Common use of Increased Risk-Based Capital Cost Clause in Contracts

Increased Risk-Based Capital Cost. If the amount of capital required or expected to be maintained by any Lender or any Person directly or indirectly owning or controlling such Lender (each a "Control Person"), shall be affected by: (i) the introduction or phasing in of any law, rule or regulation after the date hereof, (ii) any change after the date hereof in the interpretation of any existing law, rule or regulation by any central bank or United States or foreign governmental authority charged with the administration thereof, or (iii) compliance by such Lender or such Control Person with any directive, guideline or request from any central bank or United States or foreign governmental authority (whether or not having the force of law) promulgated or made after the date hereof, and such Lender shall have reasonably determined that such introduction, phasing in, change or compliance shall have had or will thereafter have the effect of reducing (x) the rate of return on such Lender's or such Control Person's capital, or (y) the asset value to such Lender or such Control Person of the Loans made or maintained by such Lender, in either case to a level below that which such Lender or such Control Person could have achieved or would thereafter be able to achieve but for such introduction, phasing in, change or compliance (after taking into account such Lender's or such Control Person's policies regarding capital), in either case by an amount which such Lender in its reasonable judgment deems material, then, promptly upon demand by such Lender given concurrently to Agent and Borrower, Borrower shall pay to such Lender or such Control Person such additional amount or amounts as shall be sufficient to compensate such Lender or such Control Person, as the case may be, for such reduction. Each Lender shall use its commercial best efforts to notify Agent and Borrower within 45 days of such Lender obtaining notice that amounts will be due under this Section 3.6; PROVIDED, HOWEVER, any failure by any Lender to so notify Agent or Borrower, shall not limit or otherwise affect the obligations of Borrower hereunder to pay such amounts.

Increased Risk-Based Capital Cost. If the amount of capital required or expected to be maintained by any Lender or any Person directly or indirectly owning or controlling such Lender (each a "“Control Person"”), shall be affected by: (i) the introduction or phasing in of any law, rule or regulation after the date hereof, (ii) any change after the date hereof in the interpretation of any existing law, rule or regulation by any central bank or United States or foreign governmental authority charged with the administration thereof, or (iii) compliance by such Lender or such Control Person with any directive, guideline or request from any central bank or United States or foreign governmental authority (whether or not having the force of law) promulgated or made after the date hereof, and such Lender shall have reasonably determined that such introduction, phasing in, change or compliance shall have had or will thereafter have the effect of reducing (x) the rate of return on such Lender's ’s or such Control Person's ’s capital, or (y) the asset value to such Lender or such Control Person of the Loans made or maintained by such Lender, in either case to a level below that which such Lender or such Control Person could have achieved or would thereafter be able to achieve but for such introduction, phasing in, change or compliance (after taking into account such Lender's ’s or such Control Person's ’s policies regarding capital), in either case by an amount which such Lender in its reasonable judgment deems material, then, promptly upon demand by such Lender given concurrently to Agent and Borrower, Borrower shall pay to such Lender or such Control Person such additional amount or amounts as shall be sufficient to compensate such Lender or such Control Person, as the case may be, for such reduction. Each Lender shall use its commercial best efforts to notify Agent and Borrower within 45 days of such Lender obtaining notice that amounts will be due under this Section 3.6; PROVIDEDprovided, HOWEVERhowever, any failure by any Lender to so notify Agent or Borrower, shall not limit or otherwise affect the obligations of Borrower hereunder to pay such amounts.

Increased Risk-Based Capital Cost. (a) If the amount of capital required or expected to be maintained by any Lender or any Person directly or indirectly owning or controlling such Lender (each a "“Control Person"”), shall be affected by: (ib) the introduction or phasing in of any law, rule or regulation after the date hereof,; (iic) any change after the date hereof in the interpretation of any existing law, rule or regulation by any central bank or United States or foreign governmental authority charged with the administration thereof, ; or (iiid) compliance by such Lender or such Control Person with any directive, guideline or request from any central bank or United States or foreign governmental authority (whether or not having the force of law) promulgated or made after the date hereof, and such Lender shall have reasonably determined that such introduction, phasing in, change or compliance shall have had or will thereafter have the effect of reducing (xi) the rate of return on such Lender's ’s or such Control Person's ’s capital, or (yii) the asset value to such Lender or such Control Person of the Loans made or maintained by such Lender, in either case to a level below that which such Lender or such Control Person could have achieved or would thereafter be able to achieve but for such introduction, phasing in, change or compliance (after taking into account such Lender's ’s or such Control Person's ’s policies regarding capital), in either case by an amount which such Lender Administrative Agent in its reasonable judgment deems material, then, promptly upon on demand by such Lender given concurrently to Agent and BorrowerLender, Borrower shall pay to such Lender or such Control Person such additional amount or amounts as shall be sufficient to compensate such Lender or such Control Person, as the case may be, for such reduction. Each Lender shall use its commercial best efforts to notify Agent and Borrower within 45 days of such Lender obtaining notice that amounts will be due under this Section 3.6; PROVIDED, HOWEVER, any failure by any Lender to so notify Agent or Borrower, shall not limit or otherwise affect the obligations of Borrower hereunder to pay such amounts.

