Common use of Regulation D Compensation Clause in Contracts

Regulation D Compensation. Each Lender may require each Borrower to pay, contemporaneously with each payment of interest on its Eurocurrency Committed Loans and Fronted Loans, additional interest on the related Eurocurrency Committed Loan or Fronted Loan of such Lender at a rate per annum determined by such Lender up to but not exceeding the excess of (i) (A) the Eurocurrency Base Rate then in effect for such Loan divided by (B) one minus the Reserve Requirement applicable to such Lender over (ii) such Eurocurrency Base Rate. Any Lender wishing to require payment of such additional interest (x) shall so notify the Borrower and the Administrative Agent, in which case such additional interest on the Eurocurrency Committed Loans or Fronted Loans of such Lender to such Borrower shall be payable to such Lender at the place indicated in such notice with respect to each Interest Period commencing at least three Business Days after the giving of such notice and (y) shall notify such Borrower at least five Business Days prior to each date on which interest is payable on its Eurocurrency Committed Loans or Fronted Loans of the amount then due such Lender under this Section.

Regulation D Compensation. Each If and so long as a reserve requirement of the type described in the definition of “Reserve Requirement” is prescribed by the Board of Governors of the Federal Reserve System (or any successor), each Lender subject to such requirement may require each the Borrower to pay, contemporaneously with each payment of interest on its each of such Lender’s Eurocurrency Committed Loans and Fronted Loans, additional interest on the related such Eurocurrency Committed Loan or Fronted Loan of such Lender at a rate per annum determined by such Lender up that reflects the cost to such Lender of such reserve requirement in respect of such Eurocurrency Loan but does not exceeding exceed the excess of (i) (Aa)(i) the applicable Eurocurrency Base Reference Rate then in effect for such Loan divided by (Bii) one minus the Reserve Requirement applicable to such Lender over (iib) such the applicable Eurocurrency Base Reference Rate. Any Lender wishing to require payment of such additional interest (x) shall so notify the Borrower and the Administrative Agent, in which case such additional interest on the Eurocurrency Committed Loans or Fronted Loans of such Lender to such Borrower shall be payable to such Lender at the place indicated in such notice with respect to each Interest Period commencing at least three Business Days after the giving of such Lender gives such notice and (y) shall notify such the Borrower at least five Business Days prior to before each date on which interest is payable on its the Eurocurrency Committed Loans or Fronted Loans of the amount then due such Lender it under this Section.

Regulation D Compensation. Each Lender If and so long as a reserve requirement of the type described in the definition of "Eurocurrency Reserve Percentage" is prescribed by the Board of Governors of the Federal Reserve System (or any successor), each Bank subject to such requirement may require each the Borrower to pay, contemporaneously with each payment of interest on its each of such Bank's Eurocurrency Committed Loans and Fronted Loans, additional interest on the related such Eurocurrency Committed Loan or Fronted Loan of such Lender at a rate per annum determined by such Lender Bank up to but not exceeding the excess of (i) (A) the applicable Eurocurrency Base Rate then in effect for such Loan divided by (B) one minus the Eurocurrency Reserve Requirement applicable to such Lender Percentage over (ii) such the applicable Eurocurrency Base Rate. Any Lender Bank wishing to require payment of such additional interest (x) shall so notify the Borrower and the Administrative Agent, in which case such additional interest on the Eurocurrency Committed Loans or Fronted Loans of such Lender to such Borrower Bank shall be payable to such Lender Bank at the place indicated in such notice with respect to each Interest Period commencing at least three Business Days after the giving of such Bank gives such notice and (y) shall notify such the Borrower at least five Business Days prior to before each date on which interest is payable on its the Eurocurrency Committed Loans or Fronted Loans of the amount then due such Lender it under this Section.

Regulation D Compensation. Each If and so long as 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 successor), each Lender subject to such requirement may require each the Borrower to pay, contemporaneously with each payment of interest on its Eurocurrency Committed Loans and Fronted each of such Lender’s Euro-Dollar Loans, additional interest on the related Eurocurrency Committed such Euro-Dollar Loan or Fronted Loan of such Lender at a rate per annum determined by such Lender up to but not exceeding the excess of (i) (A) the Eurocurrency Base applicable London Interbank Offered Rate then in effect for such Loan divided by (B) one minus the Euro-Dollar Reserve Requirement applicable to such Lender Percentage over (ii) such Eurocurrency Base the applicable London Interbank Offered Rate. Any Lender wishing to require payment of such additional interest (x) shall so notify the Borrower and the Administrative Agent, in which case such additional interest on the Eurocurrency Committed Loans or Fronted Euro-Dollar Loans of such Lender to such the Borrower shall be payable to such 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 notify such the Borrower at least five Euro-Dollar Business Days prior to before each date on which interest is payable on its Eurocurrency Committed Loans or Fronted the Euro-Dollar Loans of the amount then due such Lender it under this Section.

