Common use of Regulation D Compensation Clause in Contracts

Regulation D Compensation. For so long as any Bank maintains reserves against "Eurocurrency liabilities" (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and as a result the cost to such Bank (or its Applicable Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank may require the applicable Account Parties to pay, contemporaneously with each payment of interest on the Euro-Dollar Loans, additional interest on the related Euro-Dollar Loans of such Bank at a rate per annum up to but not exceeding the excess of (i) (A) the applicable LIBO Rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO Rate. Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties at least five Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans an officer's certificate setting forth the amount to which such Bank is then entitled under this Section (which shall be consistent with such Bank's good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties may reasonably request as to the computation set forth therein.

Regulation D Compensation. For so long as any each day for which a Bank maintains is required to maintain reserves against in respect of either (x) "Eurocurrency liabilitiesLiabilities" (as defined in all regulations of the Board of Governors of the Federal Reserve System) or (y) any other category of liabilities which includes deposits by reference to which the interest rate on in Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such any Bank to United States residents), and as a result the cost to such Bank (or its Applicable Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank may require the applicable Account Parties Borrower to pay, contemporaneously with each payment of interest on the Euro-Dollar Loans, additional interest on the related Euro-Dollar Loans Loan of such Bank at a rate per annum determined by such Bank up to but not exceeding the excess of (i) (A) the applicable LIBO London Interbank Offered Rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO London Interbank Offered Rate. Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties Borrower and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three five Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to notify the applicable Account Parties Borrower at least five Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans an officer's certificate setting forth of the amount then due to which such Bank is then entitled under this Section (which Section. Such Bank's notice to the Borrower shall set forth its calculation of such additional interest and such calculation shall be consistent with such Bank's conclusive if made reasonably and in good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties may reasonably request as to the computation set forth thereinfaith.

Regulation D Compensation. For so long as any Bank maintains reserves against "Eurocurrency liabilities" (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and as a result the cost to such Bank (or its Applicable Euro-Dollar Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank may require the applicable Account Parties Borrower to pay, contemporaneously with each payment of interest on the Euro-Dollar Loans, additional interest on the related Euro-Dollar Loans Loan of such Bank at a rate per annum up to but not exceeding the excess of (i) (A) the applicable LIBO London Interbank Offered Rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO London Interbank Offered Rate. Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties Borrower and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties Borrower at least five Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans an officer's certificate setting forth the amount to which such Bank is then entitled under this Section (which shall be consistent with such Bank's good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties Borrower may reasonably request as to the computation set forth therein.

Regulation D Compensation. For so long as any Bank maintains reserves against "“Eurocurrency liabilities" ” (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and as a result the cost to such Bank (or its Applicable Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank may require the applicable Account Parties Company to pay, contemporaneously with each payment of interest on the Euro-Dollar Loans, additional interest on the related Euro-Dollar Loans of such Bank at a rate per annum up to but not exceeding the excess of (i) (A) the applicable LIBO Rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO Rate. Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties Company and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties Company at least five Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans an officer's ’s certificate setting forth the amount to which such Bank is then entitled under this Section 8.06 (which shall be consistent with such Bank's ’s good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties Company may reasonably request as to the computation set forth therein.

Regulation D Compensation. For so long as any Bank maintains reserves against "“Eurocurrency liabilities" ” (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Term Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and as a result the cost to such Bank (or its Applicable Lending Office) of making or maintaining its Euro-Dollar Term Loans is increased, then such Bank may require the applicable Account Parties Company to pay, contemporaneously with each payment of interest on the Euro-Dollar Term Loans, additional interest on the related Euro-Dollar Term Loans of such Bank at a rate per annum up to but not exceeding the excess of (i) (A) the applicable LIBO Rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO Rate. Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties Company and the Administrative Agent, in which case such additional interest on the Euro-Dollar Term Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties Company at least five Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Term Loans an officer's ’s certificate setting forth the amount to which such Bank is then entitled under this Section 8.06 (which shall be consistent with such Bank's ’s good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties Company may reasonably request as to the computation set forth therein.

Regulation D Compensation. For If and so long as any Bank maintains reserves against "Eurocurrency liabilities" a reserve requirement of the type described in the definition of “Euro-Dollar Reserve Percentage” is prescribed by the Board of Governors of the Federal Reserve System (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residentssuccessor), and as a result the cost each Lender subject to such Bank (or its Applicable Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank requirement may require the applicable Account Parties Borrower to pay, contemporaneously with each payment of interest on the each of such Lender’s Euro-Dollar Loans, additional interest on the related such Euro-Dollar Loans of such Bank Loan at a rate per annum determined by such Lender up to but not exceeding the excess of (i) (A) the applicable LIBO London Interbank Offered Rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO London Interbank Offered Rate. Any Bank Lender wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties Borrower and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank Lender shall be payable to such Bank Lender at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such Lender gives such notice and (y) shall furnish to notify the applicable Account Parties Borrower at least five Euro-Dollar Business Days prior to before each date on which interest is payable on the Euro-Dollar Loans an officer's certificate setting forth of the amount to which such Bank then due it under this Section. It is then entitled understood that (x) no additional interest is payable under this Section in respect of Euro-Dollar Loans not paid when due and (which y) amounts claimed by any Lender under this Section shall be based on an assumed level of reserves maintained by it which is consistent with such Bank's Lender’s good faith estimate of the actual level at which the related reserves are required to be maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties may reasonably request as to the computation set forth thereinit over time.

Regulation D Compensation. For so long as any Bank maintains reserves against "Eurocurrency liabilities" (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and as a result the cost to such Bank (or its Applicable Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank may require the applicable Account Parties Borrower to pay, contemporaneously with each payment of interest on the Euro-Dollar Loans, additional interest on the related Euro-Dollar Loans Loan of such Bank at a rate per annum up to but not exceeding the excess of (i) (Ai)(A) the applicable LIBO London Interbank Offered Rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO Raterate specified in clause (i)(A). Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties and the Administrative AgentBorrower, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the rate and place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties Borrower at least five Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans an officer's officers' certificate setting forth the amount to which such Bank is then entitled under this Section 2.15 (which shall be consistent with such Bank's good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties may reasonably request as to the computation set forth therein.

Regulation D Compensation. For so long as any Bank maintains reserves against "Eurocurrency liabilities" (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and as a result the cost to such Bank (or its Applicable Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank may require the applicable Account Parties Company to pay, contemporaneously with each payment of interest on the Euro-Dollar Loans, additional interest on the related Euro-Dollar Loans Loan of such Bank at a rate per annum up to but not exceeding the excess of (i) (A) the applicable LIBO Rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO Rate. Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties Company and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties Company at least five Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans an officer's certificate setting forth the amount to which such Bank is then entitled under this Section (which shall be consistent with such Bank's good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties Company may reasonably request as to the computation set forth therein.

Regulation D Compensation. For so long as any Bank maintains reserves against "Eurocurrency liabilities" (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and as a result the cost to such Bank (or its Applicable Euro-Dollar Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank may require the applicable Account Parties Borrower to pay, contemporaneously with each payment of interest on the Euro-Dollar Loans, additional interest on the related Euro-Dollar Loans Loan of such Bank at a rate per annum up to but not exceeding the excess of (i) (A) the applicable LIBO London Interbank Offered Rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO London Interbank Offered Rate. Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties Borrower and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties Borrower at least five Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans an officer's certificate setting forth the amount to which such Bank is then entitled under this Section (which shall be consistent with such Bank's good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties Borrower may reasonably request as to the computation set forth therein.

Regulation D Compensation. For so long as any Bank maintains reserves against "“Eurocurrency liabilities" ” (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and as a result the cost to such Bank (or its Applicable Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank may require the applicable Account Parties to pay, contemporaneously with each payment of interest on the Euro-Dollar Loans, additional interest on the related Euro-Dollar Loans of such Bank at a rate per annum up to but not exceeding the excess of (i) (A) the applicable LIBO Rate Adjusted LIBOR rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO RateAdjusted LIBOR rate. Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties at least five Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans an officer's ’s certificate setting forth the amount to which such Bank is then entitled under this Section (which shall be consistent with such Bank's ’s good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties may reasonably request as to the computation set forth therein.

