Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.02, or 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 3.05, or if any Lender gives a notice pursuant to Section 3.03, then such Lender shall use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 or 3.05, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.03, as applicable, and (ii) in each case, would not subject such Lender to any 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 such designation or assignment.
Appears in 11 contracts
Samples: Credit Agreement (SALESFORCE.COM, Inc.), Credit Agreement (Salesforce Com Inc), Credit Agreement (Salesforce Com Inc)
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.02, or 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 3.05, or if any Lender gives a notice pursuant to Section 3.03, then such Lender shall use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 or 3.05, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.03, as applicable, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be materially disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.
Appears in 11 contracts
Samples: Delayed Draw Term Loan Credit Agreement (Walgreens Boots Alliance, Inc.), Credit Agreement (Walgreens Boots Alliance, Inc.), Revolving Credit Agreement (Walgreens Boots Alliance, Inc.)
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.023.04, or 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 3.053.01, or if any Lender gives a notice pursuant to Section 3.033.02, then such Lender shall use reasonable efforts to designate a different Lending Installation Office for funding or booking its Term Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such LenderLender in any material economic, legal or regulatory respect. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.
Appears in 7 contracts
Samples: Credit Agreement (Vince Holding Corp.), Credit Agreement (Vince Holding Corp.), Credit Agreement (Vince Holding Corp.)
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.023.04, or 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 3.053.01, or if any Lender gives a notice pursuant to Section 3.033.02, then such Lender shall use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such LenderLender in any material economic, legal or regulatory respect. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.
Appears in 6 contracts
Samples: Credit Agreement (Vince Holding Corp.), Credit Agreement (Vince Holding Corp.), Credit Agreement (Vince Holding Corp.)
Mitigation Obligations. If any the Lender requests compensation under Section 3.01 or Section 3.023.04, or the Borrower is required to pay any additional amount to any the Lender or any Governmental Authority for the account of any the Lender pursuant to Section 3.053.01, or if any the Lender gives a notice pursuant to Section 3.033.02, then such the Lender shall use reasonable efforts to designate a different Lending Installation 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 the Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such the Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such the Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any the Lender in connection with any such designation or assignment.
Appears in 5 contracts
Samples: Credit Agreement (Crocs, Inc.), Credit Agreement (TRX Inc/Ga), Credit Agreement (Axsys Technologies Inc)
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.023.04, or the any Borrower is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.053.01, or if any Lender gives a notice pursuant to Section 3.033.02, then such Lender shall use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Each Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.
Appears in 5 contracts
Samples: Credit Agreement (KKR Financial Holdings LLC), Credit Agreement (KKR Financial Holdings LLC), Credit Agreement (KKR Financial Corp)
Mitigation Obligations. If any Lender requests compensation under Section Section 3.01 or Section Section 3.02, or 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 Section 3.05, or if any Lender gives a notice pursuant to Section 3.03Section 3.07(b), then such Lender shall use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section Section 3.01, 3.02 3.02 or 3.053.05, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.03Section 3.07(b), as applicable, and (ii) in each case, would not subject such Lender to any 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 such designation or assignment.
Appears in 4 contracts
Samples: 5 Year Term Loan Credit Agreement (GXO Logistics, Inc.), Term Loan Credit Agreement (GXO Logistics, Inc.), Bridge Term Loan Credit Agreement (GXO Logistics, Inc.)
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.023.04, or the Borrower is are required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.053.01, or if any Lender gives a notice pursuant to Section 3.033.02, then such Lender shall use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such Lender to any 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 such designation or assignment.
Appears in 4 contracts
Samples: Term Loan Agreement (CNL Healthcare Properties, Inc.), Credit Agreement (CNL Healthcare Properties, Inc.), Term Loan Agreement (CNL Healthcare Properties, Inc.)
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.023.04, or the if Borrower is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.053.01, or if any Lender gives a notice pursuant to Section 3.033.02, then such Lender shall shall, as applicable, use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (ia) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (iib) in each case, would not subject such Lender to any 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 such designation or assignment.
Appears in 4 contracts
Samples: Syndicated Facility Agreement and Unconditional Guaranty (Resmed Inc), Credit Agreement, Syndicated Facility Agreement (Resmed Inc)
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.02, or 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 3.05, or if any Lender gives a notice pursuant to Section 3.033.07(b), then such Lender shall use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 or 3.05, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.07(b), as applicable, and (ii) in each case, would not subject such Lender to any 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 such designation or assignment.
