Increased Costs Generally. If any Change in Law shall: (i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected Person; (ii) subject any Affected Person to any Taxes (except to the extent such Taxes are (A) Indemnified Taxes for which relief is sought under Section 5.03, (B) Taxes described in clause (b) through (d) of the definition of Excluded Taxes or (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes) on its loans, loan principal, letters of credit, commitments or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or (iii) impose on any Affected Person any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capital; and the result of any of the foregoing shall be to increase the cost to such Affected Person of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated hereby, (B) making any Investment or funding or maintaining any Capital (or any portion thereof) or (C) maintaining its obligation to make any Investment or to fund or maintain any Capital (or any portion thereof), or to reduce the amount of any sum received or receivable by such Affected Person hereunder, then, upon request of such Affected Person, the Seller shall pay to such Affected Person such additional amount or amounts as will compensate such Affected Person for such additional costs incurred or reduction suffered.
Appears in 5 contracts
Samples: Receivables Purchase Agreement (Nabors Industries LTD), Receivables Purchase Agreement (Nabors Industries LTD), Receivables Purchase Agreement (Moog Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or advances, loans or other credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in the LIBOR Rate) or the Issuing Lender;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03, and (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; , or
(iii) impose on any Affected Person Lender or the Issuing Lender or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan), or to fund increase the cost to such Lender, the Issuing Lender or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, the Issuing Lender or such other Recipient hereunder (whether of principal, interest or any other amount) then, upon written request of such Affected PersonLender, the Seller Issuing Lender or other Recipient, the Borrower shall promptly pay to any such Affected Person Lender, the Issuing Lender or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or the Issuing Lender, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 5 contracts
Samples: Credit Agreement (Fastenal Co), Credit Agreement (Blucora, Inc.), Credit Agreement (Buffalo Wild Wings Inc)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender or L/C Issuer (except any reserve requirement reflected in Term SOFR);
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or L/C Issuer any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein in any such Loan or (B) affecting its obligations or rights to make Investments or fund or maintain CapitalLetter of Credit; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, L/C Issuer or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereof), Letter of Credit) or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, L/C Issuer or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender, the Seller shall L/C Issuer or other Recipient, Borrower will pay to such Affected Person Lender, L/C Issuer or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, L/C Issuer or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 5 contracts
Samples: Credit Agreement (Sunnova Energy International Inc.), Credit Agreement (LandBridge Co LLC), Credit Agreement (LandBridge Co LLC)
Increased Costs Generally. If any Change in Law shall:
(ia) impose, modify or deem applicable any reserve, liquidity, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in calculating LIBOR) or any Issuing Bank;
(iib) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (Ai) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (Bii) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or Taxes, and (Ciii) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loanswith respect to any Loan, loan principalLetter of Credit, letters of credit, commitments Commitment or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iiic) impose on any Affected Person Lender, any Issuing Bank or interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assetsany Loan, the Seller CollateralLetter of Credit, this Agreementparticipation in LC Obligations, any other Transaction Commitment or Loan Document, any Capital or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capital; and the result of any of the foregoing thereof shall be to increase the cost to such Affected Person a Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated hereby, (B) making any Investment or funding or maintaining any Capital Loan or Commitment, or converting to or continuing any interest option for a Loan, or to increase the cost to a Lender or an Issuing Bank of participating in, issuing or maintaining any Letter of Credit (or any portion thereof) or (C) of maintaining its obligation to make any Investment participate in or to fund or maintain issue any Capital (or any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereundera Lender or an Issuing Bank hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or Issuing Bank, the Seller shall Borrowers will pay to such Affected Person it such additional amount or amounts amount(s) as will compensate such Affected Person it for such the additional costs incurred or reduction suffered.
Appears in 5 contracts
Samples: Loan Agreement (Key Energy Services Inc), Loan Agreement (Key Energy Services Inc), Loan and Security Agreement (Par Pacific Holdings, Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in the Eurodollar Rate) or any Issuer;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of “Excluded Taxes or Taxes” and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or any Issuer or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, such Issuer or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, Issuer or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender, Issuer or other Recipient, the Seller shall Borrower will pay to such Affected Person Lender, Issuer or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, Issuer or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 5 contracts
Samples: Credit Agreement (Amc Entertainment Holdings, Inc.), Credit Agreement (Amc Entertainment Holdings, Inc.), Credit Agreement (Amc Entertainment Inc)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in the Adjusted LIBO Rate) or the Issuing Bank;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or the Issuing Bank or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, Issuing Bank or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, the Issuing Bank or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender, Issuing Bank or other Recipient, the Seller shall Borrower will pay to such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 5 contracts
Samples: Senior Secured Revolving Credit Agreement (BlackRock Capital Investment Corp), Senior Secured Revolving Credit Agreement (BlackRock Capital Investment Corp), Senior Secured Revolving Credit Agreement (BlackRock Capital Investment Corp)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender or any Issuing Bank;
(ii) subject any Affected Person Lender or any Issuing Bank to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (bii) through (dv) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or any Issuing Bank any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction DocumentLetter of Credit, any Capital participation in a Letter of Credit or SOFR Loans made by such Lender or any participation therein Issuing Bank (other than with respect to Taxes) that is not otherwise accounted for in the determination of the Benchmark or this clause (B) affecting its obligations or rights to make Investments or fund or maintain Capitala); and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such Issuing Bank of (A) acting as making or maintaining any Loan the Administrative Agent or interest on which is determined by reference to the Benchmark Rate or, in the case of a Purchaser hereunder Change in Law with respect to the transactions contemplated herebyTaxes, (B) making any Investment or funding or maintaining any Capital Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan), or to fund increase the cost to such Lender, such Issuing Bank or maintain such other Lender of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereof)Letter of Credit, or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or such Issuing Bank (whether of principal, interest or any other amount)) then, upon request from time to time within ten days after demand by such Lender or such Issuing Bank setting forth in reasonable detail such increased costs (with a copy of such Affected Persondemand to the Administrative Agent) (provided that such calculation will not in an way require disclosure of confidential or price-sensitive information or any other information the disclosure of which is prohibited by law), the Seller shall Borrower will pay to such Affected Person Lender or such Issuing Bank such additional amount or amounts as will compensate such Affected Person Lender or such Issuing Bank for such additional costs incurred or reduction suffered. No Lender or Issuing Bank shall request that the Borrower pay any additional amount pursuant to this Section 3.04(a) unless it shall concurrently make similar requests to other borrowers similarly situated and affected by such Change in Law and from whom such Lender or Issuing Bank is entitled to seek similar amounts.
Appears in 4 contracts
Samples: Credit Agreement (Allegro Microsystems, Inc.), Credit Agreement (Allegro Microsystems, Inc.), Credit Agreement (Allegro Microsystems, Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in the Adjusted Eurodollar Rate) or the Issuing Bank;
(ii) subject any Affected Person Lender or the Issuing Bank to any Taxes (except to the extent such Taxes are (A) other than Indemnified Taxes for which relief is sought under Section 5.03, (B) Taxes described in clause (b) through (d) of the definition of and Excluded Taxes or (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes) on its loansLoans, loan principalLetters of Credit, letters of creditCommitments, commitments or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or the Issuing Bank or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender or maintain the Issuing Bank of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or the Issuing Bank hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or the Issuing Bank, the Seller shall Borrowers will pay to such Affected Person Lender or the Issuing Bank, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or the Issuing Bank, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 4 contracts
Samples: First Lien Credit and Guaranty Agreement (Corsair Gaming, Inc.), First Lien Credit and Guaranty Agreement (Corsair Gaming, Inc.), First Lien Credit and Guaranty Agreement (Corsair Gaming, Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected Person;
(ii) subject any Affected Person to any Taxes (except to the extent such Taxes are (A) Indemnified Taxes for which relief is sought provided under Section 5.034.03, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes) on its loans, loan principal, letters of credit, commitments or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Program Support Agreement, any Loan or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain CapitalLoans; and the result of any of the foregoing shall be to increase the cost to such Affected Person of (A) acting as the Administrative Agent, a Group Agent or a Purchaser Lender hereunder or as a Program Support Provider with respect to the transactions contemplated hereby, (B) making any Investment or funding or maintaining any Capital (or any portion thereof) Loan or (C) maintaining its obligation to make any Investment or to fund or maintain any Capital (or any portion thereof)Loan, or to reduce the amount of any sum received or receivable by such Affected Person hereunder, then, upon request of such Affected PersonPerson (or its Group Agent), the Seller Borrower shall pay to such Affected Person such additional amount or amounts as will compensate such Affected Person for such additional costs incurred or reduction suffered.
Appears in 4 contracts
Samples: Receivables Financing Agreement (Traeger, Inc.), Receivables Financing Agreement (Traeger, Inc.), Receivables Financing Agreement (TGPX Holdings I LLC)
Increased Costs Generally. If any Change in Law shall:
(iA) impose, modify or deem applicable any reservereserve (other than reserve otherwise included in the determination of the Euro-Rate or LMIR hereunder), special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, the Administrator, any Purchaser, any Purchaser Agent, any Program Support Provider, any of their respective Affiliates or any of their respective holding companies (including bank holding companies) (each an “Affected Person”);
(iiB) subject any Affected Person to any Taxes (except excluding any Taxes that give rise to the extent such Taxes are (A) Indemnified Taxes for which relief is sought payment of additional amounts under Section 5.03, (B) Taxes described in clause (b) through (d) of the definition of Excluded Taxes or (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes1.9) on its loans, loan principal, letters of credit, commitments or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iiiC) impose on any Affected Person any other condition, cost or expense (other than Taxes) (A) affecting the Sold Pool Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Program Support Agreement, any Purchase or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain CapitalPurchases; and the result of any of the foregoing shall be to increase the cost to such Affected Person of (A) acting as the Administrative Administrator, a Purchaser Agent or a Purchaser hereunder or as a Program Support Provider with respect to the transactions contemplated hereby, (B) making any Investment or funding or maintaining any Capital (Purchase or any portion thereof) Reinvestment or (C) maintaining its obligation to make any Investment or to fund or maintain any Capital (Purchase or any portion thereof)Reinvestment, or to reduce the amount of any sum received or receivable by such Affected Person hereunder, then, upon request of such Affected PersonPerson (or its Purchaser Agent), the Seller shall pay to such Affected Person such additional amount or amounts as will compensate such Affected Person for such additional costs incurred or reduction suffered.