Regulation D Compensation. For During the Term, for so long as any Bank maintains the ------------------------- Lessor (or FBTC) is required to maintain reserves against "Eurocurrency liabilitiesLiabilities" (or any other category of liabilities which includes include deposits by reference to which the interest rate on Euro-Dollar Loans Lease Rate is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank the Lessor to United States residents), and and, as a result result, the cost to such Bank the Lessor (or its Applicable Lending Funding Office) of making or maintaining its Euro-Dollar Loans Advances is increased, then such Bank the Lessor may require the applicable Account Parties Lessee to pay, contemporaneously with each payment of interest on the Euro-Dollar LoansRent, an additional interest on the related Euro-Dollar Loans of such Bank amount at a rate per annum up to but not exceeding the excess of (i) (A) the applicable LIBO Eurodollar Rate divided by (B) one minus the Euro-Dollar ----- Eurocurrency Reserve Percentage over Requirements and (ii) the applicable LIBO Eurodollar Rate. Any Bank wishing In the event that the Lessor wishes to require payment of such additional interest amount, the Lessor (x) shall so notify the applicable Account Parties and the Administrative AgentLessee, in which case such additional interest on the Euro-Dollar Loans of such Bank Rent shall be payable to such Bank the Lessor at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties Lessee at least five Euro-Dollar Business Days prior to each date on which interest Rent is payable on the Euro-Dollar Loans an officer's a certificate setting forth the amount to which such Bank it is then entitled under this Section (which shall be consistent with such Bank's its good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties Lessee may reasonably request as to the computation set forth therein.

Regulation D Compensation. For so long as any Bank maintains reserves against "Eurocurrency liabilities" (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and as a result the cost to such Bank (or its Applicable Euro-Dollar Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank may require the applicable Account Parties Borrower to pay, contemporaneously with each payment of interest on the Euro-Dollar Loans, additional interest on the related Euro-Dollar Loans Loan of such Bank at a rate per annum up to but not exceeding the excess of (i) (A) the applicable LIBO London Interbank Offered Rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO Raterate specified in clause (i)(A). Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties Borrower and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties Borrower at least five three Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans an officer's certificate setting forth the amount to which such Bank is then entitled under this Section (which shall be consistent with such Bank's good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties Borrower may reasonably request as to the computation set forth therein.

Regulation D Compensation. For During the Term, for so long as any the Lessor (or Bank maintains Hapoalim B.M.) is required to maintain reserves against "Eurocurrency liabilitiesLiabilities" (or any other category of liabilities which includes include deposits by reference to which the interest rate on Euro-Dollar Loans Lease Rate is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank the Lessor to United States residents), and and, as a result result, the cost to such Bank the Lessor (or its Applicable Lending Funding Office) of making or maintaining its Euro-Dollar Loans Advances is increased, then such Bank the Lessor may require the applicable Account Parties Lessee to pay, contemporaneously with each payment of interest on the Euro-Dollar LoansRent, an additional interest on the related Euro-Dollar Loans of such Bank amount at a rate per annum up to but not exceeding the excess of (i) (A) the applicable LIBO Eurodollar Rate divided by (B) one minus the Euro-Dollar Eurocurrency Reserve Percentage over Requirements and (ii) the applicable LIBO Eurodollar Rate. Any Bank wishing In the event that the Lessor wishes to require payment of such additional interest amount, the Lessor (x) shall so notify the applicable Account Parties and the Administrative AgentLessee, in which case such additional interest on the Euro-Dollar Loans of such Bank Rent shall be payable to such Bank the Lessor at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties Lessee at least five Euro-Dollar Business Days prior to each date on which interest Rent is payable on the Euro-Dollar Loans an officer's a certificate setting forth the amount to which such Bank it is then entitled under this Section (which shall be consistent with such Bank's its good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties Lessee may reasonably request as to the computation set forth therein.