Appears in 3 contracts
Samples: Bridge Term Loan Credit Agreement (GXO Logistics, Inc.), Bridge Term Loan Credit Agreement (GXO Logistics, Inc.), Bridge Term Loan Credit Agreement
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.023.04, or the Borrower is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender Lender, pursuant to Section 3.053.01, or if any Lender gives a notice pursuant to Section 3.033.02, then such Lender shall shall, use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such Lender to any 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 such designation or assignment.
Appears in 3 contracts
Samples: Credit Agreement (Unitil Corp), Credit Agreement (Unitil Corp), Credit Agreement (Unitil Corp)
Mitigation Obligations. If any the Lender requests compensation under Section 3.01 or Section 3.023.04, or the Borrower is required to pay any additional amount to any the Lender or any Governmental Authority for the account of any the Lender pursuant to Section 3.053.01, or if any the Lender gives a notice pursuant to Section 3.033.02, then such the Lender shall use reasonable efforts to designate a different Lending Installation 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 the Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such the Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such the Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any the Lender in connection with any such designation or assignment.
Appears in 3 contracts
Samples: Credit Agreement (Bluefly Inc), Credit Agreement (American Woodmark Corp), Credit Agreement (American Woodmark Corp)
Mitigation Obligations. If any the Lender requests compensation under Section 3.01 or Section 3.023.04, or the Borrower is required to pay any additional amount to any the Lender or any Governmental Authority for the account of any the Lender pursuant to Section 3.053.01, or if any the Lender gives a notice pursuant to Section 3.033.02, then such or if the Lender shall use reasonable efforts to designate a different Lending Installation Office for funding or booking its Eurodollar Rate Loans 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 the Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such the Lender to any unreimbursed cost or expense and would not otherwise be materially disadvantageous to such the Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any the Lender in connection with any such designation or assignment.
Appears in 3 contracts
Samples: Term Loan Agreement (St Jude Medical Inc), Term Loan Agreement (St Jude Medical Inc), Term Loan Agreement (St Jude Medical Inc)
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.023.04, or the either Borrower is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.053.01, or if any Lender gives a notice pursuant to Section 3.033.02, then such Lender shall use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Borrowers hereby agrees agree to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.
Appears in 2 contracts
Samples: Credit Agreement (Castle a M & Co), Credit Agreement (Castle a M & Co)
Mitigation Obligations. If any the Lender requests compensation under Section 3.01 or Section 3.023.04, or the a Borrower is required to pay any additional amount to any the Lender or any Governmental Authority for the account of any the Lender pursuant to Section 3.053.01, or if any the Lender gives a notice pursuant to Section 3.033.02, then such the Lender shall use reasonable efforts to designate a different Lending Installation Lender’s 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 the Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such the Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such the Lender. The Borrower Borrowers hereby agrees agree to pay all reasonable costs and expenses incurred by any the Lender in connection with any such designation or assignment.
Appears in 2 contracts
Samples: Credit Agreement (Wd 40 Co), Credit Agreement (Wd 40 Co)
Mitigation Obligations. If any Lender requests compensation under Section Section 3.01 or Section Section 3.02, or 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 Section 3.05, or if any Lender gives a notice pursuant to Section Section 3.03, then such Lender shall use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section Section 3.01, 3.02 3.02 or 3.053.05, as the case may be, in the future, or eliminate the need for the notice pursuant to Section Section 3.03, as applicable, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be materially disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Walgreens Boots Alliance, Inc.), Credit Agreement (Walgreens Boots Alliance, Inc.)
Mitigation Obligations. If any the Lender requests compensation under Section 3.01 or Section 3.023.04, or the any Borrower is required to pay any additional amount to any the Lender or any Governmental Authority for the account of any the Lender pursuant to Section 3.053.01, or if any the Lender gives a notice pursuant to Section 3.033.02, then such the Lender shall use reasonable efforts to designate a different Lending Installation 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 the Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such the Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such the Lender. The Borrower hereby agrees Borrowers agree to pay all reasonable costs and expenses incurred by any the Lender in connection with any such designation or assignment.
Appears in 2 contracts
Samples: Term Loan Agreement (Rem Consulting of Ohio, Inc.), Term Loan Agreement (Rem Arrowhead, Inc.)
Mitigation Obligations. If any the Lender requests compensation under Section 3.01 or Section 3.023.03, or the Borrower is required to pay any additional amount to any the Lender or any Governmental Authority for the account of any the Lender pursuant to Section 3.053.01, or if any the Lender gives a notice pursuant to Section 3.033.02, then such the Lender shall use reasonable efforts to designate a different Lending Installation lending office for funding or booking its Loans the Loan hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the sole judgment of such the Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.03, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such the Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such the Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any the Lender in connection with any such designation or assignment.
Appears in 2 contracts
Samples: Margin Loan Agreement (Montierra Minerals & Production, L.P.), Margin Loan Agreement (Montierra Minerals & Production, L.P.)
Mitigation Obligations. If any the Lender requests compensation under Section 3.01 or Section 3.024.04, or the Borrower is required to pay any additional amount to any the Lender or any Governmental Authority for the account of any the Lender pursuant to Section 3.054.01, or if any the Lender gives a notice pursuant to Section 3.034.02, then such the Lender shall use reasonable efforts to designate a different Lending Installation 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 the Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 4.01 or 3.054.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.034.02, as applicable, and (ii) in each case, would not subject such the Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such the Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any the Lender in connection with any such designation or assignment.
Appears in 2 contracts
Samples: Credit Agreement (TRX Inc/Ga), Credit Agreement (TRX Inc/Ga)
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.02, or the any Borrower is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.05, or if any Lender gives a notice pursuant to Section 3.03, then such Lender shall use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 or 3.05, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.03, as applicable, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be materially disadvantageous to such Lender. The Borrower WBA hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Walgreens Boots Alliance, Inc.), Revolving Credit Agreement (Walgreens Boots Alliance, Inc.)
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.02, or 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 3.05, or if any Lender gives a notice pursuant to Section 3.03, then such Lender shall use reasonable efforts to designate a different Lending Installation for funding or booking its Revolving Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 or 3.05, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.03, as applicable, and (ii) in each case, would not subject such Lender to any 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 such designation or assignment.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Walgreens Boots Alliance, Inc.), Revolving Credit Agreement (Walgreens Boots Alliance, Inc.)
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.023.04, or 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 3.053.01, or if any Lender gives a notice pursuant to Section 3.033.02, then such Lender shall use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such Lender to any 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 such designation or assignment.
Appears in 2 contracts
Samples: Credit Agreement (KKR Financial Holdings LLC), Credit Agreement (Pacific Energy Partners Lp)
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.02, or if the Borrower is required to pay any Indemnified Taxes or additional amount amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.05, or if any Lender gives a notice pursuant to Section 3.033.01, then such Lender shall shall, at the request of the Borrower, use reasonable efforts to designate a different Lending Installation Office for funding or booking its Loans hereunder a Letter of Credit or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.02, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.03, as applicable, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be materially disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.
Appears in 2 contracts
Samples: Letter of Credit Facility Agreement (Arch Capital Group Ltd.), Letter of Credit Facility Agreement (Arch Capital Group Ltd.)
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.023.04, or 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 3.053.01, or if any Lender gives a notice pursuant to Section 3.033.02, then such Lender shall use reasonable efforts to designate a different Lending Installation 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 reasonable judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such Lender to any 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 such designation or assignment.
Appears in 2 contracts
Samples: Credit Agreement (Fresh Market, Inc.), Credit Agreement (Fresh Market, Inc.)
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.023.04, or 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 3.053.01, or if any Lender gives a notice pursuant to Section 3.033.02, then such Lender shall use reasonable efforts to designate a different Lending Installation 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 Lender, reasonably exercised, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such Lender to any 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 such designation or assignment.
Appears in 1 contract
Mitigation Obligations. (a) If any Lender requests compensation under Section 3.01 or Section 3.023.04, or 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 3.053.01, or if any Lender gives a notice pursuant to Section 3.033.02, then such Lender shall shall, as applicable, use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such Lender to any 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 such designation or assignment.
Appears in 1 contract
Samples: Credit Agreement (Lydall Inc /De/)
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.023.04, or 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 3.053.01, or if any Lender gives a notice pursuant to Section 3.033.02, then such Lender shall use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment assignment
(i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and and
(ii) in each case, would not subject such Lender to any 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 such designation or assignment.
Appears in 1 contract
Samples: Credit Agreement
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.023.04, or the Borrower is required to pay any additional amount to any Lender Lender, or any Governmental Authority for the account of any Lender pursuant to Section 3.053.01, or if any Lender gives a notice pursuant to Section 3.033.02, then such Lender Lender, shall use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such Lender Lender, to any 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 such designation or assignment.
Appears in 1 contract
Mitigation Obligations. If any Lender requests compensation under Section 3.01 3.1 or Section 3.023.2, or 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 3.053.5, or if any Lender gives a notice pursuant to Section 3.033.3, then such Lender shall shall, as applicable, use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.013.1, 3.02 3.2 or 3.053.5, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.3, as applicable, and (ii) in each case, would not subject such Lender to any 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 such designation or assignment.