Increased Risk-Based Capital Cost. If the amount of capital required or expected to be maintained by any Lender or any Person directly or indirectly owning or controlling such Lender (each a "Control Person"), shall be affected by: (i) the introduction or phasing in of any law, rule or regulation after the date hereof, (ii) any change after the date hereof in the interpretation of any existing law, rule or regulation by any central bank or United States or foreign governmental authority charged with the administration thereof, or (iii) compliance by such Lender or such Control Person with any directive, guideline or request from any central bank or United States or foreign governmental authority (whether or not having the force of law) promulgated or made after the date hereof, and such Lender shall have reasonably determined that such introduction, phasing in, change or compliance shall have had or will thereafter have the effect of reducing (x) the rate of return on such Lender's or such Control Person's capital, or (y) the asset value to such Lender or such Control Person of the Loans made or maintained by such Lender, in either case to a level below that which such Lender or such Control Person could have achieved or would thereafter be able to achieve but for such introduction, phasing in, change or compliance (after taking into account such Lender's or such Control Person's policies regarding capital), in either case by an amount which such Lender in its reasonable judgment deems material, then, promptly upon demand by such Lender given concurrently to Agent and Borrower, Borrower shall pay to such Lender or such Control Person such additional amount or amounts as shall be sufficient to compensate such Lender or such Control Person, as the case may be, for such reduction. Each Lender shall use its commercial best efforts to notify Agent and Borrower within 45 days of such Lender obtaining notice that amounts will be due under this Section 3.6; PROVIDEDprovided, HOWEVERhowever, any failure by any Lender to so notify Agent or Borrower, shall not limit or otherwise affect the obligations of Borrower hereunder to pay such amounts.

Increased Risk-Based Capital Cost. If the amount of capital required or expected to be maintained by any Lender CB&T or any Person directly or indirectly owning or controlling such Lender CB&T (each a "“Control Person"), ”) shall be affected by: (i) the introduction or phasing in of any law, rule or regulation after the date hereof, (ii) any change after the date hereof in the interpretation of any existing law, rule or regulation by any central bank or United States or foreign governmental authority charged with the administration thereof, or (iii) or compliance by such Lender CB&T or such Control Person with any directive, guideline or request from any central bank or United States or foreign governmental authority (whether or not having the force of law) promulgated or made after the date hereof, and such Lender CB&T shall have reasonably determined that such introduction, phasing in, change or compliance shall have had or will thereafter have the effect of reducing (x) the rate of return on such LenderCB&T's or such Control Person's capital, or (y) the asset value to such Lender CB&T or such Control Person of the Revolving Loans made or maintained by such LenderCB&T, in either case to a level below that which such Lender CB&T or such Control Person could have achieved or would thereafter be able to achieve on any then outstanding LIBOR Rate Borrowing but for such introduction, phasing in, change or compliance (after taking into account such LenderCB&T's or such Control Person's policies regarding capital), and such change is not given effect in either case by an amount which such Lender in its reasonable judgment deems materialthe determination of the LIBOR Rate, then, promptly upon within ten (10) days after demand by such Lender given concurrently to Agent and BorrowerCB&T, Borrower shall pay to such Lender CB&T or such Control Person such additional amount or amounts as shall be sufficient to compensate such Lender CB&T or such Control Person, as the case may be, for such reductionreduction actually suffered. Each Lender shall use its commercial best efforts to notify Agent and Borrower within 45 days A certificate of such Lender obtaining notice that amounts will be due CB&T claiming compensation under this Section 3.6; PROVIDED3.3(b) and setting forth the additional amount or amounts to be paid to it hereunder and calculations therefor shall be provided to Borrower at the time of any such demand. In determining such amount, HOWEVERCB&T may use any reasonable averaging and attribution methods. If CB&T demands compensation under this Section 3.3(b), Borrower may at any failure by any Lender time, upon at least five Business Days’ prior notice to CB&T, prepay in full the then outstanding affected LIBOR Rate Borrowing, together with accrued interest thereon to the date of prepayment. Concurrently with prepaying such LIBOR Rate Borrowing, Borrower shall borrow a Prime Rate Borrowing, or a LIBOR Rate Borrowing not so notify Agent or Borroweraffected, from CB&T in the principal amount equal to the principal amount of the LIBOR Rate Borrowings so prepaid, and CB&T shall not limit or otherwise affect the obligations of Borrower hereunder to pay make such amountsPrime Rate Borrowing in such amount.