Common use of Obligation to Mitigate Clause in Contracts

Obligation to Mitigate. Each Purchaser agrees that, if such Purchaser requests payment under Section 2.17, 2.18 or 2.19, then such Purchaser will, to the extent not inconsistent with the internal policies of such Purchaser and any applicable legal or regulatory restrictions, use reasonable efforts to hold or maintain its Notes, including any Affected Notes, through another office of such Purchaser if, as a result thereof, the additional amounts payable to such Purchaser pursuant to Section 2.17, 2.18 or 2.19, as the case may be, in the future would be eliminated or reduced and if, as determined by such Purchaser in its sole discretion, the purchasing, holding or maintaining of such Notes through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Notes or the interests of such Purchaser; provided, such Purchaser will not be obligated to utilize such other office pursuant to this Section 2.20 unless Company agrees to pay all incremental expenses incurred by such Purchaser as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Company pursuant to this Section 2.20 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Purchaser shall be conclusive absent manifest error.

Appears in 6 contracts

Samples: Master Note Purchase Agreement (Ontrak, Inc.), Master Note Purchase Agreement (Ontrak, Inc.), Master Note Purchase Agreement (Ontrak, Inc.)

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Obligation to Mitigate. Each Purchaser Lender agrees that, if such Purchaser Lender requests payment under Section 2.172.13, 2.18 2.14 or 2.192.15, then such Purchaser Lender will, to the extent not inconsistent with the internal policies of such Purchaser Lender and any applicable legal or regulatory restrictions, use reasonable efforts to hold make, issue, fund or maintain its NotesCredit Extensions or Commitments, including any Affected NotesLoans, through another office of such Purchaser Lender if, as a result thereof, the additional amounts payable to such Purchaser Lender pursuant to Section 2.172.13, 2.18 2.14 or 2.192.15, as the case may be, in the future would be eliminated or reduced and if, as determined by such Purchaser Lender in its sole discretion, the purchasingmaking, holding issuing, funding or maintaining of such Notes Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Notes Loans or the interests of such PurchaserLender; provided, provided that such Purchaser Lender will not be obligated to utilize such other office pursuant to this Section 2.20 2.16 unless Company the Borrower agrees to pay all incremental expenses incurred by such Purchaser Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Company the Borrower pursuant to this Section 2.20 2.16 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Purchaser Lender to the Borrower (with a copy to the Administrative Agent) shall be conclusive absent manifest error.

Appears in 3 contracts

Samples: Credit Agreement (Kennedy Lewis Capital Co), Credit Agreement (Kennedy Lewis Capital Co), Credit Agreement (Apollo Debt Solutions BDC)

Obligation to Mitigate. Each Purchaser Lender agrees that, if such Purchaser Lender requests payment under Section 2.172.13, 2.18 2.14 or 2.192.15, then such Purchaser Lender will, to the extent not inconsistent with the internal policies of such Purchaser and any applicable legal or regulatory restrictions, use reasonable efforts to hold make, issue, fund or maintain its NotesCredit Extensions or Commitments, including any Affected NotesLoans, through another office of such Purchaser Lender if, as a result thereof, the additional amounts payable to such Purchaser Lender pursuant to Section 2.172.13, 2.18 2.14 or 2.192.15, as the case may be, in the future would be reasonably expected to be eliminated or reduced and if, as determined by such Purchaser Lender in its sole discretion, the purchasingmaking, holding issuing, funding or maintaining of such Notes Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Notes Loans or the interests of such PurchaserLender; provided, provided that such Purchaser Lender will not be obligated to utilize such other office pursuant to this Section 2.20 2.16 unless Company the Borrower agrees to pay all incremental expenses incurred by such Purchaser Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Company the Borrower pursuant to this Section 2.20 2.16 (setting forth in reasonable detail the basis for requesting such amount) must be submitted by such Purchaser Lender to the Borrower (with a copy to the Administrative Agent) and shall be conclusive absent manifest error.