Regulation D Compensation. Each If and so long as a reserve requirement of the type described in the definition of "Eurodollar Rate Reserve Percentage" is prescribed by the Board of Governors of the Federal Reserve System (or any successor), each Lender subject to such requirement may require each the Borrower to pay, contemporaneously with each payment of interest on its Eurocurrency Committed Loans and Fronted Loanseach of such Lender's Eurodollar Rate Advances, additional interest on the related Eurocurrency Committed Loan or Fronted Loan of such Lender Eurodollar Rate Advance at a rate per annum determined by such Lender up to but not exceeding the excess of (i) (A) the Eurocurrency Base applicable Eurodollar Rate then in effect for such Loan divided by (B) one minus the Eurodollar Rate Reserve Requirement applicable to such Lender Percentage over (ii) such Eurocurrency Base the applicable Eurodollar Rate. Any Lender wishing to require payment of such additional interest (x) shall so notify the Borrower and the Administrative Agent, in which case such additional interest on the Eurocurrency Committed Loans or Fronted Loans Eurodollar Rate Advances of such Lender to such Borrower shall be payable to such Lender at the place indicated in such notice with respect to each Interest Period commencing at least three Business Days after the giving of such Lender gives such notice and (y) shall notify such the Borrower at least five Business Days prior to before each date on which interest is payable on its Eurocurrency Committed Loans or Fronted Loans the Eurodollar Rate Advances of the amount then due such Lender it under this Section.

Regulation D Compensation. Each If and so long as a reserve requirement of the type described in the definition of “Eurodollar Reserve Percentage” is prescribed by the Board of Governors of the Federal Reserve System (or any successor), each Lender subject to such requirement may require each the Borrower to pay, contemporaneously with each payment of interest on its Eurocurrency Committed each of such Lender’s Eurodollar Loans and Fronted Loans, additional interest on the related Eurocurrency Committed such Eurodollar Loan or Fronted Loan of such Lender at a rate per annum determined by such Lender up to but not exceeding the excess of (a) (i) (A) the Eurocurrency Base applicable Eurodollar Rate then in effect for such Loan divided by (Bii) one minus the Eurodollar Reserve Requirement applicable to such Lender Percentage over (iib) such Eurocurrency Base the applicable Eurodollar Rate. Any Lender wishing to require payment of such additional interest (x) shall so notify the Borrower and the Administrative Agent, in which case such additional interest on the Eurocurrency Committed Loans or Fronted Eurodollar Loans of such Lender to such Borrower shall be payable to such Lender at the place indicated in such notice with respect to each Interest Period commencing at least three Business Days after the giving of such Lender gives such notice and (y) shall notify such the Borrower at least five Business Days prior to before each date on which interest is payable on its Eurocurrency Committed Loans or Fronted the Eurodollar Loans of the amount then due such Lender it under this Section.

Regulation D Compensation. Each Lender If and so long as 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 successor), each Bank subject to such requirement may require each the Borrower to pay, contemporaneously with each payment of interest on its Eurocurrency Committed Loans and Fronted each of such Bank’s Euro-Dollar Loans, additional interest on the related Eurocurrency Committed such Euro-Dollar Loan or Fronted Loan of such Lender at a rate per annum determined by such Lender Bank up to but not exceeding the excess of (i) (A) the Eurocurrency Base applicable London Interbank Offered Rate then in effect for such Loan divided by (B) one minus the Euro-Dollar Reserve Requirement applicable to such Lender Percentage over (ii) such Eurocurrency Base the applicable London Interbank Offered Rate. Any Lender Bank wishing to require payment of such additional interest (x) shall so notify the Borrower and the Administrative Agent, in which case such additional interest on the Eurocurrency Committed Loans or Fronted Euro-Dollar Loans of such Lender Bank to such Borrower shall be payable to such Lender 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 notify such the Borrower at least five Euro-Dollar Business Days prior to before each date on which interest is payable on its Eurocurrency Committed Loans or Fronted the Euro-Dollar Loans of the amount then due such Lender it under this Section.