Appears in 1 contract
Mitigation Obligations. If any the Lender requests compensation under Section 3.01 or Section 3.023.04, or the Borrower is required to pay any additional amount to any the Lender or any Governmental Authority for the account of any the Lender pursuant to Section 3.053.01, or if any the Lender gives a notice pursuant to Section 3.033.02, then such the Lender shall shall, as applicable, use reasonable efforts to designate a different Lending Installation Office for funding or booking its Loans loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such the Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such the Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such the Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any the Lender in connection with any such designation or assignment.
Appears in 1 contract
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.023.04, or the Borrower is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender Lender, pursuant to Section 3.053.01, or if any Lender gives a notice pursuant to Section 3.033.02, then such Lender shall use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such Lender to any 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 such designation or assignment.
Appears in 1 contract
Samples: Credit Agreement (RGC Resources Inc)
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.023.04, or the Borrower is Borrowers are required to indemnify or pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.053.01, or if any Lender gives a notice pursuant to Section 3.033.02, then such Lender shall use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Borrowers hereby agrees agree to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.
Appears in 1 contract
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.023.04, or the Borrower is Borrowers are required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.053.01, or if any Lender gives a notice pursuant to Section 3.033.02, then such Lender shall use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Borrowers hereby agrees agree to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.
Appears in 1 contract
Samples: Credit Agreement (Lumber Liquidators Holdings, Inc.)
Mitigation Obligations. If any Lender requests compensation under Section Section 3.01 or Section Section 3.02, or 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 Section 3.05, or if any Lender gives a notice pursuant to Section Section 3.03, then such Lender shall use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01Section 3.01, 3.02 3.02 or 3.053.05, as the case may be, in the future, or eliminate the need for the notice pursuant to Section Section 3.03, as applicable, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be materially disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.
Appears in 1 contract
Samples: Revolving Credit Agreement (Walgreens Boots Alliance, Inc.)
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.023.04, or 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 3.053.01, or if any Lender gives a notice pursuant to Section 3.033.02, then such the applicable Lender shall shall, as applicable, use reasonable efforts to designate a different Lending Installation Office for funding or booking its Loans loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such the applicable Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.05, 3.04 as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such the applicable Lender to any 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 the applicable Lender in connection with any such designation or assignment.
Appears in 1 contract
Mitigation Obligations. If any the Lender requests compensation under Section 3.01 or Section 3.023.04, or the Borrower is required to pay any additional amount to any the Lender or any Governmental Authority for the account of any the Lender pursuant to Section 3.053.01, or if any the Lender gives a notice pursuant to Section 3.033.02, then such the Lender shall use reasonable efforts to designate a different Lending Installation 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 the Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such Lender the Lender, as the case may be, to any unreimbursed cost or expense and would not otherwise be disadvantageous to such the Lender, as the case may be. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.
Appears in 1 contract
Samples: Credit Agreement (Sunpower Corp)
Mitigation Obligations. If any Lender requests compensation under Section 3.01 3.04 or Section 3.02, for any Mandatory Costs or 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 3.053.01, or if any Lender gives a notice pursuant to Section 3.033.02, then such Lender shall use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such Lender to any 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 such designation or assignment.
Appears in 1 contract
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.023.04, or the Borrower is required to pay any additional amount to any Lender Lender, or any Governmental Authority for the account of any Lender pursuant to Section 3.053.01, or if any Lender gives a notice pursuant to Section 3.033.02, then such Lender shall shall, as applicable, use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such Lender to any 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 such designation or assignment.
Appears in 1 contract
Samples: Credit Agreement (BMC Software Inc)
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.023.04, or 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 3.053.01, or if any Lender gives a notice pursuant to Section 3.033.02, then such Lender shall use reasonable efforts to designate a different Lending Installation 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 DB1/ 123795142.13 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such LenderLender in any material economic, legal or regulatory respect. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.
Appears in 1 contract
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.023.04, or the if any Borrower is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.053.01, or if any Lender gives a notice pursuant to Section 3.033.02, then such Lender shall use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Borrowers hereby agrees agree to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.
Appears in 1 contract
Mitigation Obligations. If any the Lender requests compensation under Section 3.01 or Section 3.023.04, or the Borrower is required to pay any additional amount to any the Lender or any Governmental Authority for the account of any the Lender pursuant to Section 3.053.01, or if any the Lender gives a notice pursuant to Section 3.033.02, then such the Lender shall use reasonable efforts to designate a different Lending Installation 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 the Lender, such designation or assignment (ia) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (iib) in each case, would not subject such the Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such the Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any the Lender in connection with any such designation or assignment.