Appears in 4 contracts
Samples: Receivables Purchase Agreement (Fleetcor Technologies Inc), Receivables Purchase Agreement (Fleetcor Technologies Inc), Receivables Purchase Agreement (Fleetcor Technologies Inc)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement contemplated by Section 3.04(e)) or any L/C Issuer;
(ii) subject any Affected Person Lender or any L/C Issuer to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause (a) of the definition of Excluded Taxes to the extent resulting from changes in tax rates, and Taxes described in clauses (b) through (d) of the definition of Excluded Taxes or (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or any L/C Issuer or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Eurodollar Rate Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect making, continuing, converting to the transactions contemplated hereby, (B) making any Investment or funding or maintaining any Capital Loan the interest on which is determined by reference to the Eurodollar Rate (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan), or to fund increase the cost to such Lender or maintain such L/C Issuer of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or such L/C Issuer hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or such L/C Issuer, the Seller shall Borrower will pay to such Affected Person Lender or such L/C Issuer, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or such L/C Issuer, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 4 contracts
Samples: Credit Agreement (ONE Gas, Inc.), Credit Agreement (ONE Gas, Inc.), Credit Agreement (Oneok Inc /New/)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reservereserve (including pursuant to regulations issued from time to time by the Board for determining the maximum reserve requirement (including any emergency, special, supplemental or other marginal reserve requirement) with respect to eurocurrency funding (currently referred to as “Eurocurrency liabilities” in Regulation D)), special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected Person;Lender or any Issuing Bank; or
(ii) subject any Affected Person to any Taxes (except to the extent such Taxes are (A) Indemnified Taxes for which relief is sought under Section 5.03, (B) Taxes described in clause (b) through (d) of the definition of Excluded Taxes or (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes) on its loans, loan principal, letters of credit, commitments or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or any Issuing Bank any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Term Benchmark Loans or RFR Loans made by such Lender or any Letter of Credit or participation therein in any such Loan or (B) affecting its obligations or rights to make Investments or fund or maintain CapitalLetter of Credit; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lenders of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital Term Benchmark Loan or RFR Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan) or to fund increase the cost to such Lender or maintain such Issuing Bank of participating in, issuing or maintaining any Capital (or any portion thereof), Letter of Credit or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or such Issuing Bank hereunder (whether of principal, theninterest or otherwise), then upon the request of such Affected Person, Lender or such Issuing Bank the Seller shall Borrower will pay to such Affected Person Lender or such Issuing Bank, as the case may be, in Dollars, such additional amount or amounts as will compensate such Affected Person Lender or such Issuing Bank, as the case may be, for such additional costs incurred or reduction suffered; provided that no Lender will claim the payment of any of the amounts referred to in this paragraph if not generally claiming similar compensation from its other similar customers in similar circumstances (it being understood that no Lender shall be required to disclose price sensitive information or any other information).
Appears in 4 contracts
Samples: Senior Secured Revolving Credit Agreement (Sixth Street Specialty Lending, Inc.), Senior Secured Revolving Credit Agreement (Sixth Street Specialty Lending, Inc.), Senior Secured Revolving Credit Agreement (Sixth Street Specialty Lending, Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonTerm Lender;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Term Lender or the London interbank market any other conditioncondition (other than any condition related to Taxes), cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or any Term Loans made by such Term Lender or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Term Lender, by an amount that such Term Lender deems to be material, of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated hereby, (B) making any Investment or funding or maintaining any Capital Term Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment or to fund or maintain any Capital (or any portion thereofsuch Term Loan), or to reduce the amount of any sum received or receivable by such Affected Person hereunderTerm Lender hereunder (whether of principal, interest or any other amount) then, upon request of such Affected Person, Term Lender the Seller shall Borrowers will pay to such Affected Person Term Lender such additional amount or amounts as will compensate such Affected Person Term Lender for such additional costs incurred or reduction suffered.
Appears in 4 contracts
Samples: Credit Agreement (Intersections Inc), Credit Agreement (Intersections Inc), Credit Agreement (Intersections Inc)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected Person;
(ii) subject any Affected Person to any Taxes (except to the extent such Taxes are (A) Indemnified Taxes for which relief is sought under Section 5.03, (B) Taxes described in clause (b) through (d) of the definition of Excluded Taxes or (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes) on its loans, loan principal, letters of credit, commitments or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Loan or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain CapitalLoans; and the result of any of the foregoing shall be to increase the cost to such Affected Person of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebyLender hereunder, (B) making any Investment or funding or maintaining any Capital (or any portion thereof) Loan or (C) maintaining its obligation to make any Investment or to fund or maintain any Capital (or any portion thereof)Loan, or to reduce the amount of any sum received or receivable by such Affected Person hereunder, then, upon request of such Affected Person, the Seller shall Borrowers shall, jointly and severally, pay to such Affected Person such additional amount or amounts as will compensate such Affected Person for such additional costs incurred or reduction suffered.
Appears in 4 contracts
Samples: Receivables Financing Agreement (Lamar Media Corp/De), Receivables Financing Agreement (Lamar Media Corp/De), Receivables Financing Agreement (Lamar Media Corp/De)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (including any reserve for eurocurrency funding that may be established or reestablished under Regulation D of the Board of Governors of the Federal Reserve System) or any L/C Issuer;
(ii) subject any Affected Person Lender or any L/C Issuer to any Taxes (except to the extent such Taxes are (A) other than any Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause (b) through (d) of the definition of Other Taxes, and Excluded Taxes or (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or any L/C Issuer or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Eurocurrency Rate Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding continuing, converting into or maintaining any Capital Loan the interest on which is determined by reference to the Eurocurrency Rate (or, in the case of paragraph (ii), any Loan), or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender or maintain such L/C Issuer of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or such L/C Issuer hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or such L/C Issuer, the Seller shall Company will pay (or cause the applicable Designated Borrower to pay) to such Affected Person Lender or such L/C Issuer, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or such L/C Issuer, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 4 contracts
Samples: Credit Agreement (RR Donnelley & Sons Co), Credit Agreement (RR Donnelley & Sons Co), Credit Agreement (RR Donnelley & Sons Co)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reservereserve (including pursuant to regulations issued from time to time by the FRB for determining the maximum reserve requirement (including any emergency, special, supplemental or other marginal reserve requirement) with respect to eurocurrency funding (currently referred to as “Eurocurrency liabilities” in Regulation D of the FRB, as amended and in effect from time to time)), special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or advances, loans or other credit extended or participated in by, any Affected PersonLender;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Loan Agreement or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain CapitalLoans made by such Lender therein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment or to fund or maintain any Capital (or any portion thereofsuch Loan), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or such other Recipient hereunder (whether of principal, interest or any other amount) then, upon written request of such Affected PersonLender or other Recipient, the Seller Borrower shall promptly pay to any such Affected Person Lender or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 4 contracts
Samples: Term Loan Agreement (Public Service Co of New Mexico), Term Loan Agreement (PNM Resources Inc), Term Loan Agreement (Public Service Co of New Mexico)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in the Eurodollar Rate) or the L/C Issuer;
(ii) subject any Affected Person Lender or the L/C Issuer to any Taxes Tax of any kind whatsoever (except to the extent such Taxes are (A) other than Indemnified Taxes for which relief is sought under or Other Taxes covered in Section 5.03, (B) Taxes described in clause (b) through (d) of the definition of 3.01 and Excluded Taxes or (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes) on its loans, loan principal, letters Letters of creditCredit, commitments Commitments or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or the L/C Issuer or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Eurodollar Rate Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated hereby, (B) making any Investment or funding or maintaining any Capital Loan the interest on which is determined by reference to the Eurodollar Rate (or, in the case of clause (ii) above, any Loan), or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender or maintain the L/C Issuer of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or the L/C Issuer hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or the L/C Issuer, the Seller shall Borrower will pay to such Affected Person Lender or the L/C Issuer, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or the L/C Issuer, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 4 contracts
Samples: Credit Agreement (American Renal Associates Holdings, Inc.), Credit Agreement (American Renal Associates Holdings, Inc.), First Lien Credit Agreement (American Renal Associates Holdings, Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in the Eurodollar Rate) or the L/C Issuer;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or the L/C Issuer or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, such L/C Issuer or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, L/C Issuer or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender, the Seller shall L/C Issuer or other Recipient, Borrower will pay to such Affected Person Lender, L/C Issuer or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, L/C Issuer or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 4 contracts
Samples: Senior Secured Super Priority Debtor in Possession Credit Agreement (Gulfport Energy Corp), Credit Agreement (Gulfport Energy Corp), Credit Agreement (Gulfport Energy Corp)
Increased Costs Generally. If any Change in Law occurring after the date that such Lender or L/C Issuer first became a Lender or L/C Issuer, as applicable, shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement contemplated by Section 3.04(e) or otherwise reflected in the LIBOR Rate;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause (b) through (d) of the definition of Excluded Taxes or Taxes, and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto;
(iii) [reserved]; or
(iiiiv) impose on any Affected Person Lender or the L/C Issuer or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or LIBOR Rate Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital LIBOR Rate Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan), or to fund increase the cost to such Lender or maintain the L/C Issuer of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or the L/C Issuer hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or the L/C Issuer, the Seller shall Borrowers will pay to such Affected Person Lender or the L/C Issuer, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or the L/C Issuer, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 3 contracts
Samples: Credit Agreement (Lands' End, Inc.), Abl Credit Agreement (Lands' End, Inc.), Abl Credit Agreement (Lands' End, Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reservereserve (including pursuant to regulations issued from time to time by the Federal Reserve Board for determining the maximum reserve requirement (including any emergency, special, supplemental or other marginal reserve requirement) with respect to eurocurrency funding (currently referred to as “Eurocurrency liabilities” in Regulation D)), special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments principal or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain CapitalLoans made by such Lender; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment or to fund or maintain any Capital (or any portion thereof)such Loan, or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or other Recipient, the Seller shall Borrower will pay to such Affected Person Lender or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 3 contracts
Samples: Revolving Credit Agreement (Power Solutions International, Inc.), Uncommitted Revolving Credit Agreement (Power Solutions International, Inc.), Revolving Credit Agreement (Power Solutions International, Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any such reserve requirement reflected in the Adjusted LIBO Rate) or the Issuing Bank;
(ii) impose on any Lender or the Issuing Bank or the London interbank market any other condition, cost or expense (other than Taxes) affecting this Agreement or Eurocurrency Loans made by such Lender or any Letter of Credit or participation therein; or
(iii) subject the Administrative Agent, any Affected Person Lender and the Issuing Bank to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (de) of the definition of Excluded Taxes or Taxes, and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capital; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lenders of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital Eurocurrency Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan) or to fund increase the cost to such Lender or maintain the Issuing Bank of participating in, issuing or maintaining any Capital (or any portion thereof), Letter of Credit or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or the Issuing Bank hereunder (whether of principal, theninterest or otherwise), upon request of such Affected Person, then the Seller shall Borrower will pay to such Affected Person Lender or the Issuing Bank, as the case may be, in Dollars, such additional amount or amounts as will compensate such Affected Person Lender or the Issuing Bank, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 3 contracts
Samples: Senior Secured Revolving Credit Agreement, Senior Secured Revolving Credit Agreement (NF Investment Corp.), Senior Secured Revolving Credit Agreement (Carlyle GMS Finance, Inc.)