Regulation D Compensation. For so long each day for which a Bank is required to maintain reserves in respect of either (x) “Eurocurrency Liabilities” (as any Bank maintains reserves against "Eurocurrency liabilities" defined in all regulations of the Board of Governors of the Federal Reserve System) or (or y) any other category of liabilities which includes deposits by reference to which the interest rate on in Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such any Bank to United States residents), and as a result the cost to such Bank (or its Applicable Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank may require the applicable Account Parties Borrower to pay, contemporaneously with each payment of interest on the Euro-Dollar Loans, additional interest on the related Euro-Dollar Loans Loan of such Bank at a rate per annum determined by such Bank up to but not exceeding the excess of (i) (A) the applicable LIBO London Interbank Offered Rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO London Interbank Offered Rate. Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties Borrower and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three five Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to notify the applicable Account Parties Borrower at least five Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans an officer's certificate setting forth of the amount then due to which such Bank is then entitled under this Section (which Section. Such Bank’s notice to the Borrower shall set forth its calculation of such additional interest and such calculation shall be consistent with such Bank's conclusive if made reasonably and in good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties may reasonably request as to the computation set forth thereinfaith.

Regulation D Compensation. For so long as any Bank maintains reserves against "Eurocurrency liabilities" (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and as a result the cost to such Bank (or its Applicable Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank may require the applicable Account Parties Borrower to pay, contemporaneously with each payment of interest on the Euro-Dollar Loans, additional interest on the related Euro-Dollar Loans Loan of such Bank at a rate per annum up to but not exceeding the excess of (i) (Ai)(A) the applicable LIBO London Interbank Offered Rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO Raterate specified in clause (i)(A). Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties and the Administrative AgentBorrower, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the rate and place indicated in such notice with respect to each Interest Period commencing at least three Euro-Euro- Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties Borrower at least five Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans an officer's officers' certificate setting forth the amount to which such Bank is then entitled under this Section 2.15 (which shall be consistent with such Bank's good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties may reasonably request as to the computation set forth therein.

Regulation D Compensation. For If and so long as any Bank maintains reserves against a reserve requirement of the type described in the definition of "Eurocurrency liabilitiesEuro-Dollar Reserve Percentage" is prescribed by the Board of Governors of the Federal Reserve System (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residentssuccessor), and as a result the cost each Bank subject to such Bank (or its Applicable Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank requirement may require the applicable Account Parties Borrower to pay, contemporaneously with each payment of interest on the each of such Bank's Euro-Dollar Loans, additional interest on the related such Euro-Dollar Loans of such Bank Loan at a rate per annum determined by such Bank up to but not exceeding the excess of (i) (A) the applicable LIBO London Interbank Offered Rate divided by (B) one minus MINUS the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO London Interbank Offered Rate. Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties Borrower and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such Bank gives such notice and (y) shall furnish to notify the applicable Account Parties Borrower at least five Euro-Dollar Business Days prior to before each date on which interest is payable on the Euro-Dollar Loans an officer's certificate setting forth of the amount to which such Bank then due it under this Section. It is then entitled understood that (x) no additional interest is payable under this Section in respect of Euro-Dollar Loans not paid when due and (which y) amounts claimed by any Bank under this Section shall be based on an assumed level of reserves maintained by it which is consistent with such Bank's good faith estimate of the actual level at which the related reserves are required to be maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties may reasonably request as to the computation set forth thereinit over time.

Regulation D Compensation. For so long as any Bank maintains reserves against "Eurocurrency liabilities" (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and as a result the cost to such Bank (or its Applicable Euro-Dollar Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank may require the applicable Account Parties Borrower to pay, contemporaneously with each payment of interest on the Euro-Dollar Loans, additional interest on the related Euro-Dollar Loans Loan of such Bank at a rate per annum up to but not exceeding the excess of (i) (A) the applicable LIBO Euro-Dollar Rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO Euro-Dollar Rate. Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties Borrower and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties Borrower at least five Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans an officer's ’s certificate setting forth the amount to which such Bank is then entitled under this Section (which shall be consistent with such Bank's ’s good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties Borrower may reasonably request as to the computation set forth therein.

