Mitigation of Obligations. If the Lender requests compensation under Section 3.04, or the Borrower is required to pay any Indemnified Taxes or additional amounts to the Lender or any Governmental Authority for the account of the Lender pursuant to Section 3.01, or if the Lender gives a notice pursuant to clause (c)(iv) of the definition of Accrued Interest, then at the request of the Borrower, the Lender shall use reasonable efforts to designate a different Lending Office for funding or booking the Loan hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of the Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.04, as the case may be, in the future, or eliminate the need for the notice pursuant to clause (c)(iv) of the definition of Accrued Interest, as applicable, and (ii) in each case, would not subject the Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to the Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by the Lender in connection with any such designation or assignment.
Appears in 9 contracts
Samples: Credit Agreement (Beneficient), Second Amended and Restated Second Lien Credit Agreement (Beneficient), Second Amended and Restated Second Lien Credit Agreement (Beneficient Co Group, L.P.)
Mitigation of Obligations. If the any Lender requests compensation under Section 3.042.12, or the if Borrower is required to pay any Indemnified Taxes or additional amounts amount to the Lender Administrative Agent, any Lender, any Issuing Bank or any Governmental Authority for the account of the any Lender or Issuing Bank pursuant to Section 3.01, or if the Lender gives a notice pursuant to clause (c)(iv) of the definition of Accrued Interest2.15, then at such Lender or Issuing Bank, as the request of the Borrowercase may be, the Lender shall use reasonable efforts to designate a different Lending Office lending office for funding or booking the its Loans, Letters of Credit or other assets in respect of which Borrower has Obligations pursuant to this Agreement or any other Loan hereunder Document or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the reasonable judgment of the such Lender, such designation or assignment (i) would eliminate or reduce amounts payable or that may thereafter accrue pursuant to Section 3.01 2.12 or 3.042.15, as the case may be, in the future, or eliminate the need for the notice pursuant to clause (c)(iv) of the definition of Accrued Interest, as applicable, be and (ii) in each case, would not subject the such Lender to any unreimbursed cost or expense and would not otherwise be materially disadvantageous to the such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by the any Lender in connection with any such designation or assignment.
Appears in 3 contracts
Samples: Credit Agreement (Harry & David Holdings, Inc.), Credit Agreement (Harry & David Holdings, Inc.), Credit Agreement (Harry & David Holdings, Inc.)
Mitigation of Obligations. If the Lender requests compensation under Section 3.043.02, or the Borrower is required to pay any Indemnified Taxes or additional amounts to the Lender or any Governmental Authority for the account of the Lender pursuant to Section 3.01, or if the Lender gives a notice pursuant to clause (c)(iv) of the definition of Accrued Interest, then at the request of the Borrower, the Lender shall use reasonable efforts to designate a different Lending Office for funding or booking the Loan hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of the Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.043.02, as the case may be, in the future, or eliminate the need for the notice pursuant to clause (c)(iv) of the definition of Accrued Interest, as applicable, and (ii) in each case, would not subject the Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to the Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by the Lender in connection with any such designation or assignment.
Appears in 2 contracts
Samples: Credit Agreement (GWG Holdings, Inc.), Subordination Agreement (GWG Holdings, Inc.)