Increased Costs Generally. If any Change in Law shall:
: (i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected Person;
; (ii) subject any Affected Person to any Taxes (except to the extent such Taxes are (A) Indemnified Taxes for which relief is sought under Section 5.03, (B) Taxes described in clause (b) through (d) of the definition of Excluded Taxes or (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes; the Taxes described in this parenthetical, “Covered Taxes”) on its loans, loan principal, letters of credit, commitments or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
or (iii) impose on any Affected Person any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Loan or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain CapitalLoans; and the result of any of the foregoing shall be to increase the cost to such Affected Person of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebyLender hereunder, (B) making any Investment or funding or maintaining any Capital (or any portion thereof) Loan or (C) maintaining its obligation to make any Investment or to fund or maintain any Capital (or any portion thereof)Loan, or to reduce the amount of any sum received or receivable by such Affected Person hereunder, then, upon request of such Affected Person, the Seller Borrower shall pay to such Affected Person such additional amount or amounts as will compensate such Affected Person for such additional costs incurred or reduction suffered.
Appears in 3 contracts
Samples: Loan Agreement (Bird Global, Inc.), Loan and Security Agreement (Bird Global, Inc.), Loan and Security Agreement (Bird Global, Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender or the Issuing Bank;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or the Issuing Bank or the applicable interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, the Issuing Bank or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, Issuing Bank or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender, Issuing Bank or other Recipient, the Seller shall Borrower will pay to such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, such additional amount or amounts as will reasonably compensate such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 3 contracts
Samples: Credit Agreement (Healthpeak Properties, Inc.), Credit Agreement (Healthpeak Properties, Inc.), Credit Agreement (Physicians Realty Trust)
Increased Costs Generally. If any Change in Law shall:
(ia) impose, modify or deem applicable any reserve, liquidity, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement contemplated by Section 3.6.5) or Issuing Bank;
(iib) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or Taxes, and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loanswith respect to any Loan, loan principal, letters Letter of credit, commitments Credit Commitment or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iiic) impose on any Affected Person Lender, Issuing Bank or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assetsany Loan, the Seller CollateralLetter of Credit, this Agreementparticipation in LC Obligations, any other Transaction Commitment or Credit Document, any Capital or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capital; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated hereby, (B) making any Investment or funding or maintaining any Capital Loan or Commitment, or converting to or continuing any interest option for a Loan, or to increase the cost to such Lender or Issuing Bank of participating in, issuing or maintaining any Letter of Credit (or any portion thereof) or (C) of maintaining its obligation to make any Investment participate in or to fund or maintain issue any Capital (or any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or Issuing Bank hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or Issuing Bank, the Seller shall Borrowers will pay to such Affected Person Lender or Issuing Bank, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or Issuing Bank, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 3 contracts
Samples: Credit Agreement (Calumet Specialty Products Partners, L.P.), Credit Agreement (Calumet Specialty Products Partners, L.P.), Credit Agreement (Calumet Specialty Products Partners, L.P.)
Increased Costs Generally. If any Change in Law shall:
: (i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or advances, loans or other credit extended or participated in by, any Affected Person;
Lender (except any reserve requirement reflected in Adjusted LIBORSOFR), (ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03, and (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of creditcommitment, commitments or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
, or (iii) impose on any Affected Person Lender any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assetsthis Credit Agreement or Loans made by any Lender, the Seller Collateral, this Agreement, any other Transaction Document, any Capital or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capital; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment or to fund or maintain any Capital (or any portion thereofsuch Loan), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or other Recipient hereunder (whether of principal, interest or any other amount) then, upon written request of such Affected PersonLender or other Recipient, Borrowers shall, on or before the Seller shall Required Payment Time after such request, pay to any such Affected Person Lender or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 3 contracts
Samples: Revolving Credit and Security Agreement (Golub Capital BDC 3, Inc.), Revolving Credit and Security Agreement (Golub Capital BDC 3, Inc.), Revolving Credit and Security Agreement (Golub Capital BDC 3, Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender or any L/C Issuer;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (de) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or any L/C Issuer or the applicable interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assetsthis Agreement or Term SOFR Loans, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Daily SOFR Loans or Alternative Currency Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan), or to fund increase the cost to such Lender or maintain such L/C Issuer of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or such L/C Issuer hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or such L/C Issuer, the Seller shall Borrower will pay (or cause the applicable Designated Borrower to pay) to such Affected Person Lender or such L/C Issuer, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or such L/C Issuer, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 3 contracts
Samples: Credit Agreement (Morningstar, Inc.), Credit Agreement (Morningstar, Inc.), Credit Agreement (Morningstar, Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in the Adjusted LIBO Rate) or the Issuing Bank;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or the Issuing Bank or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, such Issuing Bank or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, Issuing Bank or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender, Issuing Bank or other Recipient, the Seller shall Borrower will pay to such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 3 contracts
Samples: Senior Secured Credit Agreement (Solar Capital Ltd.), Senior Secured Credit Agreement (Solar Capital Ltd.), Senior Secured Credit Agreement (Solar Capital Ltd.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in Term SOFR);
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain CapitalLoans made by such Lender; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereof), Letter of Credit) or to increase the cost to such Lender (or such other Recipient of participating in Swing Line Loans) or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or other Recipient, the Seller shall Borrower will pay to such Affected Person Lender or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 3 contracts
Samples: Credit Agreement (Bgsf, Inc.), Credit Agreement (Bgsf, Inc.), Credit Agreement (Bgsf, Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any such reserve requirement reflected in the BSBY Rate) or any Issuing Bank;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of “Excluded Taxes or Taxes” and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or any Issuing Bank or the relevant market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or any Loan made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, such Issuing Bank or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, Issuing Bank or other Recipient hereunder (whether of principal, interest or any other amount), then, from time to time upon request of such Affected PersonLender, Issuing Bank or other Recipient, the Seller shall Borrower will pay to such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 3 contracts
Samples: Abl Credit and Guaranty Agreement (QualTek Services Inc.), Debtor in Possession Abl Credit and Guaranty Agreement (QualTek Services Inc.), Abl Credit and Guaranty Agreement (QualTek Wireline LLC)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonPerson (except any such reserve requirements reflected in Adjusted LIBOR or Adjusted LMIR);
(ii) subject any Affected Person to any Taxes (except to the extent such Taxes are (A) other than Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or (C) Other Taxes, and Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Program Support Agreement, any Loan or any Letter of Credit or any participation therein or (B) affecting its obligations or rights to make Investments Loans or fund issue or maintain Capitalparticipate in Letters of Credit; and the result of any of the foregoing shall be to increase the cost to such Affected Person of (A) acting as the Administrative Agent, a Group Agent or a Purchaser Lender hereunder or as a Program Support Provider with respect to the transactions contemplated hereby, (B) making any Investment or funding or maintaining any Capital Loan or issuing or participating in any Letter of Credit (or any portion thereofinterests therein) or (C) maintaining its obligation to make any Investment or to fund or maintain any Capital Loan or issuing or participating in, any Letter of Credit (or any portion thereofinterest therein), or to reduce the amount of any sum received or receivable by such Affected Person hereunder, then, upon request of such Affected PersonPerson (or its Group Agent), the Seller Borrower shall pay to such Affected Person such additional amount or amounts as will compensate such Affected Person for such additional costs incurred or reduction sufferedsuffered in accordance with Section 5.01(d).
Appears in 3 contracts
Samples: Receivables Financing Agreement (DCP Midstream, LP), Receivables Financing Agreement (DCP Midstream, LP), Receivables Financing Agreement (DCP Midstream, LP)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender or any L/C Issuer;
(ii) subject any Affected Person Lender or any L/C Issuer to any Taxes Tax of any kind whatsoever with respect to this Agreement, any Letter of Credit, any participation in a Letter of Credit or any Term SOFR Loan made by it, or change the basis of taxation of payments to such Lender or such L/C Issuer in respect thereof (except to the extent such Taxes are (A) for Indemnified Taxes for which relief is sought under or Other Taxes covered by Section 5.03, (B) Taxes described in clause (b) through (d) of the definition of 3.01 and Excluded Taxes or (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes) on its loans, loan principal, letters of credit, commitments or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto); or
(iii) impose on any Affected Person Lender or any L/C Issuer any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Term SOFR Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital Loan the interest on which is determined by reference to Term SOFR (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan), or to fund increase the cost to such Lender or maintain such L/C Issuer of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or such L/C Issuer hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or such L/C Issuer, the Seller shall Borrowers will pay to such Affected Person Lender or such L/C Issuer, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or such L/C Issuer, as the case may be, for such additional costs incurred or reduction suffered; provided that (x) the Borrowers shall not be treated less favorably with respect to such amounts than how other similarly situated borrowers of such Lender or L/C Issuer are generally treated (it being understood that this provision shall not be construed to obligate any Lender or L/C Issuer to make available any information that, in its sole discretion, it deems confidential), (y) the Borrowers shall not be liable for such compensation if the relevant Change in Law occurs on a date prior to the date such Lender becomes a party hereto and (z) such circumstances in the case of requests for reimbursement under clause (iii) above resulting from a market disruption are not generally affecting the banking market, or the applicable request has not been made by Lenders constituting Required Lenders.
