Common use of RECOVERY OF ADDITIONAL COSTS Clause in Contracts

RECOVERY OF ADDITIONAL COSTS. If the imposition of or any change in any law, rule, regulation or guideline, or the interpretation or application of any thereof by any court or administrative or governmental authority (including any request or policy not having the force of law) (collectively, a “Change in Law”) shall impose, modify or make applicable any taxes (except federal, state or local income or franchise taxes imposed on Lender), reserve requirements, capital adequacy requirements or other obligations would (A) increase the cost to Lender for extending or maintaining the credit facilities to which this Agreement relates, (B) reduce the amounts payable to Lender under this Agreement or the Loan Documents, or (C) reduce the rate of return on Lender’s capital as a consequence of Lender’s obligations with respect to the credit facilities to which this Agreement relates, then Borrower agrees to pay Lender such additional amounts as will compensate Lender therefore, within ten (10) days after Lender’s written demand for such payment, which demand shall be accompanied by an explanation of such imposition or charge and a calculation in reasonable detail of the additional amounts payable by Borrower, which explanation and calculations shall be conclusive in the absence of manifest error. Notwithstanding the foregoing, the Borrower shall not be required to compensate a Lender pursuant to this Section for any increased costs incurred or reductions suffered more than nine (9) months prior to the date that such Lender notifies the Borrower of the Change in Law giving rise to such increased costs or reductions, and of such Lender’s intention to claim compensation therefor (except that, if the Change in Law giving rise to such increased costs or reductions is retroactive, then the nine-month period referred to above shall be extended to include the period of retroactive effect thereof).

RECOVERY OF ADDITIONAL COSTS. If the imposition of or any change in any law, rule, regulation or guideline, or the interpretation or application of any thereof by any court or administrative or governmental authority (including any request or policy not having the force of law) (collectively, a “Change in Law”Law (defined below) shall impose, modify modify, or make applicable any taxes (except federal, state state, or local income or franchise taxes imposed on Lenderthe Lenders), reserve requirements, deposit requirements, capital adequacy requirements requirements, Federal Deposit Insurance Corporation (FDIC) deposit insurance premiums or assessments, or other obligations which would (A) increase the cost to Lender the Lenders for extending extending, maintaining or maintaining funding the credit facilities to which this Agreement relatesRevolver Commitment, (B) reduce the amounts payable to the Lender under this Agreement or the Loan DocumentsRevolver Commitment, or (C) reduce the rate of return on the Lender’s 's capital as a consequence of the Lender’s 's obligations with respect to the credit facilities to which this Agreement relatesRevolver Commitment, then Borrower agrees Borrowers agree to pay the Lender such additional amounts as will compensate the Lender thereforetherefor, within ten five (105) days after the Lender’s 's written demand for such payment, which . The Lender's demand shall be accompanied by an explanation of such imposition or charge and a calculation in reasonable detail of the additional amounts payable by BorrowerBorrowers, which explanation and calculations shall be conclusive in the absence of manifest error. Notwithstanding "Change in Law" means the foregoingoccurrence after the date of this Agreement of: (a) the adoption or effectiveness of any law, rule, regulation, judicial ruling, judgment or treaty, (b) any change in any law, rule, regulation or treaty or in the administration, interpretation, implementation or application by any court or administrative or governmental authority of any law, rule, regulation or treaty, or (c) the making or issuance by any court or administrative or governmental authority of any request, rule, policy, guideline or directive, whether or not having the force of law; provided that notwithstanding anything herein to the contrary, (x) the Dxxx-Fxxxx Xxxx Street Reform and Consumer Protection Act and all requests, rules, guidelines or directives thereunder or issued in connection therewith and (y) all requests, rules, guidelines or directives concerning capital adequacy promulgated by the Lenders for International Settlements, the Borrower shall not Basel Committee on Banking Supervision (or any successor or similar authority) or the US or foreign regulatory authorities shall, in each case, be required deemed to compensate be a Lender pursuant to this Section for any increased costs incurred or reductions suffered more than nine (9) months prior to "Change in Law", regardless of the date that such Lender notifies the Borrower of the Change in Law giving rise to such increased costs enacted, adopted or reductions, and of such Lender’s intention to claim compensation therefor (except that, if the Change in Law giving rise to such increased costs or reductions is retroactive, then the nine-month period referred to above shall be extended to include the period of retroactive effect thereof)issued.

RECOVERY OF ADDITIONAL COSTS. If the imposition of or any change in any law, rule, regulation or guideline, or the interpretation or application of any thereof by any court or administrative or governmental authority (including any request or policy not having the force of law) (collectively, a “Change in Law”) shall impose, modify or make applicable any taxes (except U.S. federal, state or local income or franchise taxes imposed on Lender), reserve requirements, capital adequacy requirements or other obligations which would (Aa) increase the cost to Lender for extending or maintaining the credit facilities to which this Agreement relates, (Bb) reduce the amounts payable to Lender under this Agreement or the Loan Related Documents, or (Cc) reduce the rate of return on Lender’s 's capital as a consequence of Lender’s 's obligations with respect to the credit facilities to which this Agreement relates, then Borrower agrees to pay Lender such additional amounts as will compensate Lender thereforetherefor, within ten five (105) days after Lender’s 's written demand for such payment, which demand shall be accompanied by an explanation of such imposition or charge and a calculation in reasonable detail of the additional amounts payable by Borrower, which explanation and calculations shall be conclusive in the absence of manifest error. Notwithstanding the foregoingNEGATIVE COVENANTS. The reference to "Borrower" in this "NEGATIVE COVENANTS" section of this Agreement means INDUSTRIAL DATA SYSTEMS CORPORATION only and does not apply to any other co-borrower. Borrower covenants and agrees with Lender that while this Agreement is in effect, the Borrower shall not be required to compensate a Lender pursuant to this Section for any increased costs incurred or reductions suffered more than nine (9) months not, without the prior to the date that such Lender notifies the Borrower written consent of the Change in Law giving rise to such increased costs or reductions, and of such Lender’s intention to claim compensation therefor (except that, if the Change in Law giving rise to such increased costs or reductions is retroactive, then the nine-month period referred to above shall be extended to include the period of retroactive effect thereof).: