Common use of Matters Applicable to All Requests for Compensation Clause in Contracts

Matters Applicable to All Requests for Compensation. (a) If any Lender requests compensation under Section 3.09, or any Loan Party is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.01, or if any Lender gives a notice pursuant to Section 3.07, then such Lender shall use reasonable efforts to designate a different Lending Office for funding or booking its Loans hereunder or issuing Letters of Credit or Alternative Letters of Credit hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender (acting reasonably), such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.09, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.07, as applicable, and (ii) in each case, would not subject such Lender to any material unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender in any material economic, legal or regulatory respect; provided that nothing in this Section 3.11(a) shall affect or postpone any Obligations of the Loan Parties or the rights of the Lenders under this Article III.

Appears in 6 contracts

Samples: Credit Agreement (Liberty Latin America Ltd.), Credit Agreement (Liberty Latin America Ltd.), Credit Agreement (Liberty Latin America Ltd.)

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Matters Applicable to All Requests for Compensation. (a) If any Lender requests compensation under Section 3.093.04, or any Loan Party is the Borrowers are required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.01, or if any Lender gives a notice pursuant to Section 3.073.02, then such Lender shall use reasonable efforts to designate a different Lending Office for funding or booking its Loans hereunder or issuing Letters of Credit or Alternative Letters of Credit hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender (acting reasonably)Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.093.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.073.02, as applicable, and (ii) in each case, would not subject such Lender to any material unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender in any material economic, legal or regulatory respect; provided that nothing in this Section 3.11(a3.06(a) shall affect or postpone any Obligations of the Loan Parties Borrowers or the rights of the Lenders under this Article III.

Appears in 4 contracts

Samples: Loans and Payments (Option Care Health, Inc.), Abl Credit Agreement (Option Care Health, Inc.), Abl Credit Agreement (Option Care Health, Inc.)

Matters Applicable to All Requests for Compensation. (a) If any Lender requests compensation under Section 3.093.04, or any Loan Party the Borrower is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.01, or if any Lender gives a notice pursuant to Section 3.073.02, then such Lender shall use reasonable efforts to designate a different Lending Office for funding or booking its Loans hereunder or issuing Letters of Credit or Alternative Letters of Credit hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender (acting reasonably)Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.093.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.073.02, as applicable, and (ii) in each case, would not subject such Lender to any material unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender in any material economic, legal or regulatory respect; provided that nothing in this Section 3.11(a3.06(a) shall affect or postpone any Obligations of the Loan Parties Borrower or the rights of the Lenders under this Article III.

Appears in 4 contracts

Samples: Term Loan Credit Agreement (BRP Inc.), Second Lien Credit Agreement (Portillo's Inc.), Second Lien Credit Agreement (Portillo's Inc.)

Matters Applicable to All Requests for Compensation. (a) If any Lender requests compensation under Section 3.093.04, or any Loan Party is the Borrowers are required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.01, or if any Lender gives a notice pursuant to Section 3.073.02, then such Lender shall use reasonable efforts to designate a different Lending Office for funding or booking its Loans hereunder or issuing Letters of Credit or Alternative Letters of Credit hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender (acting reasonably)Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.093.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.073.02, as applicable, and (ii) in each case, would not subject such Lender to any material unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender in any material economic, legal or regulatory respect; provided that nothing in this Section 3.11(a3.06(a) shall affect or postpone any Obligations of the Loan Parties Borrowers or the rights of the Lenders under this Article III.

Appears in 4 contracts

Samples: First Lien Credit Agreement (Option Care Health, Inc.), Intercreditor Agreement (Option Care Health, Inc.), First Lien Credit Agreement (Option Care Health, Inc.)

Matters Applicable to All Requests for Compensation. (a) If any Lender requests compensation under Section 3.093.04, or any Loan Party the Borrower is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.01, or if any Lender gives a notice pursuant to Section 3.073.02, then such Lender shall use reasonable efforts to designate a different Lending Office for funding or booking its Loans hereunder or issuing Letters of Credit or Alternative Letters of Credit hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender (acting reasonably)Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.093.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.073.02, as applicable, and (ii) in each case, would not subject such Lender to any material unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender in any material economic, legal or regulatory respect; provided that nothing in this Section 3.11(a3.06(a) shall affect or postpone any Obligations of the Loan Parties Borrower or the rights of the Lenders under this Article III.

Appears in 3 contracts

Samples: Credit Agreement (Portillo's Inc.), First Lien Credit Agreement (Portillo's Inc.), First Lien Credit Agreement (Portillo's Inc.)

Matters Applicable to All Requests for Compensation. (a) If any Lender requests compensation under Section 3.093.04, or any Loan Party the Borrower is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.01, or if any Lender gives a notice pursuant to Section 3.073.02, then such Lender shall use commercially reasonable efforts to designate a different Lending Office for funding or booking its Loans hereunder or issuing Letters of Credit or Alternative Letters of Credit hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender (acting reasonably)Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.093.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.073.02, as applicable, and (ii) in each case, would not subject such Lender to any material unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender in any material economic, legal or regulatory respect; provided provided, that nothing in this Section 3.11(a) 3.06 shall affect or postpone any of the Obligations of the Loan Parties Borrower or the rights of the Lenders under this Article IIIsuch Lender pursuant to Section 3.04(a) or (b).