Regulation D Compensation. For so long as any Bank maintains reserves against "Eurocurrency liabilitiesEUROCURRENCY LIABILITIES" (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and as a result the cost to such Bank (or its Applicable Euro-Dollar Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank may require the applicable Account Parties Borrower to pay, contemporaneously with each payment of interest on the Euro-Dollar Loans, additional interest on the related Euro-Dollar Loans Loan of such Bank at a rate per annum up to but not exceeding the excess of (i) (A) the applicable LIBO London Interbank Offered Rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO London Interbank Offered Rate. Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties Borrower and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties Borrower at least five Euro-Euro- Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans an officer's certificate setting forth the amount to which such Bank is then entitled under this Section (which shall be consistent with such Bank's good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties Borrower may reasonably request as to the computation set forth therein.

Regulation D Compensation. For so long as any Bank maintains reserves against "“Eurocurrency liabilities" ” (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and as a result the cost to such Bank (or its Applicable Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank may require the applicable Account Parties to pay, contemporaneously with each payment of interest on the Euro-Dollar Loans, additional interest on the related Euro-Dollar Loans of such Bank at a rate per annum up to but not exceeding the excess of (i) (A) the applicable LIBO Rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO Rate. Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties at least five Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans an officer's ’s certificate setting forth the amount to which such Bank is then entitled under this Section (which shall be consistent with such Bank's ’s good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties may reasonably request as to the computation set forth therein.

Regulation D Compensation. For so long as any Bank maintains reserves against "Eurocurrency liabilities" (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and as a result the cost to such Bank (or its Applicable Euro-Dollar Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank may require the applicable Account Parties Borrower to pay, contemporaneously with each payment of interest on the Euro-Dollar Loans, additional interest on the related Euro-Dollar Loans Loan of such Bank at a rate per annum up to but not exceeding the excess of (i) (A) the applicable LIBO London Interbank Offered Rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO London Interbank Offered Rate. Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties Borrower and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three four Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties Borrower at least five Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans an officer's certificate setting forth the amount to which such Bank is then entitled under this Section (which shall be consistent with such Bank's good faith estimate of the level at which the related reserves are maintained by it). Each "Euro-Dollar Reserve Percentage" means for any day that percentage (expressed as a decimal) which is in effect on such certificate shall be accompanied day, as prescribed by such information as the applicable Account Parties may reasonably request as Board of Governors of the Federal Reserve System (or any successor) for determining the maximum reserve requirement for a member bank of the Federal Reserve System in New York City with deposits exceeding five billion dollars in respect of "Eurocurrency liabilities" (or in respect of any other category of liabilities which includes deposits by reference to which the computation set forth thereininterest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of any Bank to United States residents).

Regulation D Compensation. For so long as any Bank maintains reserves against "Eurocurrency liabilitiesEUROCURRENCY LIABILITIES" (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and as a result the cost to such Bank (or its Applicable Euro-Dollar Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank may require the applicable Account Parties Borrower to pay, contemporaneously with each payment of interest on the Euro-Dollar Loans, additional interest on the related Euro-Dollar Loans Loan of such Bank at a rate per annum up to but not exceeding the excess of (i) (A) the applicable LIBO London Interbank Offered Rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO London Interbank Offered Rate. Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties Borrower and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties Borrower at least five Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans an officer's certificate setting forth the amount to which such Bank is then entitled under this Section 2.14 (which shall be consistent with such Bank's good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties Borrower may reasonably request as to the computation set forth therein.

Regulation D Compensation. For so long as any Bank maintains reserves against "Eurocurrency liabilitiesEUROCURRENCY LIABILITIES" (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and as a result the cost to such Bank (or its Applicable Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank may require the applicable Account Parties Borrower to pay, contemporaneously with each payment of interest on the Euro-Dollar Loans, additional interest on the related Euro-Dollar Loans Loan of such Bank at a rate per annum up to but not exceeding the excess of (i) (Aof(i)(A) the applicable LIBO London Interbank Offered Rate divided by (B) one minus MINUS the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO Raterate specified in clause (i)(A). Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties and the Administrative AgentBorrower, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the rate and place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties Borrower at least five Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans an officer's officers' certificate setting forth the amount to which such Bank is then entitled under this Section 2.14 (which shall be consistent with such Bank's good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties may reasonably request as to the computation set forth therein.