Appears in 3 contracts
Samples: Credit Agreement (MGM Resorts International), Credit Agreement (MGM Resorts International), Credit Agreement
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in LIBOR) or any Issuing Lender;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (bB) through (dD) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or any Issuing Lender or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, such Issuing Lender or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, Issuing Lender or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender, the Seller shall Issuing Lender or other Recipient, Borrower will pay to such Affected Person Lender, Issuing Lender or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, Issuing Lender or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 3 contracts
Samples: Third Amendment and Confirmation Agreement (ATN International, Inc.), Credit Agreement (Atlantic Tele Network Inc /De), Credit Agreement (Atlantic Tele Network Inc /De)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in Term SOFR) or the L/C Issuer;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or the L/C Issuer or the SOFR market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Term SOFR Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital Term SOFR Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan), or to fund increase the cost to such Lender or maintain the L/C Issuer of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or the L/C Issuer hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or the L/C Issuer, the Seller shall Loan Parties will pay to such Affected Person Lender or the L/C Issuer, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or the L/C Issuer, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 3 contracts
Samples: Credit Agreement (Kirkland's, Inc), Credit Agreement (Kirkland's, Inc), Credit Agreement (Kirkland's, Inc)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender or any L/C Issuer;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loansLoans, loan principalLetters of Credit, letters participations in a Letter of credit, commitments Credit or other obligations, or its deposits, reserves, other liabilities or capital attributable theretoany Loan made by it; or
(iii) impose on any Affected Person Lender or any L/C Issuer any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect making, continuing, converting to the transactions contemplated hereby, (B) making any Investment or funding or maintaining any Capital Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan), or to fund increase the cost to such Lender or maintain such L/C Issuer of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or such L/C Issuer hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or such L/C Issuer, the Seller shall Borrowers will pay to such Affected Person Lender or such L/C Issuer, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or such L/C Issuer, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 3 contracts
Samples: Credit Agreement (Highwoods Realty LTD Partnership), Credit Agreement (Highwoods Realty LTD Partnership), Credit Agreement (Highwoods Realty LTD Partnership)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender;
(ii) subject any Affected Person Lender to any Taxes Tax with respect to this Agreement or any SOFR Loan made by it (except to the extent such Taxes are except, in each case, for (Aa) any Indemnified Taxes for which relief is sought under Section 5.03, (B) Taxes described in clause or (b) through (d) of the definition of any Excluded Taxes or (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes) on its loans, loan principal, letters of credit, commitments or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto); or
(iii) (A) impose on any Affected Person Lender any other conditionincrease in the cost to such Lender of agreeing to make or making, cost funding or expense maintaining SOFR Loans or (other than Taxesas the case may be) (A) affecting the Sold Assetsissuing or participating in Letters of Credit, the Seller Collateral, this Agreement, any other Transaction Document, any Capital or any participation therein or (B) affecting its obligations cause a reduction in the amount received or rights to make Investments receivable by any Lender in connection with any of the foregoing, that is not otherwise accounted for in the definition of Adjusted Term SOFR (excluding for purposes of this Section 3.04(a) any such increased costs or fund reduction in amount resulting from amounts otherwise excluded in the parenthetical in clause (ii) immediately above); or maintain Capital; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated hereby, (B) making any Investment or funding or maintaining any Capital Loan the interest on which is determined by reference to Adjusted Term SOFR or issuing or participating in any Letters of Credit (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan or to fund issue or maintain participate in any Capital (or any portion thereofsuch Letter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender (whether of principal, interest or any other amount) then, upon request from time to time within fifteen (15) days after demand by such Lender setting forth in reasonable detail such increased costs or such reduction in amount (with a copy of such Affected Persondemand to the Administrative Agent), the Seller shall Borrower will pay to such Affected Person Lender such additional amount or amounts as will compensate such Affected Person Lender for such additional costs incurred or reduction suffered. At any time that any SOFR Loan is affected by the circumstances described in this Section 3.04(a), the Borrower may, subject to Section 3.05, either (i) if the affected SOFR Loan is then being made pursuant to a Borrowing, cancel such Borrowing by giving the Administrative Agent telephonic notice (confirmed promptly in writing) thereof on the same date that the Borrower receives any such demand from such Lender or (ii) if the affected SOFR Loan is then outstanding, upon at least three (3) Business Days’ notice to the Administrative Agent, require the affected Lender to convert such SOFR Loan into a Base Rate Loan (determined without reference to the Adjusted Term SOFR component thereof), if applicable.
Appears in 3 contracts
Samples: Credit Agreement (Cincinnati Bell Inc), Credit Agreement (Cincinnati Bell Inc), Credit Agreement (Cincinnati Bell Inc)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in the Adjusted LIBOR) or any Issuer;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or any Issuer or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, such Issuer or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, Issuer or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender, Issuer or other Recipient, the Seller shall Borrower will pay to such Affected Person Lender, Issuer or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, Issuer or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 3 contracts
Samples: Credit Agreement (EMCOR Group, Inc.), Credit Agreement (Emcor Group Inc), Credit Agreement (Emcor Group Inc)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in Adjusted LIBOR);
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain CapitalLoans made by such Lender; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereof), Letter of Credit) or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or other Recipient, the Seller shall Borrower will pay to such Affected Person Lender or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 3 contracts
Samples: Credit Agreement (Granite Ridge Resources, Inc.), Credit Agreement (Granite Ridge Resources, Inc.), Credit Agreement (Granite Ridge Resources, Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected Person;
(ii) subject any Affected Person to any Taxes (except to the extent such Taxes are (A) Indemnified Taxes for which relief is sought under Section 5.034.03, (B) Taxes described in clause (b) through (d) of the definition of Excluded Taxes or (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes) on its loans, loan principal, letters of credit, commitments or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Loan or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain CapitalLoans; and the result of any of the foregoing shall be to increase the cost to such Affected Person of (A) acting as the Administrative Agent Agent, or a Purchaser hereunder with respect to the transactions contemplated herebyLender hereunder, (B) making any Investment or funding or maintaining any Capital (or any portion thereof) Loan or (C) maintaining its obligation to make any Investment or to fund or maintain any Capital (or any portion thereof)Loan, or to reduce the amount of any sum received or receivable by such Affected Person hereunder, then, upon request of such Affected Person, the Seller Borrower shall pay to such Affected Person such additional amount or amounts as will compensate such Affected Person for such additional costs incurred or reduction suffered.
Appears in 3 contracts
Samples: Receivables Financing Agreement (Evoqua Water Technologies Corp.), Receivables Financing Agreement (Evoqua Water Technologies Corp.), Receivables Financing Agreement (Evoqua Water Technologies Corp.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in the Adjusted Eurodollar Rate);
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereof), Letter of Credit) or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or other Recipient, the Seller shall Borrowers will pay to such Affected Person Lender or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 3 contracts
Samples: Credit Agreement (FlexEnergy Green Solutions, Inc.), Credit Agreement (FlexEnergy Green Solutions, Inc.), Credit Agreement (Natural Gas Services Group Inc)
Increased Costs Generally. If any Change in Law shall:
(ia) impose, modify or deem applicable any reserve, liquidity, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in calculating LIBOR or the Canadian BA Rate) or Issuing Bank;
(iib) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (Ai) Indemnified Taxes for which relief is sought otherwise indemnifiable under Section 5.03, 5.8 and (Bii) Taxes described in clause (b) through (d) of the definition of Excluded Taxes or (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes) on its loansLoan, loan principalLetter of Credit, letters of credit, commitments Commitment or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iiic) impose on any Affected Person Lender, Issuing Bank or interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assetsany Loan, the Seller CollateralLetter of Credit, this Agreementparticipation in LC Obligations, any other Transaction Commitment or Loan Document, any Capital or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capital; and the result of any of the foregoing thereof shall be to increase the cost to such Affected Person a Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated hereby, (B) making any Investment or funding or maintaining any Capital Loan or Commitment, or converting to or continuing any interest option for a Loan, or to increase the cost to a Lender or an Issuing Bank of participating in, issuing or maintaining any Letter of Credit (or any portion thereof) or (C) of maintaining its obligation to make any Investment participate in or to fund or maintain issue any Capital (or any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereundera Lender or an Issuing Bank hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or such Issuing Bank, the Seller shall Borrower Group to which such Lender or such Issuing Bank has a Commitment will pay to such Affected Person it such additional amount or amounts amount(s) as will compensate such Affected Person it for such the additional costs incurred or reduction suffered.
Appears in 3 contracts
Samples: Loan Agreement (Horizon Global Corp), Loan Agreement (Horizon Global Corp), Loan Agreement (Horizon Global Corp)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement (on a net basis) against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in the LIBOR Rate);
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or;
(iii) impose on any Affected Person Lender or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or any Loans made by such Lender or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, or maintain any Capital (or any portion thereof)such other Recipient of participating in, or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or other Recipient, the Seller shall Borrower will pay to such Affected Person Lender or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 3 contracts
Samples: Term Loan Agreement (Nordson Corp), Term Loan Agreement (Nordson Corp), Term Loan Agreement (Nordson Corp)
Increased Costs Generally. If any Change in Law shall:
(ia) impose, modify or deem applicable any reserve, liquidity, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in calculating LIBOR) or Issuing Bank;
(iib) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (Ai) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (Bii) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or Taxes, and (Ciii) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loanswith respect to any Loan, loan principalLetter of Credit, letters of credit, commitments Commitment or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iiic) impose on any Affected Person Lender, Issuing Bank or interbank market any other condition, cost or expense (in each case, other than Taxes) (A) affecting the Sold Assetsany Loan, the Seller CollateralLetter of Credit, this Agreementparticipation in LC Obligations, any other Transaction Commitment or Loan Document, any Capital or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capital; and the result of any of the foregoing thereof shall be to increase the cost to such Affected Person a Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated hereby, (B) making any Investment or funding or maintaining any Capital Loan or Commitment, or converting to or continuing any interest option for a Loan, or to increase the cost to a Lender or Issuing Bank of participating in, issuing or maintaining any Letter of Credit (or any portion thereof) or (C) of maintaining its obligation to make any Investment participate in or to fund or maintain issue any Capital (or any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereundera Lender or Issuing Bank hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or Issuing Bank, the Seller shall Borrowers will pay to such Affected Person it such additional amount or amounts amount(s) as will compensate such Affected Person it for such the additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Loan, Security and Guaranty Agreement (Quintana Energy Services Inc.), Loan, Security and Guaranty Agreement (Quintana Energy Services Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender or L/C Issuer (except any reserve requirement reflected in the Term SOFR);
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or L/C Issuer any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein in any such Loan or (B) affecting its obligations or rights to make Investments or fund or maintain CapitalLetter of Credit; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, L/C Issuer or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereof), Letter of Credit) or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, L/C Issuer or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender, the Seller shall L/C Issuer or other Recipient, Borrower will pay to such Affected Person Lender, L/C Issuer or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, L/C Issuer or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (W&t Offshore Inc), Credit Agreement (Peak Resources LP)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender or any Issuing Bank;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of “Excluded Taxes or Taxes” and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or any Issuing Bank or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or any Loan made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, such Issuing Bank or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, Issuing Bank or other Recipient hereunder (whether of principal, interest or any other amount) in respect of any Loan in an amount deemed by such Lender, such Issuing Bank or other Recipient to be material, then, from time to time upon request of such Affected PersonLender, Issuing Bank or other Recipient, the Seller shall Borrower will pay to such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.. 1095171012\7\AMERICAS
Appears in 2 contracts
Samples: Abl Credit and Guaranty Agreement (PetIQ, Inc.), Abl Credit and Guaranty Agreement (PetIQ, Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender or any Issuing Bank;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or any Issuing Bank or the applicable interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Advances made by such Lender or any Letter of Credit or participation therein in any such Advance or (B) affecting its obligations or rights to make Investments or fund or maintain CapitalLetter of Credit; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender, such Issuing Bank or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding Converting to, continuing or maintaining any Capital (Advance or any portion thereof) or (C) of maintaining its obligation to make any Investment such Advance, or to fund increase the cost to such Lender, such Issuing Bank or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, Issuing Bank or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender, Issuing Bank or other Recipient, the Seller shall Company will pay to such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Five Year Credit Agreement (Eastman Chemical Co), Credit Agreement (Eastman Chemical Co)
Increased Costs Generally. If any Change in Law shallLaw:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected Person;
(ii) shall subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) with respect to this Agreement or on its loansany Loan made by it;
(ii) shall impose, modify or hold applicable any reserve, special deposit, compulsory loan principalor similar requirement against assets held by, letters of credit, commitments deposits or other obligationsliabilities in or for the account of, advances, loans or other extensions of credit by, or its depositsany other acquisition of funds by, reserves, other liabilities any office of any Lender that is not otherwise included in the determination of the Adjusted LIBO Rate or capital attributable theretoWeekly Reset LIBO Rate; or
(iii) shall impose on any Affected Person Lender or the London interbank market any other condition, condition cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain CapitalLoans made by such Lender; and the result of any of the foregoing shall be is to increase the cost to such Affected Person Lender or such other Recipient, by an amount that such Lender deems to be material, of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting into, continuing or maintaining any Capital (Loans or any portion thereof) or (C) of maintaining its obligation to make any Investment or such Loan (other than Weekly Reset LIBO Rate Loans determined by reference to fund or maintain any Capital (or any portion thereof), the Prime Rate) or to reduce the any amount of any sum received or receivable by such Affected Person hereunderhereunder in respect thereof, then, upon request of in any such Affected Personcase, the Seller Borrower shall promptly pay such Lender or other Recipient, upon its demand, any additional amounts necessary to such Affected Person such additional amount or amounts as will compensate such Affected Person Lender or other Recipient for such increased cost or reduced amount receivable. If any Lender or other Recipient becomes entitled to claim any additional costs incurred or reduction sufferedamounts pursuant to this paragraph, it shall promptly notify the Borrower (with a copy to the Administrative Agent) of the event by reason of which it has become so entitled.