Regulation D Compensation. Each If and so long as 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 successor), each Lender subject to such requirement may require each the Borrower to pay, contemporaneously with each payment of interest on its Eurocurrency Committed Loans and Fronted each of such Lender’s Euro-Dollar Loans, additional interest on the related Eurocurrency Committed such Euro-Dollar Loan or Fronted Loan of such Lender at a rate per annum determined by such Lender up to but not exceeding the excess of (i) (A) the Eurocurrency Base applicable London Interbank Offered Rate then in effect for such Loan divided by (B) one minus the Euro-Dollar Reserve Requirement applicable to such Lender Percentage over (ii) such Eurocurrency Base the applicable London Interbank Offered Rate. Any Lender wishing to require payment of such additional interest (x) shall so notify the Borrower and the Administrative Agent, in which case such additional interest on the Eurocurrency Committed Loans or Fronted Euro-Dollar Loans of such Lender to such Borrower shall be payable to such 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 notify such the Borrower at least five Euro-Dollar Business Days prior to before each date on which interest is payable on its Eurocurrency Committed Loans or Fronted the Euro-Dollar Loans of the amount then due such Lender it under this Section.

Regulation D Compensation. Each Lender who is required under regulations of the Board of Governors of the Federal Reserve System of the United States of America to maintain reserves with respect to liabilities or assets consisting of or including Eurocurrency Liabilities, may require each the Borrower to pay, contemporaneously with each payment of interest on its Eurocurrency Committed Loans and Fronted Loansthe Eurodollar Advances, additional interest on the related Eurocurrency Committed Loan or Fronted Loan Eurodollar Advance of such Lender at a rate per annum determined by such Lender up to but not exceeding the excess of (i) (Ai)(A) the Eurocurrency Base applicable Eurodollar Rate then in effect for such Loan divided by (B) one minus the Eurodollar Rate Reserve Requirement applicable to such Lender Percentage over (ii) such Eurocurrency Base the applicable Eurodollar Rate. Any Lender wishing to require payment of such additional interest (x) shall so notify the Borrower and the Administrative Agent, in which case such additional interest on the Eurocurrency Committed Loans or Fronted Loans Eurodollar Advances of such Lender to such Borrower shall be payable to such Lender at the place indicated in such notice with respect to each Interest Period commencing at least three Business Days after the giving of such notice and (y) shall notify such the Borrower at least five Business Days prior to each date on which interest is payable on its Eurocurrency Committed Loans or Fronted Loans the Eurodollar Advances of the amount then due such Lender it under this Section.

Regulation D Compensation. Each If and so long as 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 successor), each Lender subject to such requirement may require each the Borrower to pay, contemporaneously with each payment of interest on its Eurocurrency Committed Loans and Fronted each of such Lender's Loans, additional interest on the related Eurocurrency Committed such Loan or Fronted Loan of such Lender at a rate per annum determined by such Lender up to but not exceeding the excess of (i) (A) the Eurocurrency Base applicable London Interbank Offered Rate then in effect for such Loan divided by (B) one minus the Euro-Dollar Reserve Requirement applicable to such Lender Percentage over (ii) such Eurocurrency Base the applicable London Interbank Offered Rate. Any Lender wishing to require payment of such additional interest (x) shall so notify the Borrower and the Administrative Agent, in which case such additional interest on the Eurocurrency Committed Loans or Fronted Loans of such Lender to such Borrower shall be payable to such Lender at the place indicated in such notice with respect to each Interest Period commencing at least three Business Days after the giving of such Lender gives such notice and (y) shall notify such the Borrower at least five Business Days prior to before each date on which interest is payable on its Eurocurrency Committed Loans or Fronted Loans of the amount then due to such Lender under this Section.