Regulation D Compensation. For so long as any Bank maintains reserves against "Eurocurrency liabilities" (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and as a result the cost to such Bank (or its Applicable Euro-Dollar Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank may require the applicable Account Parties Borrower to pay, contemporaneously with each payment of interest on the Euro-Dollar Loans, additional interest on the related Euro-Dollar Loans Loan of such Bank at a rate per annum up to but not exceeding the excess of (i) (A) the applicable LIBO London Interbank Offered Rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO Raterate specified in clause (i)(A). Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties Borrower and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties Borrower at least five three Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans an officer's officer s certificate setting forth the amount to which such Bank is then entitled under this Section (which shall be consistent with such Bank's Bank s good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties Borrower may reasonably request as to the computation set forth therein.

Regulation D Compensation. For If and so long as any Bank maintains reserves against a reserve requirement of the type described in the definition of "Eurocurrency liabilitiesEuro-Dollar Reserve Percentage" is prescribed by the Board of Governors of the Federal Reserve System (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residentssuccessor), and as a result the cost each Bank subject to such Bank (or its Applicable Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank requirement may require the applicable Account Parties Borrower to pay, contemporaneously with each payment of interest on the each of such Bank's Euro-Dollar Loans, additional interest on the related such Euro-Dollar Loans of such Bank Loan at a rate per annum determined by such Bank up to but not exceeding the excess of (i) (Ai)(A) the applicable LIBO London Interbank Offered Rate divided by (B) one minus MINUS the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO London Interbank Offered Rate. Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties Borrower and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such Bank gives such notice and (y) shall furnish to notify the applicable Account Parties Borrower at least five Euro-Dollar Business Days prior to before each date on which interest is payable on the Euro-Dollar Loans an officer's certificate setting forth of the amount to which such Bank then due it under this Section. It is then entitled understood that (x) no additional interest is payable under this Section in respect of Euro-Dollar Loans not paid when due and (which y) amounts claimed by any Bank under this Section shall be based on an assumed level of reserves maintained by it which is consistent with such Bank's good faith estimate of the actual level at which the related reserves are required to be maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties may reasonably request as to the computation set forth thereinit over time.

Regulation D Compensation. For so long as any Bank maintains reserves against "Eurocurrency liabilities" (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and as a result the cost to such Bank (or its Applicable Euro-Dollar Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank may require the applicable Account Parties Borrower to pay, contemporaneously with each payment of interest on the Euro-Dollar Loans, additional interest on the related Euro-Dollar Loans Loan of such Bank at a rate per annum determined by such Bank up to but not exceeding the excess of (i) (A) the applicable LIBO London Interbank Offered Rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO London Interbank Offered Rate. Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties Borrower and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the place indicated 'in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties Borrower at least five Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans an officer's certificate setting forth the amount to which such Bank is then entitled under this Section (which shall be consistent with such Bank's good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties Borrower may reasonably request as to the computation set forth therein.

Regulation D Compensation. For so long as any Bank maintains is required to maintain reserves against "“Eurocurrency liabilities" ” (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and and, as a result result, the cost to such Bank (or its Applicable Euro-Dollar Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank may require the applicable Account Parties Trust to pay, contemporaneously with each payment of interest on the Euro-Dollar Loans, additional interest on the related Euro-Dollar Loans Loan of such Bank at a rate per annum up to but not exceeding the excess of (i) (A) the applicable LIBO Euro-Dollar Rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO Euro-Dollar Rate. Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties Trust and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties Trust at least five Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans an officer's ’s certificate setting forth the amount to which such Bank is then entitled under this Section (which shall be consistent with such Bank's ’s good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties Trust may reasonably request as to the computation set forth therein.