Appears in 2 contracts
Samples: Credit Agreement (Bungeltd), Credit Agreement (Bunge LTD)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonPerson (except any such reserve included in the calculation of the Euro-Rate through the Euro-Rate Reserve Percentage);
(ii) subject any Affected Person to any Taxes (except to the extent such Taxes are (A) other than Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Documentthe Purchased Interest, any Capital Portion of Capital, any Discount or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain CapitalLetter of Credit; and the result of any of the foregoing shall be to increase the cost to such Affected Person of (A) acting as the Administrative Administrator, a Purchaser Agent or a Purchaser hereunder or as a Program Support Provider with respect to the transactions contemplated hereby, (B) making any Investment or purchasing, funding or maintaining any Capital the ownership of undivided percentage ownership interests with regard to the Purchased Interest (or any portion thereofinterests therein) or any Portion of Capital, (C) issuing or maintaining any Letter of Credit or (D) maintaining its obligation to make any Investment or to fund or maintain any Capital (such ownership or any portion thereof)such Portion of Capital or to issue or maintain any such Letter of Credit, or to reduce the amount of any sum received or receivable by such Affected Person hereunder, then, upon request of such Affected PersonPerson (or its Purchaser Agent), the Seller shall will pay to such Affected Person such additional amount or amounts as will compensate such Affected Person for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Receivables Purchase Agreement (Celanese Corp), Receivables Purchase Agreement (Celanese Corp)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in the Eurodollar Rate) or any L/C Issuer;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or any L/C Issuer or the applicable interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Eurodollar Rate Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated hereby, (B) making any Investment or funding or maintaining any Capital Loan the interest on which is determined by reference to the Eurodollar Rate or any Loan the interest on which is determined by reference to the Daily Floating Eurodollar Rate (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan), or to fund increase the cost to such Lender or maintain such L/C Issuer of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or such L/C Issuer hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or such L/C Issuer, the Seller shall Parent Borrower will pay or cause to be paid to such Affected Person Lender or such L/C Issuer, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or such L/C Issuer, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (Graybar Electric Co Inc), Credit Agreement (Graybar Electric Co Inc)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in the LIBOR Rate) or the Issuing Bank;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or the Issuing Bank or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, the Issuing Bank or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, Issuing Bank or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender, Issuing Bank or other Recipient, the Seller shall Borrower will pay to such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, such additional amount or amounts as will reasonably compensate such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (Healthpeak Properties, Inc.), Credit Agreement (Physicians Realty Trust)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement contemplated by Section 3.04(e)) or any L/C Issuer;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or any L/C Issuer or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Eurodollar Rate Loans or LIBOR Floating Rate Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan), or to fund increase the cost to such Lender or maintain such L/C Issuer of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or such L/C Issuer hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or such L/C Issuer, the Seller shall Borrower will pay to such Affected Person Lender or such L/C Issuer, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or such L/C Issuer, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (Getty Realty Corp /Md/), Credit Agreement (Getty Realty Corp /Md/)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in the Term SOFR Rate) or any Issuing Bank;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or any Issuing Bank any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capital; therein, and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender, such Issuing Bank, or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, such Issuing Bank or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, Issuing Bank or other Recipient hereunder (whether of principal, interest or any other amount), then, upon request of such Affected PersonLender, Issuing Bank or other Recipient, the Seller shall Borrower will pay to such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (Otter Tail Corp), Credit Agreement (Otter Tail Corp)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement contemplated by Section 3.04(e)) or the L/C Issuer;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or the L/C Issuer or any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Eurodollar Rate Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender, by an amount which such Lender deems to be material in its sole discretion, of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated hereby, (B) making any Investment or funding or maintaining any Capital Eurodollar Rate Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan), or to fund increase the cost to such Lender or maintain the L/C Issuer of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or the L/C Issuer hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or the L/C Issuer, the Seller shall Borrower will pay to such Affected Person Lender or the L/C Issuer, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or the L/C Issuer, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (Engility Holdings, Inc.), Credit Agreement (Engility Holdings, Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender or the Issuing Bank;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or the Issuing Bank or the applicable interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, the Issuing Bank or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, Issuing Bank or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender, Issuing Bank or other Recipient, the Seller shall Borrower will pay to such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (AdaptHealth Corp.), Credit Agreement (AdaptHealth Corp.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except with respect to the applicable Reserve Percentage with respect to any Eurodollar Loans);
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or any Loans made by such Lender or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, or maintain any Capital (such other Recipient of participating in, issuing or any portion thereof)maintaining, or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or other Recipient, the Seller shall Borrower will pay to such Affected Person Lender or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (American Railcar Industries, Inc.), Credit Agreement (American Railcar Industries, Inc.)
Increased Costs Generally. If any Change in Law shall:
: (i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or advances, loans or other credit extended or participated in by, any Affected Person;
Lender (except any reserve requirement reflected in Adjusted LIBOR), (ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03, and (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of creditcommitment, commitments or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
, or (iii) impose on any Affected Person Lender any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assetsthis Credit Agreement or Loans made by any Lender, the Seller Collateral, this Agreement, any other Transaction Document, any Capital or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capital; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment or to fund or maintain any Capital (or any portion thereofsuch Loan), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or other Recipient hereunder (whether of principal, interest or any other amount) then, upon written request of such Affected PersonLender or other Recipient, Borrowers shall, on or before the Seller shall Required Payment Time after such request, pay to any such Affected Person Lender or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Revolving Credit and Security Agreement (Golub Capital BDC 3, Inc.), Revolving Credit and Security Agreement (Golub Capital BDC 3, Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in Adjusted LIBOR);
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loansLoans, loan Loan principal, letters Letters of creditCredit, commitments Commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain CapitalLoans made by such Lender; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereof), Letter of Credit) or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or other Recipient, the Seller shall Borrower will pay to such Affected Person Lender or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (Granite Ridge Resources, Inc.), Credit Agreement (Granite Ridge Resources, Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in the Adjusted Term SOFR Rate or the Adjusted Daily Simple SOFR Rate);
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or Taxes, (C) Other Connection Income Taxes that are and (D) Taxes imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxesas a penalty for a Lender’s failure to comply with non-U.S. legislation implementing FATCA) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or any participation therein Term SOFR Rate Loans or (B) affecting its obligations or rights to make Investments or fund or maintain CapitalDaily Simple SOFR Rate Loans made by such Lender; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital Loan the interest on which is determined by reference to the Adjusted Term SOFR Rate or the Adjusted Daily Simple SOFR Rate (or any portion thereof) or (C) of maintaining its obligation to make any Investment or to fund or maintain any Capital (or any portion thereofsuch Loan), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender, the Seller shall Borrower will pay to such Affected Person Lender such additional amount or amounts as will compensate such Affected Person Lender for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (Phillips Edison & Company, Inc.), Credit Agreement (Phillips Edison & Company, Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in the Adjusted LIBO Rate) or any Issuing Bank;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or any Issuing Bank or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, such Issuing Bank or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, Issuing Bank or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender, Issuing Bank or other Recipient, the Seller shall Borrower will pay to such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (Power Solutions International, Inc.), Credit Agreement (Power Solutions International, Inc.)
Increased Costs Generally. If any Change in Law shall:
(ia) impose, modify or deem applicable any reserve, liquidity, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender or Issuing Bank;
(iib) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (Ai) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (Bii) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or Taxes, and (Ciii) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loanswith respect to any Loan, loan principalLetter of Credit, letters of credit, commitments Commitment or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iiic) impose on any Affected Person Lender, Issuing Bank or interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assetsany Loan, the Seller CollateralLetter of Credit, this Agreementparticipation in LC Obligations, any other Transaction Commitment or Loan Document, any Capital or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capital; and the result of any of the foregoing thereof shall be to increase the cost to such Affected Person a Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated hereby, (B) making any Investment or funding or maintaining any Capital Loan or its Commitment, or converting to or continuing any interest option for a Loan, or to increase the cost to a Lender or Issuing Bank of participating in, issuing or maintaining any Letter of Credit (or any portion thereof) or (C) of maintaining its obligation to make any Investment participate in or to fund or maintain issue any Capital (or any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereundera Lender or Issuing Bank hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or Issuing Bank, the Seller shall Borrower will pay to such Affected Person it such additional amount or amounts amount(s) as will compensate such Affected Person it for such the additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Loan and Security Agreement (Summit Midstream Partners, LP), Loan and Security Agreement (Stonemor Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge charge, special deposit or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonPerson (except any such reserve requirement reflected in the applicable Benchmark);
(ii) subject any Affected Person Secured Party to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Non-Excluded Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of “Excluded Taxes or Taxes” and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person or the applicable interbank market any other condition, cost or expense (other than Taxes) (A) ), affecting this Agreement or Advances made by such Affected Person by reference to the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital applicable Benchmark or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such any Affected Person of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding continuing, converting into or maintaining any Capital Advance (or any portion thereof) or (C) of maintaining its obligation to make any Investment Advance) or to fund or maintain any Capital (or any portion thereof)increase the cost to, or to reduce the amount of any payment (whether of principal, interest, fees, compensation or otherwise) or sum received or receivable by by, such Affected Person hereunderhereunder (whether of principal, theninterest, upon request of such Affected Personfees, compensation or otherwise), then the Seller shall Borrower will pay to such Affected Person from time to time after receipt of a written demand by a Responsible Officer of such Affected Person in Dollars, such additional amount or amounts as will compensate such Affected Person for such additional costs incurred or reduction sufferedsuffered within ten (10) Business Days of receipt of such demand. If a Lender requests compensation by the Borrower under this Section 2.09, the Borrower may, by notice to such Lender, suspend the obligation of such Lender to make or continue Advances by reference to the applicable Benchmark, until the event or condition giving rise to such request ceases to be in effect (in which case (x) all Advances of such Lender shall be made or continued by reference to the Base Rate and (y) such Lender shall have no obligation to make any Advances by reference to the applicable Benchmark); provided that such suspension shall not affect the right of such Lender to receive the compensation required in accordance with this Agreement.
Appears in 2 contracts
Samples: Credit and Security Agreement (Diameter Credit Co), Credit and Security Agreement (Diameter Credit Co)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in the EURIBOR Rate) or the L/C Issuer;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or L/C Issuer any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Credit Agreement or Term Benchmark Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital Loan, the interest on which is determined by reference to the Term Benchmark or XXXXX, as applicable, (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan), or to fund increase the cost to such Lender or maintain L/C Issuer of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or L/C Issuer hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or L/C Issuer, the Seller shall Borrower will pay (or cause the applicable Designated Borrower to pay) to such Affected Person Lender or L/C Issuer, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or L/C Issuer, as the case may be, for such additional costs incurred or reduction suffered; provided that (x) such Lender or L/C Issuer, as the case may be, is generally seeking, or intends to generally seek, comparable compensation from similarly situated borrowers under similar credit facilities (to the extent such Lender or L/C Issuer, as the case may be, has the right under such similar credit facilities to do so) and (y) such additional amounts shall not be duplicative of any amounts to the extent otherwise paid by Borrower under any other provision of this Credit Agreement.
Appears in 2 contracts
Samples: Credit Agreement (Euronet Worldwide, Inc.), Credit Agreement (Euronet Worldwide, Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender or any L/C Issuer;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or any L/C Issuer or the applicable interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, such L/C Issuer or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, L/C Issuer or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender, L/C Issuer or other Recipient, the Seller shall Borrower will pay to such Affected Person Lender, L/C Issuer or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, L/C Issuer or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (ATN International, Inc.), Credit Agreement (ATN International, Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in Term SOFR) or any Issuing Lender;
(ii) subject any Affected Person Recipient to any Taxes Tax (except to the extent such Taxes are other than (Ax) Excluded Taxes, (y) Connection Income Taxes, and (z) Indemnified Taxes for which relief is sought under Section 5.03, (B) Taxes described in clause (b) through (d) of the definition of Excluded Taxes or (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or Issuing Lender any other condition, cost or expense (in each case, other than Taxes) (A) affecting the Sold Assetsthis Agreement or SOFR Advances made by such Lender, the Seller Collateral, this Agreement, any other Transaction Document, any Capital or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated hereby, (B) making any Investment or funding or maintaining any Capital SOFR Advance (or any portion thereof) or (C) of maintaining its obligation to make or accept and purchase any Investment such Advance), to increase the cost to such Lender or Issuing Lender of participating in, issuing or maintaining any Letter of Credit (or of maintaining its obligation to participate in or to fund or maintain issue any Capital (or any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or Issuing Lender hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or Issuing Lender, the Seller shall Borrower will pay to such Affected Person Lender or Issuing Lender such additional amount or amounts as will compensate such Affected Person Lender or Issuing Lender, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (Select Water Solutions, Inc.), Credit Agreement (Select Energy Services, Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in Adjusted Eurodollar Rate);
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereof), Letter of Credit) or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or other Recipient, the Seller shall Borrower will pay to such Affected Person Lender or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (Century Communities, Inc.), Credit Agreement (Century Communities, Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender or the L/C Issuer;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or the L/C Issuer any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Credit Agreement or Term SOFR Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent making, converting to or a Purchaser hereunder with respect to the transactions contemplated hereby, (B) making any Investment or funding continuing or maintaining any Capital Loan the interest on which is determined by reference to Term SOFR (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan), or to fund increase the cost to such Lender or maintain the L/C Issuer of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or the L/C Issuer hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or the L/C Issuer, the Seller shall Borrower will pay to such Affected Person Lender or the L/C Issuer, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or the L/C Issuer, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (Dycom Industries Inc), Credit Agreement (Dycom Industries Inc)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or advances, loans or other credit extended or participated in by, any Affected PersonParty (except any reserve requirement reflected in Adjusted LIBOR);
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Party or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Credit Agreement or any Loans made by such Lender or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Party or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment or to fund or maintain any Capital (or any portion thereof), such Loan) or to reduce the amount of any sum received or receivable by such Affected Person hereunderParty or such other Recipient hereunder (whether of principal, interest or any other amount) then, upon written request of such Affected PersonParty or other Recipient, the Seller Borrowers shall promptly pay to any such Affected Person Party or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Party, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Crescent Capital BDC, Inc.), Revolving Credit Agreement (Crescent Capital BDC, Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement contemplated by Section 3.04(e), other than as set forth below) or any L/C Issuer;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are (A) other than Indemnified Taxes for which relief is sought under Section 5.03, (B) Taxes described in clause (b) through (d) of the definition of and Excluded Taxes or (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or any L/C Issuer or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Term SOFR Loans or Alternative Currency Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan), or to fund increase the cost to such Lender or maintain such L/C Issuer of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or such L/C Issuer hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or such L/C Issuer, the Seller shall Company will pay (or cause the applicable Designated Borrower to pay) to such Affected Person Lender or such L/C Issuer, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or such L/C Issuer, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (Celanese Corp), Credit Agreement (Celanese Corp)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected Person;
(ii) subject any Affected Person to any Taxes (except to the extent such Taxes are (A) Indemnified Taxes for which relief is sought provided under Section 5.034.03, (B) Taxes described in clause clauses (b) through and (dc) of the definition of Excluded Taxes or (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes) on its loans, loan principal, letters of credit, commitments or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Program Support Agreement, any Loan or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain CapitalLoans; and the result of any of the foregoing shall be to increase the cost to such Affected Person of (A) acting as the Administrative Agent, a Group Agent or a Purchaser Lender hereunder or as a Program Support Provider with respect to the transactions contemplated hereby, (B) making any Investment or funding or maintaining any Capital (or any portion thereof) Loan or (C) maintaining its obligation to make any Investment or to fund or maintain any Capital (or any portion thereof)Loan, or to reduce the amount of any sum received or receivable by such Affected Person hereunder, then, upon request of such Affected PersonPerson (or its Group Agent), the Seller Borrower shall pay to such Affected Person such additional amount or amounts as will compensate such Affected Person for such additional costs incurred or reduction sufferedsuffered; provided, however, that no Affected Person shall be entitled to demand such compensation more than 90 days following (x) the last day of the Interest Period in respect of which such demand is made or (y) the repayment of any Capital in respect of which such demand is made. Notwithstanding any other provision herein, no Affected Person shall demand compensation pursuant to this Section 4.01 if it shall not at the time be the general policy or practice of such Affected Person to demand such compensation from similarly situated borrowers (to the extent that such Affected Person has the right to do so under its credit facilities with similarly situated borrowers).
Appears in 2 contracts
Samples: Receivables Financing Agreement (PACIFIC GAS & ELECTRIC Co), Receivables Financing Agreement (PACIFIC GAS & ELECTRIC Co)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender or any L/C Issuer;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or any L/C Issuer or the interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, such L/C Issuer or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit or Swingline Loan (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit or Swingline Loan), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, L/C Issuer or other Recipient hereunder (whether of principal, interest or any other amount) then, upon within fifteen (15) days after request of such Affected PersonLender, L/C Issuer or other Recipient (with a copy to the Administrative Agent), the Seller shall Borrower will pay to such Affected Person Lender, L/C Issuer or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, L/C Issuer or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (Whitestone REIT), Credit Agreement (Whitestone REIT)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge charge, special deposit or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonPerson (except any such reserve requirement reflected in the Adjusted Eurodollar Rate);
(ii) subject any Affected Person Secured Party to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Non-Excluded Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of “Excluded Taxes or Taxes” and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person or the London interbank market any other condition, cost or expense (other than Taxes) (A) ), affecting this Agreement or Advances made by such Affected Person by reference to the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital LIBOR Rate or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such any Affected Person of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding continuing, converting into or maintaining any Capital Advance (or any portion thereof) or (C) of maintaining its obligation to make any Investment Advance) or to fund or maintain any Capital (or any portion thereof)increase the cost to, or to reduce the amount of any payment (whether of principal, interest, fees, compensation or otherwise) or sum received or receivable by by, such Affected Person hereunderhereunder (whether of principal, theninterest, upon request of such Affected Personfees, compensation or otherwise), then the Seller shall Borrower will pay to such Affected Person from time to time after receipt of a written demand by a Responsible Officer of such Affected Person in Dollars, such additional amount or amounts as will compensate such Affected Person for such additional costs incurred or reduction sufferedsuffered within ten (10) Business Days of receipt of such demand. If a Lender requests compensation by the Borrower under this Section 2.09, the Borrower may, by notice to such Lender, suspend the obligation of such Lender to make or continue Advances by reference to the LIBOR Rate, until the event or condition giving rise to such request ceases to be in effect (in which case (x) all Advances of such Lender shall be made or continued by reference to the Base Rate and (y) such Lender shall have no obligation to make any Advances by reference to the LIBOR Rate); provided that such suspension shall not affect the right of such Lender to receive the compensation required in accordance with this Agreement.