Regulation D Compensation. Each Lender If and so long as 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 successor), each Bank subject to such requirement may require each a Borrower to pay, contemporaneously with each payment of interest on its Eurocurrency Committed each of such Bank's Loans and Fronted Loansto such Borrower, additional interest on the related Eurocurrency Committed such Loan or Fronted Loan of such Lender at a rate per annum determined by such Lender Bank up to but not exceeding the excess of (i) (A) the Eurocurrency Base applicable London Interbank Offered Rate then in effect for such Loan divided by (B) one minus the Euro-Dollar Reserve Requirement applicable to such Lender Percentage over (ii) such Eurocurrency Base the applicable London Interbank Offered Rate. Any Lender Bank wishing to require payment of such additional interest (x) shall so notify the Borrower Amway Parties and the Administrative Agent, in which case such additional interest on the Eurocurrency Committed Loans or Fronted Euro-Dollar Loans of such Lender to such Borrower Bank shall be payable to such Lender 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 notify such Borrower the Borrowers at least five Euro-Dollar Business Days prior to before each date on which interest is payable on its Eurocurrency Committed Loans or Fronted the Loans of the amount then due such Lender it under this Section.

Regulation D Compensation. Each Lender If and so long as 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 successor), each Bank subject to such requirement may require each the Borrower to pay, contemporaneously with each payment of interest on its Eurocurrency Committed Loans and Fronted each of such Bank’s Euro-Dollar Loans, additional interest on the related Eurocurrency Committed such Euro-Dollar Loan or Fronted Loan of such Lender at a rate per annum determined by such Lender Bank up to but not exceeding the excess of (i) (A) the Eurocurrency Base applicable London Interbank Offered Rate then in effect for such Loan divided by (B) one minus the Euro-Dollar Reserve Requirement applicable to such Lender Percentage over (ii) such Eurocurrency Base the applicable London Interbank Offered Rate. Any Lender Bank wishing to require payment of such additional interest (x) shall so notify the Borrower and the Administrative Agent, in which case such additional interest on the Eurocurrency Committed Loans or Fronted Euro-Dollar Loans of such Lender to such Borrower Bank shall be payable to such Lender 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 notify such Borrower the Borrower, at least five Euro-Dollar Business Days prior to before each date on which interest is payable on its Eurocurrency Committed Loans or Fronted Loans the Euro-Dollar Loans, of the amount then due to such Lender Bank under this Section.

Regulation D Compensation. Each If and so long as 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 successor), each Lender subject to such requirement may require each the Borrower to pay, contemporaneously with each payment of interest on its Eurocurrency Committed Loans and Fronted each of such Lender's Loans, additional interest on the related Eurocurrency Committed such Loan or Fronted Loan of such Lender at a rate per annum determined by such Lender up to but not exceeding the excess of (i) (A) the Eurocurrency Base applicable London Interbank Offered Rate then in effect for such Loan divided by (B) one minus the Euro- Dollar Reserve Requirement applicable to such Lender Percentage over (ii) such Eurocurrency Base the applicable London Interbank Offered Rate. Any Lender wishing to require payment of such additional interest (x) shall so notify the Borrower and the Administrative Agent, in which case such additional interest on the Eurocurrency Committed Loans or Fronted Loans of such Lender to such Borrower shall be payable to such Lender at the place indicated in such notice with respect to each Interest Period commencing at least three Business Days after the giving of such Lender gives such notice and (y) shall notify such the Borrower at least five Business Days prior to before each date on which interest is payable on its Eurocurrency Committed Loans or Fronted Loans of the amount then due to such Lender under this Section.

Regulation D Compensation. Each Lender If and so long as a reserve requirement of the type described in the definition of “Eurodollar Reserve Percentage” is prescribed by the Board of Governors of the Federal Reserve System (or any successor), each Bank subject to such requirement may require each Borrower the Company to pay, contemporaneously with each payment of interest on its Eurocurrency Committed each of such Bank’s Eurodollar Loans and Fronted Loans, additional interest on the related Eurocurrency Committed such Eurodollar Loan or Fronted Loan of such Lender at a rate per annum determined by such Lender Bank up to but not exceeding the excess of (i) (A) the Eurocurrency Base applicable Eurodollar Rate then in effect for such Loan divided by (B) one minus the Eurodollar Reserve Requirement applicable to such Lender Percentage over (ii) such Eurocurrency Base the applicable Eurodollar Rate. Any Lender Bank wishing to require payment of such additional interest (x) shall so notify the Borrower Company and the Administrative Agent, in which case such additional interest on the Eurocurrency Committed Loans or Fronted Eurodollar Loans of such Lender to such Borrower Bank shall be payable to such Lender Bank at the place indicated in such notice with respect to each Interest Period commencing at least three Business Days after the giving of such Bank gives such notice and (y) shall notify such Borrower the Company at least five Business Days prior to before each date on which interest is payable on its Eurocurrency Committed Loans or Fronted the Eurodollar Loans of the amount then due such Lender it under this Section.