Appears in 1 contract
Samples: Credit Agreement (Crocs, Inc.)
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.02SECTION 3.04, or 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 3.05SECTION 3.01, or if any Lender gives a notice pursuant to Section 3.03SECTION 3.02, then such Lender shall use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 SECTION 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.03SECTION 3.02, as applicable, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be materially disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.
Appears in 1 contract
Samples: Senior Secured Bridge Credit Agreement (Great Atlantic & Pacific Tea Co Inc)
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.023.04, or the Borrower is Borrowers are required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.053.01, or if any Lender gives a notice pursuant to Section 3.033.02, then such Lender shall use commercially reasonable efforts to designate a different Lending Installation Office for funding or booking its Loans Term Loan hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Borrowers hereby agrees agree to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.
Appears in 1 contract
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.023.04, or the Borrower is Borrowers are required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.053.01, or if any Lender gives a notice pursuant to Section 3.033.02, then such Lender shall use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such LenderLender in any material economic, legal or regulatory respect. The Borrower Borrowers hereby agrees agree to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.
Appears in 1 contract
Samples: Credit Agreement (YCC Holdings LLC)
Mitigation Obligations. If any the Lender requests compensation under Section 3.01 or Section 3.023.04, or the Borrower is required to pay any additional amount to any the Lender or any Governmental Authority for the account of any the Lender pursuant to Section 3.053.01, or if any the Lender gives a notice pursuant to Section 3.033.02, then such the Lender shall use reasonable efforts to designate a different Lending Installation 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 the Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such the Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such the Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any the Lender in connection with any such designation or assignment.
Appears in 1 contract
Samples: Credit Agreement (Nic Inc)
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.023.04, or requires the Borrower is required Borrowers to pay any Indemnified Taxes or additional amount amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.05, or if any Lender gives a notice pursuant to Section 3.033.01, then such Lender shall (at the request of the Borrowers) use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.05Section 3.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.03, as applicable, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Borrowers hereby agrees agree to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.
Appears in 1 contract
Samples: Credit Agreement
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.023.04, or the Borrower is Borrowers are required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.053.01, or if any Lender gives a notice pursuant to Section 3.033.02, then such Lender shall shall, as applicable, use reasonable efforts to designate a different Lending Installation 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 Lender, Lender such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Each Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.
Appears in 1 contract
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.023.04, or the a Borrower is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.053.01, or if any Lender gives a notice pursuant to Section 3.033.02, then such Lender shall use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower Borrowers hereby agrees agree to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.
Appears in 1 contract
Samples: Credit Agreement (Castle a M & Co)
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.02SECTION 3.04, or 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 3.05SECTION 3.01, or if any Lender gives a notice pursuant to Section 3.03SECTION 3.02, then such Lender shall use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 SECTION 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.03SECTION 3.02, as applicable, and (ii) in each case, would not subject such Lender to any 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 such designation or assignment.
Appears in 1 contract
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.02, or 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 3.05, or if any Lender gives a notice pursuant to Section 3.03, then such Lender shall use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 or 3.05, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.03, as applicable, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be materially disadvantageous to such Lender. The Borrower WBA hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.
Appears in 1 contract
Samples: Delayed Draw Term Loan Credit Agreement (Walgreens Boots Alliance, Inc.)
Mitigation Obligations. If any Lender requests compensation under Section 3.01 or Section 3.023.04, or 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 3.053.01, or if any Lender gives a notice pursuant to Section 3.033.02, then such Lender shall use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (ia) would eliminate or reduce amounts payable pursuant to Section 3.01, 3.02 3.01 or 3.053.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.033.02, as applicable, and (iib) in each case, would not subject such Lender to any 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 such designation or assignment.
Appears in 1 contract
Samples: Credit Agreement (Azz Inc)
Mitigation Obligations. If any Lender requests compensation under Section Section 3.01 or Section Section 3.02, or the any Borrower is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section Section 3.05, or if any Lender gives a notice pursuant to Section Section 3.03, then such Lender shall use reasonable efforts to designate a different Lending Installation 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 Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section Section 3.01, 3.02 3.02 or 3.053.05, as the case may be, in the future, or eliminate the need for the notice pursuant to Section Section 3.03, as applicable, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be materially disadvantageous to such Lender. The Borrower WBA hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.
Appears in 1 contract
Samples: Delayed Draw Term Loan Credit Agreement (Walgreens Boots Alliance, Inc.)