpretation or administration thereof, or (iv) compliance by the Lender (or its Lending Office) or any corporation controlling the Lender with any Capital Adequacy Regulation, in each case be deemed after the Closing Date, affects or would affect the amount of capital required or expected to be maintained by the Lender or any corporation controlling the Lender and (taking into consideration such Lender’s or such corporation’s policies with respect to capital adequacy and such Lender’s desired return on capital) determines that the amount of such capital is increased as a change consequence of its Commitment, loans, credits or obligations under this Agreement, then, thirty (30) days after written demand by such Lender to the Company through the Agent, the Company shall pay to the Lender, from time to time as specified by the Lender, additional amounts sufficient to compensate the Lender for such increase; provided that such Lender shall only be entitled to seek such additional amounts if such Lender is generally seeking the payment of similar additional amounts from similarly situated borrowers in comparable credit facilities; provided, further, that the Company shall not be required to compensate a Requirement of Law under subsection (a) above and/or a change Lender for any such increases in a Capital Adequacy Regulation under subsection (a) above, as applicable, regardless of capital for any period more than 120 days prior to the date enacted, adopted or issuedsuch Lender delivers such demand.
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Increased Costs and Reduction of Return. (a) If any Term Lender shall have determined reasonably and in good faith determines that:
, due to either (i) the introduction of or any Capital Adequacy Regulation;
change in or in the interpretation of any law or regulation or (ii) the compliance by that Lender with any change in any Capital Adequacy Regulation;
(iii) any change in the interpretation guideline or administration of any Capital Adequacy Regulation by request from any central bank or other Governmental Authority charged with (whether or not having the interpretation or administration thereof; or
force of law) after the Closing Date, there shall be any increase in the cost including Taxes (ivother than (i) compliance by such Term Lender (or its Lending Office) or any entity controlling the Term Lender, with any Capital Adequacy Regulation; affects the amount of capital required or expected to be maintained by such Term Lender or any entity controlling such Term Lender Excluded Taxes and (taking into consideration ii) Indemnified Taxes and Other Taxes) to such Term Lender’s Lender of agreeing to make or such entities’ policies with respect making, funding or maintaining any Eurodollar RateSOFR Loans, then the Company shall be liable for, and shall from time to capital adequacy and such Term Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its loanstime, credits or obligations under this Agreement, then, within ten (10) days of promptly upon written demand of such Term Lender (with a copy of such demand to be sent to the Term Agent), the Borrowers shall pay to the Agent for the account of such Term Lender, from time to time as specified by such Term Lender, additional amounts as are sufficient to compensate such Term Lender (or the entity controlling the Term Lender) for such increase.
(b) increased costs; provided that such Lender shall only be entitled to seek such additional amounts if such Lender is generally seeking the payment of similar additional amounts from similarly situated borrowers in comparable credit facilities. Notwithstanding anything herein to the contrary, (x) the DxxxXxxx-Fxxxx Xxxxx Xxxx Street Reform and Consumer Protection Act and all rules, regulations, orders, 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, are deemed to have been adopted and to have taken effect after the date hereof.
(b) If any Lender reasonably and in good faith shall have determined that (i) the introduction of any Capital Adequacy Regulation, (ii) any change in any Capital Adequacy Regulation, (iii) any change in the interpretation or administration of any Capital Adequacy Regulation by any central bank or other Governmental Authority charged with the interpretation or administration thereof, or (iv) compliance by the Lender (or its Lending Office) or any corporation controlling the Lender with any Capital Adequacy Regulation, in each case be deemed after the Closing Date, affects or would affect the amount of capital required or expected to be maintained by the Lender or any corporation controlling the Lender and (taking into consideration such Lender’s or such corporation’s policies with respect to capital adequacy and such Xxxxxx’s desired return on capital) determines that the amount of such capital is increased as a change consequence of its Commitment, loans, credits or obligations under this Agreement, then, thirty (30) days after written demand by such Lender to the Company through the Agent, the Company shall pay to the Lender, from time to time as specified by the Lender, additional amounts sufficient to compensate the Lender for such increase; provided that such Lender shall only be entitled to seek such additional amounts if such Lender is generally seeking the payment of similar additional amounts from similarly situated borrowers in comparable credit facilities; provided, further, that the Company shall not be required to compensate a Requirement of Law under subsection (a) above and/or a change Lender for any such increases in a Capital Adequacy Regulation under subsection (a) above, as applicable, regardless of capital for any period more than 120 days prior to the date enacted, adopted or issuedsuch Lender delivers such demand.