Appears in 3 contracts

Samples: Credit Agreement (Bright Horizons Family Solutions Inc.), Credit Agreement (Bright Horizons Family Solutions Inc.), Credit Agreement (Bright Horizons Family Solutions Inc.)

Matters Applicable to All Requests for Compensation. (a) If any Lender requests compensation under Section 3.09, or the Company or any Loan Party Borrower is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.01, or if any Lender gives a notice pursuant to Section 3.07, then such Lender shall use reasonable efforts to designate a different Lending Office for funding or booking its Loans hereunder or issuing Letters of Credit or Alternative Letters of Credit hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender (acting reasonably)Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.09, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.07, as applicable, and (ii) in each case, would not subject such Lender to any material unreimbursed cost or expense and would not otherwise be disadvantageous to such 93 Lender in any material economic, legal or regulatory respect; provided that nothing in this Section 3.11(a) shall affect or postpone any Obligations of the Loan Parties Company or any Borrower or the rights of the Lenders under this Article III.

Appears in 2 contracts

Samples: Credit Agreement (Liberty Latin America Ltd.), Credit Agreement (Liberty Latin America Ltd.)

Matters Applicable to All Requests for Compensation. (a) If any Lender requests compensation under Section 3.09, or any Loan Party is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.01, or if any Lender gives a notice pursuant to Section 3.07, then such Lender shall use reasonable efforts to designate a different Lending Office for funding or booking its Loans hereunder or issuing Letters of Credit or Alternative Letters of Credit hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender (acting reasonably), such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.09, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.07, as applicable, and (ii) in each case, would not subject such Lender to any material unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender in any material economic, legal or regulatory respect; provided that ci nothing in this Section 3.11(a) shall affect or postpone any Obligations of the Loan Parties or the rights of the Lenders under this Article III.

Appears in 2 contracts

Samples: Credit Agreement (Liberty Latin America Ltd.), Credit Agreement (Liberty Latin America Ltd.)

Matters Applicable to All Requests for Compensation. (a) If any Lender requests compensation under Section 3.09, or any Loan Party is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.01, or if any Lender gives a notice pursuant to Section 3.07, then such Lender shall use reasonable efforts to designate a different Lending Office for funding or booking its Loans hereunder or issuing Letters of Credit or Alternative Letters of Credit hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender (acting reasonably), such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or Section 3.09, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.07, as applicable, and (ii) in each case, would not subject such Lender to any material unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender in any material economic, legal or regulatory respect; provided that nothing in this Section 3.11(a) shall affect or postpone any Obligations of the Loan Parties or the rights of the Lenders under this Article III.

Appears in 2 contracts

Samples: Credit Agreement (Liberty Latin America Ltd.), Credit Agreement (Liberty Latin America Ltd.)

Matters Applicable to All Requests for Compensation. (a) If any Lender requests compensation under Section 3.093.08, or the Company or any Loan Party Borrower is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.01, or if any Lender gives a notice pursuant to Section 3.073.06, then such Lender shall use reasonable efforts to designate a different Lending Office for funding or booking its Loans hereunder or issuing Letters of Credit or Alternative Letters of Credit hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender (acting reasonably)Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.093.08, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.073.06, as applicable, and (ii) in each case, would not subject such Lender to any material unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender in any material economic, legal or regulatory respect; provided that nothing in this Section 3.11(a3.10(a) shall affect or postpone any Obligations of the Loan Parties Company or any Borrower or the rights of the Lenders under this Article III.

Appears in 1 contract

Samples: Credit Agreement (Liberty Global PLC)

Matters Applicable to All Requests for Compensation. (a) If any Lender requests compensation under Section 3.093.04, or the Company or any Loan Party Borrower is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.01, or if any Lender gives a notice pursuant to Section 3.073.02, then such Lender shall use reasonable efforts to designate a different Lending Office for funding or booking its Loans hereunder or issuing Letters of Credit or Alternative Letters of Credit hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender (acting reasonably)Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.093.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.073.02, as applicable, and (ii) in each case, would not subject such Lender to any material unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender in any material economic, legal or regulatory respect; provided that nothing in this Section 3.11(a3.06(a) shall affect or postpone any Obligations of the Loan Parties Company or any Borrower or the rights of the Lenders under this Article III.

Appears in 1 contract

Samples: Assignment and Assumption (Liberty Global PLC)

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Matters Applicable to All Requests for Compensation. (a) If any Lender requests compensation under Section 3.09, or the Company or any Loan Party Borrower is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.01, or if any Lender gives a notice pursuant to Section 3.07, then such Lender shall use reasonable efforts to designate a different Lending Office for funding or booking its Loans hereunder or issuing Letters of Credit or Alternative Letters of Credit hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender (acting reasonably)Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.09, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.07, as applicable, and (ii) in each case, would not subject such Lender to any material unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender in any material economic, legal or regulatory respect; provided that nothing in this Section 3.11(a) shall affect or postpone any Obligations of the Loan Parties Company or any Borrower or the rights of the Lenders under this Article III.