Regulation D Compensation. For so long as any Bank maintains reserves against "“Eurocurrency liabilities" ” (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Term Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and as a result the cost to such Bank (or its Applicable Lending Office) of making or maintaining its Euro-Dollar Term Loans is increased, then such Bank may require the applicable Account Parties Company to pay, contemporaneously with each payment of interest on the Euro-Dollar Term Loans, additional interest on the related Euro-Dollar Term Loans of such Bank at a rate per annum up to but not exceeding the excess of (i) (A) the applicable LIBO Rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO Rate. Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties Company and the Administrative Agent, in which case such additional interest on the Euro-Dollar Term Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties Company at least five Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Term Loans an officer's ’s certificate setting forth the amount to which such Bank is then entitled under this Section (which shall be consistent with such Bank's ’s good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties Company may reasonably request as to the computation set forth therein.

Regulation D Compensation. For so long as any Bank maintains reserves against "Eurocurrency liabilities" (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and as a result the cost to such Bank (or its Applicable Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank may require the applicable Account Parties Borrower to pay, contemporaneously with each payment of interest on the Euro-Dollar Loans, additional interest on the related Euro-Dollar Loans Loan of such Bank at a rate per annum determined by such Bank up to but not exceeding the excess of (i) (Ai)(A) the applicable LIBO London Interbank Offered Rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO London Interbank Offered Rate. Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties Borrower and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar five Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties Borrower at least five Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans an officer's certificate setting forth the amount to which such Bank is then entitled under this Section (which shall be consistent with such Bank's good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties may reasonably request as to the computation set forth therein.

Regulation D Compensation. For so long as any ------------------------- Bank maintains reserves against "Eurocurrency liabilities" (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and as a result the cost to such Bank (or its Applicable Euro-Dollar Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank may require the applicable Account Parties Borrower to pay, contemporaneously with each payment of interest on the Euro-Dollar Loans, additional interest on the related Euro-Dollar Loans Loan of such Bank at a rate per annum up to but not exceeding the excess of (i) (A) the applicable LIBO London Interbank Offered Rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the ----- applicable LIBO London Interbank Offered Rate. Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties Borrower and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties Borrower at least five Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans an officer's certificate setting forth the amount to which such Bank is then entitled under this Section (which shall be consistent with such Bank's good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties Borrower may reasonably request as to the computation set forth therein.

Regulation D Compensation. For so long as any Bank maintains reserves against "Eurocurrency liabilities" (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Euro- Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and as a result the cost to such Bank (or its Applicable Euro-Dollar Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank may require the applicable Account Parties Borrower to pay, contemporaneously with each payment of interest on the Euro-Dollar Loans, additional interest on the related Euro-Dollar Loans Loan of such Bank at a rate per annum up to but not exceeding the excess of (i) (A) the applicable LIBO London Interbank Offered Rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO London Interbank Offered Rate. Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties Borrower and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties Borrower at least five Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans an officer's certificate setting forth the amount to which such Bank is then entitled under this Section (which shall be consistent with such Bank's good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties Borrower may reasonably request as to the computation set forth therein.

Regulation D Compensation. For so long as any Bank maintains reserves against "Eurocurrency liabilities" (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and as a result the cost to such Bank (or its Applicable Euro-Dollar Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank may require the applicable Account Parties Borrower to pay, contemporaneously with each payment of interest on the Euro-Dollar Loans, additional interest on the related Euro-Dollar Loans Loan of such Bank at a rate per annum up to but not exceeding the excess of (i) (Ai)(A) the applicable LIBO London Interbank Offered Rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO London Interbank Offered Rate. Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties Borrower and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties Borrower at least five Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans an officer's certificate setting forth the amount to which such Bank is then entitled under this Section (which shall be consistent with such Bank's good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties Borrower may reasonably request as to the computation set forth therein.

Regulation D Compensation. For so long as any Bank maintains reserves against "“Eurocurrency liabilities" ” (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and as a result the cost to such Bank (or its Applicable Euro-Dollar Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank may require the applicable Account Parties Company to pay, contemporaneously with each payment of interest on the Euro-Dollar Loans, additional interest on the related Euro-Dollar Loans Loan of such Bank at a rate per annum up to but not exceeding the excess of (i) (A) the applicable LIBO Rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO Rate. Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties Company and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties Company at least five Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans an officer's ’s certificate setting forth the amount to which such Bank is then entitled under this Section (which shall be consistent with such Bank's ’s good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties Company may reasonably request as to the computation set forth therein.