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Increased Costs and Reduction of Return. (a) If any Term Lender shall have determined that:
determines that due to any of (i) the introduction of or any change in the interpretation of any law or regulation (other than any law or regulation relating to Taxes which shall be governed by Section 5.1), (ii) the compliance by that Lender with any guideline or request from any central bank or other Governmental Authority (whether or not having the force of law), in each case of clauses (i) and (ii), after the later of the Agreement Date or the date such Lender became a party to this Agreement, (iii) compliance by that Lender with the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act or any request, rule, guideline or directive thereunder or issued in connection therewith (whether or not having the force of law), regardless of the date enacted, adopted or issued, or (iv) the compliance by that Lender with any 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 United States regulatory authorities, in each case pursuant to Basel III, regardless of the date enacted, adopted or issued, there shall be any increase in the cost to such Lender of agreeing to make or making, funding or maintaining any LIBOR Loans or BA Equivalent Loans, then, subject to clause (c) of this Section 5.3, the Borrowers shall be liable for, and shall from time to time, upon demand (with a copy of such demand to be sent to the Agent), pay to the Agent for the account of such Lender, additional amounts as are sufficient to compensate such Lender for such increased costs.
(b) If any Lender shall have determined that (i) the introduction of or compliance with any Capital Adequacy Regulation;
, (ii) any change in any Capital Adequacy Regulation;
, (iii) any change in the interpretation or administration of any Capital Adequacy Regulation by any central bank or other Governmental Authority charged with the interpretation or administration thereof; or
, in each case of clauses (i) through (iii), after the later of the Agreement Date or the date such Lender became a party to this Agreement, (iv) compliance by such Term that Lender (or its Lending Office) or any entity controlling with the Term Lender, with any Capital Adequacy Regulation; affects the amount of capital required or expected to be maintained by such Term Lender or any entity controlling such Term Lender and (taking into consideration such Term Lender’s or such entities’ policies with respect to capital adequacy and such Term Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its loans, credits or obligations under this Agreement, then, within ten (10) days of demand of such Term Lender (with a copy to the Term Agent), the Borrowers shall pay to such Term Lender, from time to time as specified by such Term Lender, additional amounts sufficient to compensate such Term Lender (or the entity controlling the Term Lender) for such increase.
(b) Notwithstanding anything herein to the contrary, (x) the DxxxXxxx-Fxxxx Xxxxx Xxxx Street Reform and Consumer Protection Act and all requestsor any request, rulesrule, guidelines guideline or directives directive thereunder or issued in connection therewith and (ywhether or not having the force of law), regardless of the date enacted, adopted or issued, or (v) all any 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 a Requirement of Law under subsection (a) above and/or a change in a Capital Adequacy Regulation under subsection (a) above, as applicable, regardless of the date enacted, adopted or issuedissued affects or would affect the amount of capital required or expected to be maintained by such Lender or any corporation or other entity controlling such Lender and (taking into consideration such Lender’s or such corporation’s or other entity’s policies with respect to capital adequacy and such Lender’s desired return on capital) determines that the amount of such capital is increased as a consequence of its Commitments, loans, credits or obligations under this Agreement, then, upon demand of such Lender to the Borrowers’ Agent through the Agent, subject to clause (c) of this Section 5.3, the Borrowers shall pay to such Lender, from time to time as specified by such Lender, additional amounts sufficient to compensate such Lender for such increase.
(c) Failure or delay on the part of any Lender to demand compensation pursuant to the foregoing provisions of this Section 5.3 shall not constitute a waiver of such Lender’s right to demand such compensation. Notwithstanding any other provision herein, no Lender shall demand compensation pursuant to this Section 5.3 if it shall not at the time be the general policy or practice of such Lender to demand such compensation in similar circumstances under comparable provisions of other credit agreements, if any (and such Lender so certifies to the Borrowers).
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Samples: Credit Agreement (United Rentals North America Inc)