Appears in 1 contract

Samples: Credit Agreement (Liberty Latin America Ltd.)

Matters Applicable to All Requests for Compensation. (a) Designation of a Different Lending Office. If any Lender requests compensation under Section 3.093.5, or any Loan Party is the Borrowers are required to pay any additional amount to any Lender Lender, any Issuer, or any Governmental Authority for the account of any Lender or any Issuer pursuant to Section 3.01Sections 3.1 or 3.2, or if any Lender gives a notice pursuant to Section 3.073.3, then such Lender shall or such Issuer shall, as applicable, use reasonable efforts to designate a different Lending Office for funding or booking its Loans hereunder or issuing Letters of Credit or Alternative Letters of Credit hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender (acting reasonably)or such Issuer, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 3.1, 3.2 or 3.093.5, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.073.3, as applicable, and (ii) in each case, would not subject such Lender or such Issuer, as the case may be, to any material unreimbursed cost or expense and would not otherwise be disadvantageous in any material respect to such Lender or such Issuer, as the case may be in any material economic, legal or regulatory respect; provided that nothing in this Section 3.11(a) shall affect or postpone any Obligations of the Loan Parties or the rights of the Lenders under this Article III.. (b)

Appears in 1 contract

Samples: Credit Agreement (Signet Jewelers LTD)

Matters Applicable to All Requests for Compensation. (a) If any Lender requests compensation under Section 3.093.04, or any Loan Party the Borrower is required to pay any Indemnified Taxes or additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.01, or if any Lender gives a notice pursuant to Section 3.073.02, then such Lender shall use reasonable efforts to designate a different Lending Office for funding or booking its Loans hereunder or issuing Letters of Credit or Alternative Letters of Credit hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the good faith judgment of such Lender (acting reasonably)Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.093.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.073.02, as applicable, and (ii) in each case, would not subject such Lender to any material unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender in any material economic, legal or regulatory respect; provided that nothing in this Section 3.11(a3.06(a) shall affect or postpone any Obligations obligations of the Loan Parties Borrower or the rights of the Lenders under this Article III.

Appears in 1 contract

Samples: Credit Agreement

Matters Applicable to All Requests for Compensation. (a) Designation of a Different Lending Office. If any Lender requests compensation under Section 3.093.4, or any Loan Party the Borrower is required to pay any additional amount to any Lender Lender, any Issuer, or any Governmental Authority for the account of any Lender or any Issuer pursuant to Section 3.013.1, or if any Lender gives a notice pursuant to Section 3.073.2, then such Lender shall or such Issuer shall, as applicable, use reasonable efforts to designate a different Lending Office for funding or booking its Loans hereunder or issuing Letters of Credit or Alternative Letters of Credit hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender (acting reasonably)or such Issuer, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 3.1 or 3.093.4, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.073.2, as applicable, and (ii) in each case, would not subject such Lender or such Issuer, as the case may be, to any material unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender or such Issuer, as the case may be in any material economic, legal or regulatory respect; provided that nothing in this Section 3.11(a) shall affect or postpone any Obligations of the Loan Parties or the rights of the Lenders under this Article III.. (b)

Appears in 1 contract

Samples: Security Agreement (eHealth, Inc.)

Matters Applicable to All Requests for Compensation. (a) If any Lender requests compensation under Section 3.093.04, or the Company or any Loan Party Borrower is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.01, or if any Lender gives a notice pursuant to Section 3.073.02, then such Lender shall use reasonable efforts to designate a different Lending Office for funding or booking its Loans hereunder or issuing Letters of Credit or Alternative Letters of Credit hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender (acting reasonably)Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.093.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.073.02, as applicable, and (ii) in each case, would not subject such Lender to any material unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender in any material economic, legal or regulatory respect; provided that nothing in this Section 3.11(a3.06(a) shall affect or postpone any Obligations of the Loan Parties Company or any Borrower or the rights of the Lenders under this Article III.

Appears in 1 contract

Samples: Pledge Agreement (Liberty Global PLC)

Matters Applicable to All Requests for Compensation. (a) If any Lender requests compensation under Section 3.093.04, or any Loan Party the Borrower is required to pay any Indemnified Taxes or additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.01, or if any Lender gives a notice pursuant to Section 3.073.02, then at the request of the Borrower such Lender shall shall, as applicable, use reasonable efforts to designate a different Lending Office for funding or booking its Loans hereunder or issuing Letters of Credit or Alternative Letters of Credit hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the reasonable judgment of such Lender (acting reasonably)Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.093.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.073.02, as applicable, and (ii) in each case, would not subject such Lender to any material unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any material economic, legal such designation or regulatory respect; provided that nothing in this Section 3.11(a) shall affect or postpone any Obligations of the Loan Parties or the rights of the Lenders under this Article IIIassignment.

Appears in 1 contract

Samples: Credit Agreement (Quanta Services, Inc.)

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