Appears in 2 contracts
Samples: Credit and Security Agreement (Blackstone Private Credit Fund), Credit and Security Agreement (Blackstone Private Credit Fund)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement contemplated by Section 3.04(e), other than as set forth below) or any L/C Issuer;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are (A) other than Indemnified Taxes for which relief is sought under Section 5.03, (B) Taxes described in clause (b) through (d) of the definition of and Excluded Taxes or (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or any L/C Issuer or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Eurocurrency Rate Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan), or to fund increase the cost to such Lender or maintain such L/C Issuer of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or such L/C Issuer hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or such L/C Issuer, the Seller shall Company will pay (or cause the applicable Designated Borrower to pay) to such Affected Person Lender or such L/C Issuer, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or such L/C Issuer, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (Celanese Corp), Credit Agreement (Celanese Corp)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or advances, loans or other credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in the LIBOR Rate);
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain CapitalLIBOR Rate Loans made by such Lender; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting, continuing or maintaining any Capital Term Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment or to fund or maintain any Capital (or any portion thereofsuch Term Loan), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, or other Recipient hereunder (whether of principal, interest or any other amount) then, upon written request of such Affected PersonLender or other Recipient, the Seller Borrower shall pay to any such Affected Person Lender or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Term Loan Credit Agreement (Beacon Roofing Supply Inc), Term Loan Credit Agreement (Beacon Roofing Supply Inc)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reservereserve (including pursuant to regulations issued from time to time by the Federal Reserve Board for determining any maximum reserve requirement (including any emergency, special, supplemental or other marginal reserve requirement)), special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Credit Agreement or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain CapitalLoans made by such Lender; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund or maintain any Capital (or any portion thereof)increase the cost to such Lender, or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or other Recipient, the Seller shall Borrower will pay to such Affected Person Lender or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or other Recipient, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (Mynaric AG), Credit Agreement (Mynaric AG)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in the Eurodollar Rate) or the Issuing Bank;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or the Issuing Bank or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Eurodollar Rate Advances made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Eurodollar Rate Advance or any portion thereof) Base Rate Advance or (C) of maintaining its obligation to make any Investment such Advance, or to fund increase the cost to such Lender, the Issuing Bank or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, the Issuing Bank or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender, Issuing Bank or other Recipient, the Seller shall Borrowers will pay to such Affected Person Lender, the Issuing Bank or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, the Issuing Bank or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (CorEnergy Infrastructure Trust, Inc.), Credit Agreement (CorEnergy Infrastructure Trust, Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement contemplated by Section 3.04(e)) or any L/C Issuer;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (de) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or any L/C Issuer or the applicable interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Term SOFR Loans or Alternative Currency Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan), or to fund increase the cost to such Lender or maintain such L/C Issuer of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or such L/C Issuer hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or such L/C Issuer, in each case in an amount deemed by such Lender or such L/C Issuer to be material, the Seller shall Company will pay (or cause the applicable Designated Borrower to pay) to such Affected Person Lender or such L/C Issuer, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or such L/C Issuer, as the case may be, for such additional costs incurred or reduction suffered, provided that the Borrowers shall not be required to compensate a Lender or an L/C Issuer pursuant to this Section 3.04(a) for any additional amounts incurred more than ninety (90) days prior to the date that such Lender or such L/C Issuer notifies the Borrowers of the Change in Law giving rise to such additional amounts and of such Lender’s or such L/C Issuer’s intention to claim compensation therefor; provided that, if the Change in Law giving rise to such additional amounts is retroactive, then such 90-day period referred to above shall be extended to include the period of retroactive effect thereof.
Appears in 2 contracts
Samples: Credit Agreement (Celestica Inc), Credit Agreement (Celestica Inc)
Increased Costs Generally. (a) If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or advances, loans or other credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in the LIBOR Rate);
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain CapitalLoans made by such Lender; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment or to fund or maintain any Capital (or any portion thereofsuch Loan), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or other Recipient hereunder (whether of principal, interest or any other amount) then, upon written request of such Affected PersonLender or other Recipient, the Seller Borrower shall promptly pay to any such Affected Person Lender or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (Aptargroup Inc), Credit Agreement (Aptargroup Inc)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or advances, loans or other credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in the Eurodollar Rate) or the L/C Issuer;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03, and (B) Taxes described the imposition of, or any change in clause (b) through (d) of the definition of rate of, any Excluded Taxes or (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; , or
(iii) impose on any Affected Person Lender or the L/C Issuer or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan), or to fund increase the cost to such Lender, the L/C Issuer or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, the L/C Issuer or such other Recipient hereunder (whether of principal, interest or any other amount) then, upon written request of such Affected PersonLender, the Seller L/C Issuer or other Recipient, setting forth in reasonable detail such increased costs, the Borrower shall promptly pay to any such Affected Person Lender, the L/C Issuer or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or the L/C Issuer, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (Meredith Corp), Credit Agreement (Meredith Corp)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender or any L/C Issuer;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Non-Excluded Taxes for which relief is sought under Section 5.03or Other Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or any L/C Issuer any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Term SOFR Loans or SOFR Daily Floating Rate Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment Loan), or to fund increase the cost to such Lender or maintain L/C Issuer of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or L/C Issuer hereunder (whether of principal, interest or any other amount) then, upon request of within fifteen (15) days after demand therefor by such Affected PersonLender or L/C Issuer setting forth in reasonable detail such increased costs, the Seller shall Loan Parties will pay to such Affected Person Lender or L/C Issuer, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or L/C Issuer, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (Vince Holding Corp.), Credit Agreement (Vince Holding Corp.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender or any L/C Issuer;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or any L/C Issuer or any applicable interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Term SOFR Loans made by such Lender or Alternative Currency Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan), or to fund increase the cost to such Lender or maintain such L/C Issuer of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or such L/C Issuer hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or such L/C Issuer, the Seller shall Borrower will pay to such Affected Person Lender or such L/C Issuer, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or such L/C Issuer, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Mattel Inc /De/), Revolving Credit Agreement (Mattel Inc /De/)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender or the Issuing Bank;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or;
(iii) impose on any Affected Person Lender or the Issuing Bank or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or therein; or
(Biv) affecting its obligations or rights to make Investments or fund or maintain Capital; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, the Issuing Bank or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, the Issuing Bank or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender, the Seller shall Issuing Bank or other Recipient, the Borrower will pay to such Affected Person Lender, the Issuing Bank or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, the Issuing Bank or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Loan and Security Agreement (Guardian Pharmacy Services, Inc.), Loan and Security Agreement (Guardian Pharmacy Services, Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender or the L/C Issuer;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03, and (B) Taxes described in clause (b) through (d) of the definition of Excluded Taxes or (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or the L/C Issuer or the applicable interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Term SOFR Loans or Alternative Currency Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan), or to fund increase the cost to such Lender or maintain the L/C Issuer of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or the L/C Issuer hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or the L/C Issuer, the Seller shall Borrower will pay to such Affected Person Lender or the L/C Issuer, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or the L/C Issuer, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (Biogen Inc.), Credit Agreement (Biogen Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender or any L/C Issuer;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or any L/C Issuer or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, such L/C Issuer or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, L/C Issuer or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender, L/C Issuer or other Recipient, the Seller shall Borrower will pay to such Affected Person Lender, L/C Issuer or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, L/C Issuer or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (Performant Financial Corp), Credit Agreement (Performant Financial Corp)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender or the L/C Issuer;
(ii) subject any Affected Person Recipient to any Taxes Tax of any kind whatsoever with respect to this Agreement, any Letter of Credit, any participation in a Letter of Credit or any Term SOFR Loan, Term SOFR Daily Floating Rate Loan or Alternative Currency Loan made by it, or change the basis of taxation of payments to such Lender or the L/C Issuer in respect thereof (except to the extent such Taxes are for (A) Indemnified Taxes for which relief is sought under Section 5.03, and (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or);
(iii) impose on any Affected Person Lender or the L/C Issuer or any applicable interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan), or to fund increase the cost to such Lender or maintain the L/C Issuer of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or the L/C Issuer hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or the L/C Issuer, the Seller shall Company will pay (or cause the applicable Designated Borrower to pay) to such Affected Person Lender or the L/C Issuer, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or the L/C Issuer, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Second Amendment to Second Amended and Restated Credit Agreement (Methode Electronics Inc), Credit Agreement (Methode Electronics Inc)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement contemplated by Section 3.04(e)) or any LC Issuer;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or Taxes, and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments or other obligations, or its deposits, reserves, or other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or any LC Issuer or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, such LC Issuer or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, such LC Issuer or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender, such LC Issuer or other Recipient, the Seller shall Borrower will pay to such Affected Person Lender, such LC Issuer or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, such LC Issuer or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (Sunoco Logistics Partners L.P.), Credit Agreement (Sunoco Logistics Partners L.P.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement contemplated by Section 3.04(e)) or any L/C Issuer;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or L/C Issuer or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Eurocurrency Rate Loans made by such Lender or any Letter of Credit issued by such L/C Issuer or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan), or to fund increase the cost to such Lender or maintain such L/C Issuer of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or L/C Issuer hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or L/C Issuer, the Seller shall Parent Borrower will pay (or will cause the applicable Designated Borrower to pay) to such Affected Person Lender or L/C Issuer, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or L/C Issuer, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (Kennedy-Wilson Holdings, Inc.), Credit Agreement (Kennedy-Wilson Holdings, Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender or any Issuing Bank;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or any Issuing Bank any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, such Issuing Bank or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, Issuing Bank or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender, Issuing Bank or other Recipient, the Seller shall Borrower will pay to such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (SWK Holdings Corp), Credit Agreement (SWK Holdings Corp)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in Adjusted Term SOFR);
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender or maintain any Capital (or any portion thereof)such other Recipient of participating in, or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or other Recipient, the Seller shall Borrower will pay to such Affected Person Lender or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement and Guaranty (Adma Biologics, Inc.), Credit Agreement (Adma Biologics, Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in the Adjusted LIBOR Rate) or L/C Issuer;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or L/C Issuer or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, L/C Issuer or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, L/C Issuer or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender, L/C Issuer or other Recipient, the Seller shall Borrower will pay to such Affected Person Lender, L/C Issuer or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, L/C Issuer or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (Duluth Holdings Inc.), Credit Agreement (Duluth Holdings Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge charge, special deposit or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonPerson (except any such reserve requirement reflected in the applicable Benchmark);
(ii) subject any Affected Person Secured Party to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Non-Excluded Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of “Excluded Taxes or Taxes” and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person or the London interbank market any other condition, cost or expense (other than Taxes) (A) ), affecting this Agreement or Advances made by such Affected Person by reference to the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital applicable Benchmark or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such any Affected Person of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding continuing, converting into or maintaining any Capital Advance (or any portion thereof) or (C) of maintaining its obligation to make any Investment Advance) or to fund or maintain any Capital (or any portion thereof)increase the cost to, or to reduce the amount of any payment (whether of principal, interest, fees, compensation or otherwise) or sum received or receivable by by, such Affected Person hereunderhereunder (whether of principal, theninterest, upon request of such Affected Personfees, compensation or otherwise), then the Seller shall Borrower will pay to such Affected Person from time to time after receipt of a written demand by a Responsible Officer of such Affected Person in Dollars, such additional amount or amounts as will compensate such Affected Person for such additional costs incurred or reduction sufferedsuffered within ten (10) Business Days of receipt of such demand. If a Lender requests compensation by the Borrower under this Section 2.09, the Borrower may, by notice to such Lender, suspend the obligation of such Lender to make or continue Advances by reference to the applicable Benchmark, until the event or condition giving rise to such request ceases to be in effect (in which case (x) all Advances of such Lender shall be made or continued by reference to the Base Rate and (y) such Lender shall have no obligation to make any Advances by reference to the applicable Benchmark); provided that such suspension shall not affect the right of such Lender to receive the compensation required in accordance with this Agreement.