Appears in 3 contracts

Samples: Credit Agreement (Blue Owl Technology Finance Corp.), Credit Agreement and Margining Agreement (Blue Owl Technology Income Corp.), Credit Agreement (Owl Rock Technology Income Corp.)

Obligation to Mitigate. Each Purchaser Lender agrees that, if such Purchaser Lender requests payment under Section 2.17, 2.18 Sections 2.15 or 2.192.16, then such Purchaser Lender will, to the extent not inconsistent with the internal policies of such Purchaser Lender and any applicable legal or regulatory restrictions, use reasonable efforts to hold make, issue, fund or maintain its NotesCredit Extensions, including any Affected NotesLoans, through another office of such Purchaser Lender if, as a result thereof, the additional amounts payable to such Purchaser Lender pursuant to Section 2.17, 2.18 Sections 2.15 or 2.192.16, as the case may be, in the future would be eliminated or reduced and if, as determined by such Purchaser Lender in its sole discretion, the purchasingmaking, holding issuing, funding or maintaining of such Notes Commitments or Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Notes Commitments or Loans or the interests of such PurchaserLender; provided, such Purchaser Lender will not be obligated to utilize such other office pursuant to this Section 2.20 2.17 unless Company agrees the Credit Parties agree to pay all incremental expenses incurred by such Purchaser Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Company the Credit Parties pursuant to this Section 2.20 2.17 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Purchaser Lender to Credit Party Representative (with a copy to Administrative Agent) shall be conclusive absent manifest error.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Lifecore Biomedical, Inc. \De\)

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Obligation to Mitigate. Each Purchaser Lender agrees that, if such Purchaser Lender requests payment under Section 2.172.14, 2.18 2.15 or 2.192.16, then such Purchaser Lender will, to the extent not inconsistent with the internal policies of such Purchaser Lender and any applicable legal or regulatory restrictions, use reasonable efforts to hold make, issue, fund or maintain its NotesLoans, including any Affected NotesLoans, through another office of such Purchaser Lender if, as a result thereof, the additional amounts payable to such Purchaser Lender pursuant to Section 2.172.14, 2.18 2.15 or 2.192.16, as the case - 47 - may be, in the future would be eliminated or reduced and if, as determined by such Purchaser Lender in its sole discretion, the purchasingmaking, holding issuing, funding or maintaining of such Notes Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Notes Loans or the interests of such PurchaserLender; provided, such Purchaser Lender will not be obligated to utilize such other office pursuant to this Section 2.20 2.17 unless Company the Borrower agrees to pay all incremental expenses incurred by such Purchaser Lender as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Company the Borrower pursuant to this Section 2.20 2.17 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Purchaser Lender to the Borrower (with a copy to the Administrative Agent) shall be conclusive absent manifest error.

Appears in 1 contract

Samples: Security Agreement (Pioneer Energy Services Corp)

Obligation to Mitigate. Each Purchaser agrees that, if such Purchaser requests payment under Section 2.17, 2.18 or 2.19, then such Purchaser will, to the extent not inconsistent with the internal policies of such Purchaser and any applicable legal or regulatory restrictions, use reasonable efforts to hold or maintain its Notes, including any Affected Notes, through another office of such Purchaser if, as a result thereof, the additional amounts payable to such Purchaser pursuant to Section 2.17, 2.18 or 2.19, as the case may be, in the future would be eliminated or reduced and if, as determined by such Purchaser in its sole discretion, the purchasing, holding or maintaining of such Notes through such other office or in accordance with such other measures, as the case may be, would not otherwise materially adversely affect such Notes or the interests of such Purchaser; provided, such Purchaser will not be obligated to utilize such other office pursuant to this Section 2.20 unless Company agrees to pay all incremental expenses incurred by such Purchaser as a result of utilizing such other office as described above. A certificate as to the amount of any such expenses payable by Company pursuant to this Section 2.20 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Purchaser to shall be conclusive absent manifest error.]

Appears in 1 contract

Samples: Note Purchase Agreement (CAPSTONE TURBINE Corp)

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