Common use of Mitigation Obligations; Replacement of Banks Clause in Contracts

Mitigation Obligations; Replacement of Banks. (a) If any Bank requests compensation under Section 8.03, or if a Co-Borrower is required to pay any Indemnified Taxes or additional amounts to any Bank or any Governmental Authority for the account of any Bank pursuant to Section 8.05, then such Bank shall use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or Affiliates, if, in the judgment of such Bank, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 8.03 or Section 8.05, as the case may be, in the future and (ii) would not subject such Bank to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Bank. Each of the Co-Borrowers hereby jointly and severally agrees to pay all reasonable costs and expenses incurred by any Bank in connection with any such designation or assignment.

Mitigation Obligations; Replacement of Banks. (a) If any Bank requests compensation under Section 8.03, or if a Co-Borrower any Account Party is required to pay any Indemnified Taxes or additional amounts amount to any Bank or any Governmental Authority governmental body, agency or official for the account of any Bank pursuant to Section 8.05, then such Bank shall use reasonable efforts to designate a different lending office Applicable Lending Office for funding or booking its Loans and/or other Credit Exposure Credit Agreement hereunder or to assign its rights and obligations hereunder to another of its offices, branches or Affiliatesaffiliates, if, in the judgment of such BankBank (with the concurrence of the Company), such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 8.03 or Section 8.05, as the case may be, in the future and (ii) would not subject such Bank to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Bank. Each of the Co-Borrowers The Company hereby jointly and severally agrees to pay all reasonable costs and expenses incurred by any Bank in connection with any such designation or assignment.

Mitigation Obligations; Replacement of Banks. (a) If any Bank requests compensation under Section 8.03, or if a Co-Borrower is required to pay any Indemnified Taxes or additional amounts to any Bank or any Governmental Authority for the account of any Bank pursuant to Section 8.05, then such Bank shall use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or Affiliates, if, in the judgment of such Bank, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 8.03 or Section 8.05, as ACTIVE 221393034 the case may be, in the future and (ii) would not subject such Bank to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Bank. Each of the Co-Borrowers hereby jointly and severally agrees to pay all reasonable costs and expenses incurred by any Bank in connection with any such designation or assignment.

Mitigation Obligations; Replacement of Banks. (a) If any Bank requests compensation under Section 8.03, or if a Co-Borrower any Account Party is required to pay any Indemnified Taxes or additional amounts amount to any Bank or any Governmental Authority governmental body, agency or official for the account of any Bank pursuant to Section 8.05, then such Bank shall use Credit Agreement reasonable efforts to designate a different lending office Applicable Lending Office for funding or booking its Loans and/or other Credit Exposure hereunder or to assign its rights and obligations hereunder to another of its offices, branches or Affiliatesaffiliates, if, in the judgment of such BankBank (with the concurrence of the Company), such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 8.03 or Section 8.05, as the case may be, in the future and (ii) would not subject such Bank to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Bank. Each of the Co-Borrowers The Company hereby jointly and severally agrees to pay all reasonable costs and expenses incurred by any Bank in connection with any such designation or assignment.

Mitigation Obligations; Replacement of Banks. (a) If any Bank requests compensation under Section 8.03, or if a Co-Borrower the Company is required to pay any Indemnified Taxes or additional amounts amount to any Bank or any Governmental Authority governmental body, agency or official for the account of any Bank pursuant to Section 8.05, then such Bank shall use reasonable efforts to designate a different lending office Applicable Lending Office for funding or booking its Loans and/or other Credit Exposure hereunder or to assign its rights and obligations hereunder to another of its offices, branches or Affiliatesaffiliates, if, in the judgment of such BankBank (with the concurrence of the Company), such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section Sections 8.03 or Section 8.05, as the case may be, in the future and (ii) would not subject such Bank to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Bank. Each of the Co-Borrowers The Company hereby jointly and severally agrees to pay all reasonable costs and expenses incurred by any Bank in connection with any such designation or assignment.

Mitigation Obligations; Replacement of Banks. (a) If any Bank Bank, including any Issuing Bank, requests compensation under Section 8.03, or if a Co-Borrower the Company is required to pay any Indemnified Taxes or additional amounts amount to any Bank Bank, including any Issuing Bank, or any Governmental Authority for the account of any Bank Bank, including any Issuing Bank, pursuant to Section 8.058.04, then such Bank shall use reasonable efforts to will designate a different lending office Applicable Lending Office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or Affiliatesaffiliates, if, in the judgment of such Bank, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 8.03 or Section 8.058.04, as the case may be, in the future and (ii) would not subject such Bank to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Bank. Each of the Co-Borrowers The Company hereby jointly and severally agrees to pay all reasonable costs and expenses incurred by any Bank in connection with any such designation or assignment.

Mitigation Obligations; Replacement of Banks. (a) If any Bank requests compensation under Section 8.03, or if a Co-Borrower any Account Party is required to pay any Indemnified Taxes or additional amounts amount to any Bank or any Governmental Authority governmental body, agency or official for the account of any Bank pursuant to Section 8.05, then such Bank shall use reasonable efforts to designate a different lending office Applicable Lending Office for funding or booking its Loans and/or other Credit Exposure hereunder or to assign its rights and obligations hereunder to another of its offices, branches or Affiliatesaffiliates, if, in the judgment of such BankBank (with the concurrence of the Company), such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 8.03 or Section 8.05, as the case may be, in the future and (ii) would not subject such Bank to any unreimbursed cost or expense and would not otherwise Credit Agreement be disadvantageous to such Bank. Each of the Co-Borrowers The Company hereby jointly and severally agrees to pay all reasonable costs and expenses incurred by any Bank in connection with any such designation or assignment.