Appears in 2 contracts
Samples: Credit and Security Agreement (Apollo Debt Solutions BDC), Credit and Security Agreement (Apollo Debt Solutions BDC)
Increased Costs Generally. If any Change in Law shall:
(ia) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in the Adjusted LIBOR) or the Issuing Bank;
(iib) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or Taxes, and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iiic) impose on any Affected Person Lender or the Issuing Bank or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, the Issuing Bank or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, Issuing Bank or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender, Issuing Bank or other Recipient, the Seller shall Borrower will pay to such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (New Enterprise Stone & Lime Co., Inc.), Credit Agreement (New Enterprise Stone & Lime Co., Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or advances, loans or other credit extended or participated in by, the Lender (except any Affected Personreserve requirement reflected in the LIBOR Rate);
(ii) subject any Affected Person the Lender to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03, and (B) Taxes described in clause (b) through (da) of the definition of Excluded Taxes or (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person the Lender or the London interbank or other applicable market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital LIBOR Rate Loans or Foreign Currency Loans made by the Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person the Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting into or maintaining any Capital LIBOR Rate Loan or Foreign Currency Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan), or to fund increase the cost to the Lender of issuing or maintain maintaining any Capital Letter of Credit (or of maintaining its obligation to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderthe Lender hereunder (whether of principal, interest or any other amount) then, upon written request of such Affected Personthe Lender, the Seller Parent shall promptly pay to such Affected Person any the Lender or the Lender, as the case may be, such additional amount or amounts as will compensate such Affected Person the Lender, as the case may be, for such additional costs incurred or reduction suffered. Notwithstanding the foregoing, this Section 4.10(a) will apply only in the event that the Lender charges such costs generally to the Lender’s other similarly situated customers.
Appears in 2 contracts
Samples: Credit Agreement (Twin Disc Inc), Credit Agreement (Twin Disc Inc)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement contemplated by Section 3.04(e)) or any L/C Issuer;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or L/C Issuer or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Eurodollar Rate Loans made by such Lender or any Letter of Credit issued by such L/C Issuer or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan), or to fund increase the cost to such Lender or maintain such L/C Issuer of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or L/C Issuer hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or L/C Issuer, the Seller shall Borrower will pay to such Affected Person Lender or L/C Issuer, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or L/C Issuer, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (Empire State Realty OP, L.P.), Credit Agreement (Empire State Realty OP, L.P.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement reflected in LIBOR) or any Issuing Lender;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or any Loan made by any Lender or any Letter of Credit participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, such Issuing Lender or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, such Issuing Lender or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender, the Seller shall Issuing Lender or other Recipient, Borrower will pay to such Affected Person Lender, Issuing Lender or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, Issuing Lender or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Amendment Agreement (CatchMark Timber Trust, Inc.), Credit Agreement (CatchMark Timber Trust, Inc.)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender or the Issuing Lender;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or the Issuing Lender or the applicable interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, the Issuing Lender or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, Issuing Lender or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender, Issuing Lender or other Recipient, the Seller shall Borrowers will pay to such Affected Person Lender, Issuing Lender or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, Issuing Lender or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (Fortegra Group, Inc), Credit Agreement (Tiptree Inc.)
Increased Costs Generally. If any Change in Law shall:
shall (i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected Person;
Lender or any L/C Issuer; (ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Other Taxes described in clause (b) through (d) of the definition of Excluded Taxes or indemnifiable under Section 3.01 and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Excluded Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
or (iii) impose on any Affected Person Lender or any L/C Issuer any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Term SOFR Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan), or to fund increase the cost to such Lender or maintain such L/C Issuer of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or such L/C Issuer hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender or such L/C Issuer, the Seller shall Borrower will pay to such Affected Person Lender or such L/C Issuer, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender or such L/C Issuer, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Abl Credit Agreement (Ardent Health Partners, LLC), Abl Credit Agreement (Ardent Health Partners, LLC)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender (except any reserve requirement contemplated by Section 3.04(e)) or the LC Issuer;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments or other obligations, or its deposits, reserves, or other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or the LC Issuer or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, the LC Issuer or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, the LC Issuer or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender, the Seller shall LC Issuer or other Recipient, the Borrower will pay to such Affected Person Lender, the LC Issuer or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, the LC Issuer or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 2 contracts
Samples: Credit Agreement (Sunoco LP), Credit Agreement (Susser Petroleum Partners LP)
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or advances, loans or other credit extended or participated in by, the Lender (except any Affected Person;reserve requirement reflected in the Term SOFR) that had not been imposed or deemed applicable prior to the Change in Law; or
(ii) subject any Affected Person the Lender to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through and (dc) of the definition of Excluded Taxes or and (CA) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of creditcommitments, commitments or other obligations, or its deposits, reserves, other liabilities or capital attributable theretothereto that had not been imposed or deemed applicable prior to the Change in Law; or
(iii) impose on any Affected Person the Lender any other condition, cost or expense (other than Taxes) (A) affecting this Agreement or SOFR Loans made by the Sold Assets, Lender that had not been imposed or deemed applicable prior to the Seller Collateral, this Agreement, any other Transaction Document, any Capital or any participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain CapitalChange in Law; and the result of any of the foregoing shall be to increase the cost to such Affected Person the Lender of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital Revolving Credit Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment or to fund or maintain any Capital (or any portion thereofsuch Revolving Credit Loan), or to reduce the amount of any sum received or receivable by such Affected Person hereunderthe Lender hereunder (whether of principal, interest or any other amount) then, upon written request of the Lender (accompanied by the calculations by which such Affected Persondetermination was made), the Seller Borrower shall pay to the Lender, as the case may be, within ten (10) days after the date that the Borrower receives such Affected Person written request, such additional amount or amounts as will compensate such Affected Person the Lender for such additional costs incurred or reduction suffered.
Appears in 1 contract
Samples: Credit Agreement (DCP Midstream, LP)
Increased Costs Generally. If any Change in Law shall:
: (i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected Person;
Lender (except any such reserve requirement reflected in the Adjusted LIBO Rate) or the Issuing Bank; (ii) subject any Affected Person Lender to any Taxes (except to the extent such other than Covered Taxes are (A) Indemnified Taxes for which relief is sought under Section 5.03, (B) and Taxes described in clause clauses (b) through a)(ii), (c), (d) and (e) of the definition of “Excluded Taxes or (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes”) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
or (iii) impose on any Affected Person Lender or the Issuing Bank or the London interbank market any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Eurocurrency Loans made by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capitaltherein; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lenders of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated hereby, (B) making any Investment or funding or maintaining any Capital Eurocurrency Loan (or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan) or to fund increase the cost to such Lender or maintain the Issuing Bank of participating in, issuing or maintaining any Capital (or any portion thereof), Letter of Credit or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender or the Issuing Bank hereunder (whether of principal, interest or otherwise), then, upon the request of such Affected PersonLender or Issuing Bank, the Seller shall Borrower will pay to such Affected Person Lender or the Issuing Bank, as the case may be, in Dollars, such additional amount or amounts as will compensate such Affected Person Lender or the Issuing Bank, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 1 contract
Samples: Senior Secured Revolving Credit Agreement (Capital Southwest Corp)
Increased Costs Generally. If any Change in Law shall:
shall (i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected Person;
Lender or any Issuing Bank, (ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (de) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
thereto or (iii) impose on any Affected Person Lender or any Issuing Bank any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made or maintained by such Lender or any Letter of Credit or participation therein or (B) affecting its obligations or rights to make Investments or fund or maintain Capital; therein, and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender, such Issuing Bank or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, such Issuing Bank or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, Issuing Bank or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender, Issuing Bank or other Recipient, the Seller shall Borrower will pay to such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 1 contract
Increased Costs Generally. If any Change in Law shall:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Affected PersonLender or any Issuing Bank;
(ii) subject any Affected Person Recipient to any Taxes (except to the extent such Taxes are other than (A) Indemnified Taxes for which relief is sought under Section 5.03Taxes, (B) Taxes described in clause clauses (b) through (d) of the definition of Excluded Taxes or and (C) Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Income Taxes) on its loans, loan principal, letters of credit, commitments commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or
(iii) impose on any Affected Person Lender or any Issuing Bank any other condition, cost or expense (other than Taxes) (A) affecting the Sold Assets, the Seller Collateral, this Agreement, any other Transaction Document, any Capital Agreement or Loans made by such Lender or any Letter of Credit or participation therein in any such Loan or (B) affecting its obligations or rights to make Investments or fund or maintain CapitalLetter of Credit; and the result of any of the foregoing shall be to increase the cost to such Affected Person Lender or such other Recipient of (A) acting as the Administrative Agent or a Purchaser hereunder with respect to the transactions contemplated herebymaking, (B) making any Investment or funding converting to, continuing or maintaining any Capital (Loan or any portion thereof) or (C) of maintaining its obligation to make any Investment such Loan, or to fund increase the cost to such Lender, such Issuing Bank or maintain such other Recipient of participating in, issuing or maintaining any Capital Letter of Credit (or of maintaining its obligation to participate in or to issue any portion thereofLetter of Credit), or to reduce the amount of any sum received or receivable by such Affected Person hereunderLender, Issuing Bank or other Recipient hereunder (whether of principal, interest or any other amount) then, upon request of such Affected PersonLender, Issuing Bank or other Recipient, the Seller shall Borrowers will pay to such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, such additional amount or amounts as will compensate such Affected Person Lender, Issuing Bank or other Recipient, as the case may be, for such additional costs incurred or reduction suffered.
Appears in 1 contract
Samples: Loan Agreement (Aaon, Inc.)