Regulation D Compensation. For so long as any Bank maintains reserves against "Eurocurrency liabilities" (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Euro- Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and as a result the cost to such Bank (or its Applicable Euro-Dollar Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank may require the applicable Account Parties Borrower to pay, contemporaneously with each payment of interest on the Euro-Dollar Loans, additional interest on the related Euro-Dollar Loans Loan of such Bank at a rate per annum up to but not exceeding the excess of (i) (A) the applicable LIBO London Interbank Offered Rate divided by (B) one minus the Euro-Euro- Dollar Reserve Percentage over (ii) the applicable LIBO London Interbank Offered Rate. Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties Borrower and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three four Euro-Dollar Business Days after the giving of such notice and (y) shall 31 furnish to the applicable Account Parties Borrower at least five Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans an officer's certificate setting forth the amount to which such Bank is then entitled under this Section (which shall be consistent with such Bank's good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties may reasonably request as to the computation set forth therein.

Regulation D Compensation. For so long as any Bank maintains is ------------------------- required, or is requested by any applicable regulatory authority, to maintain and does maintain reserves against "Eurocurrency liabilities" (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and as a result the cost to such Bank (or its Applicable Euro-Dollar Lending Office) of making or maintaining its Euro-Euro- Dollar Loans is increased, then such Bank may require the applicable Account Parties Borrower to pay, contemporaneously with each payment of interest on the Euro-Dollar LoansLoans made to such Borrower, additional interest on the related Euro-Dollar Loans Loan of such Bank for each day on which such Bank maintains such reserves at a rate per annum up to but not exceeding the excess of (i) (A) the Euro-Dollar Rate applicable LIBO Rate to such Loan divided by (B) one minus the Euro-Dollar Reserve ----- Percentage for such day over (ii) the Euro-Dollar Rate applicable LIBO Rateto such Loan. Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties Company and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties Company at least five Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans made to either Borrower a certificate signed by an officer's certificate officer of such Bank with knowledge of and responsibility for such matters setting forth the amount to which such Bank is then entitled from such Borrower under this Section (which shall be consistent with such Bank's good faith estimate of the level at which the related reserves are maintained by it)) and a reasonable explanation of the basis therefor. Each such certificate shall be accompanied by such information as the applicable Account Parties Company may reasonably request as to the computation set forth therein.

Regulation D Compensation. For so long as any Bank maintains reserves against "“Eurocurrency liabilities" ” (or any other category of liabilities which includes deposits by reference to which the interest rate on Euro-Dollar Loans is determined or any category of extensions of credit or other assets which includes loans by a non-United States office of such Bank to United States residents), and as a result the cost to such Bank (or its Applicable Lending Office) of making or maintaining its Euro-Dollar Loans is increased, then such Bank may require the applicable Account Parties Company to pay, contemporaneously with each payment of interest on the Euro-Dollar Loans, additional interest on the related Euro-Dollar Loans of such Bank at a rate per annum up to but not exceeding the excess of (i) (A) the applicable LIBO Rate divided by (B) one minus the Euro-Dollar Reserve Percentage over (ii) the applicable LIBO Rate. Any Bank wishing to require payment of such additional interest (x) shall so notify the applicable Account Parties Company and the Administrative Agent, in which case such additional interest on the Euro-Dollar Loans of such Bank shall be payable to such Bank at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Dollar Business Days after the giving of such notice and (y) shall furnish to the applicable Account Parties Company at least five Euro-Dollar Business Days prior to each date on which interest is payable on the Euro-Dollar Loans an officer's ’s certificate setting forth the amount to which such Bank is then entitled under this Section (which shall be consistent with such Bank's ’s good faith estimate of the level at which the related reserves are maintained by it). Each such certificate shall be accompanied by such information as the applicable Account Parties Company may reasonably request as to the computation set forth therein.