Increased Costs, Illegality, etc. (a) In the event that any Lender shall have determined (which determination shall, absent manifest error, be final and conclusive and binding upon all parties hereto but, with respect to clause (i) below, may be made only by the Administrative Agent):
Increased Costs, Illegality, etc. (a) In the event that (x) in the case of clause (i) below, the Administrative Agent or (y) in the case of clauses (ii) and (iii) below, any Bank shall have determined (which determination shall, absent manifest error, be final and conclusive and binding upon all parties hereto):
Increased Costs, Illegality, etc. (a) In the event that (x) in the case of clause (i) below, the Majority Lenders or (y) in the case of clauses (ii) and (iii) below, any Lender, shall have reasonably determined (which determination shall, absent clearly demonstrable error, be final and conclusive and binding upon all parties hereto):
Increased Costs, Illegality, etc. (a) Subject to Section 3.05, if (y) in the case of clause (i) below, the Administrative Agent or (z) in the case of clauses (ii) and (iii) below, any Lender, shall have determined on a reasonable basis (which determination shall, absent manifest error, be final and conclusive and binding upon all parties hereto):
Increased Costs, Illegality, etc. (a) In the event that any Lender shall have reasonably determined (which determination shall, absent clearly demonstrable error, be final and conclusive and binding upon all parties hereto):
Increased Costs, Illegality, etc. (a) In the event that (x) in the case of clause (i) below, the Administrative Agent and (y) in the case of clauses (ii) and (iii) below, the Required Term Loan Lenders (with respect to Term Loans) or the Required Revolving Credit Lenders (with respect to Revolving Credit Commitments) shall have reasonably determined (which determination shall, absent clearly demonstrable error, be final and conclusive and binding upon all parties hereto):
Increased Costs, Illegality, etc. (a) In the event that any Bank shall have determined (which determination shall, absent manifest error, be final and conclusive and binding upon all parties hereto but, with respect to clause (i) below, may be made only by the Agent):
Increased Costs, Illegality, etc. (a) In the event:
Increased Costs, Illegality, etc. 7 1.11 Compensation.................................................9 1.12
Increased Costs, Illegality, etc. (a) In the event that the Bank shall have determined (which determination shall, absent manifest error, be final and conclusive and binding upon all parties hereto): (i) on any Interest Determination Date that, by reason of any changes arising after the date of this Agreement affecting the interbank market, adequate and fair means do not exist for ascertaining the applicable interest rate on the basis provided for in the definition of NIBOR or LIBOR; or (ii) at any time, that the Bank shall incur increased costs or reductions in the amounts received or receivable hereunder with respect to any Fixed Rate Loan because of any change since the date of this Agreement in any applicable law or governmental rule, regulation, order or request (whether or not having the force of law) (or in the interpretation or administration thereof and including the introduction of any new law or governmental rule, regulation, order or request), such as, for example, but not limited to, (A) a change in the basis of taxation of payments to the Bank or its applicable lending office of the principal of or interest on the Notes or any other amounts payable hereunder (except for changes in the rate of tax on, or determined by reference to, the net income or profits of the Bank or its applicable lending office imposed by the jurisdiction in which principal office or applicable lending office is located) or (B) a change in official reserve requirements, but, in all events, excluding reserves required under Regulation D to the extent covered by Section 1.10(d) or included in the computation of NIBOR or LIBOR; or (iii) at any time, that the making or continuance of any Fixed Rate Loan has been made (x) unlawful by an law or governmental rule, regulation or order, or (y) impossible by compliance by the Bank with any governmental request (whether or not having force of law); then, and in any such event, the Bank shall promptly give notice (by telephone confirmed in writing) to each of the Borrowers. Thereafter (x) in the case of clause (i) above, the Fixed Rate Loans shall no longer be available until such time as the Bank notifies the Borrowers that the circumstances giving rise to such notice by the Bank no longer exist, and any Request for Borrowing given by a Borrower with respect to Fixed Rate Loans which have not yet been incurred shall be deemed rescinded by such Borrower; (y) in the case of clause (ii) above, each relevant Borrower shall pay to the Bank, within two Business Days aft...