Regulation D Compensation. Each Lender Bank may require each through the Agent request any Borrower to pay and upon such request the Borrower shall pay, contemporaneously with each payment of interest on its such Borrower's Eurocurrency Committed Loans and Fronted Eurodollar Ratable Loans, additional interest on the related Eurocurrency Committed Loan or Fronted Loan of such Lender Loans at a rate per annum determined by such Lender Bank up to but not exceeding the excess of (i) (A) the applicable Base Eurocurrency Rate or Eurodollar Base Rate then in effect for such Loan Rate, as the case may be, divided by (B) one minus the Reserve Requirement applicable with respect to such Lender Eurocurrency liabilities over (ii) such the applicable Base Eurocurrency Rate or Eurodollar Base Rate, as the case may be. Any Lender Bank wishing to require payment of such additional interest (xv) shall so notify the Borrower Borrowers and the Administrative Agent, in which case such additional interest on the Eurocurrency Committed Loans or Fronted and Eurodollar Ratable Loans of such Lender to such Borrower Bank shall be payable to such Lender Bank at the place indicated in such notice with respect to each Interest Period commencing at least three five Business Days after the giving of such notice and (y) shall notify such Borrower the Borrowers at least five Business Days prior to each date on which interest is payable on its the Eurocurrency Committed Loans or Fronted and the Eurodollar Ratable Loans of the amount then due such Lender it under this Section. 3.6.

Regulation D Compensation. Each Lender If and so long as a reserve requirement of the type described in the definition of "Euro-Currency Reserve Percentage" is prescribed by the Board of Governors of the Federal Reserve System (or any successor), each Bank subject to such requirement may require each the Borrower to pay, contemporaneously with each payment of interest on its Eurocurrency Committed Loans and Fronted each of such Bank's Euro-Currency Loans, additional interest on the related Eurocurrency Committed such Euro-Currency Loan or Fronted Loan of such Lender at a rate per annum determined by such Lender Bank up to but not exceeding the excess of (i) (A) the Eurocurrency Base applicable London Interbank Offered Rate then in effect for such Loan divided by (B) one minus the Euro-Currency Reserve Requirement applicable to such Lender Percentage over (ii) such Eurocurrency Base the applicable London Interbank Offered Rate. Any Lender Bank wishing to require payment of such additional interest (x) shall so notify the Borrower Company and the Administrative Agent, in which case such additional interest on the Eurocurrency Committed Loans or Fronted Euro-Currency Loans of such Lender to such Borrower Bank shall be payable to such Lender Bank at the place indicated in such notice with respect to each Interest Period commencing at least three Euro-Currency Business Days after the giving of such notice notice, and (y) shall notify such Borrower the Company at least five Euro-Currency Business Days prior to each date on which interest is payable on its Eurocurrency Committed Loans or Fronted the Euro-Currency Loans of the amount then due such Lender it under this Section.

Regulation D Compensation. Each If and so long as a reserve requirement of the type described in the definition of “Reserve Requirement” is prescribed by the Board of Governors of the Federal Reserve System (or any successor), each Lender subject to such requirement may require each the applicable Borrower to pay, contemporaneously with each payment of interest on its each of such Lender’s Eurocurrency Committed Loans and Fronted Loansmade to such Borrower, additional interest on the related such Eurocurrency Committed Loan or Fronted Loan of such Lender at a rate per annum determined by such Lender up that reflects the cost to such Lender of such reserve requirement in respect of such Eurocurrency Loan but does not exceeding exceed the excess of (i) (Aa)(i) the applicable Eurocurrency Base Reference Rate then in effect for such Loan divided by (Bii) one minus the Reserve Requirement applicable to such Lender over (iib) such the applicable Eurocurrency Base Reference Rate. Any Lender wishing to require payment of such additional interest (x) shall so notify the applicable Borrower and the Administrative Agent, in which case such additional interest on the Eurocurrency Committed Loans or Fronted Loans of such Lender to such Borrower shall be payable to such Lender at the place indicated in such notice with respect to each Interest Period commencing at least three Business Days after the giving of such Lender gives such notice and (y) shall notify such Borrower at least five Business Days prior to before each date on which interest is payable on its the Eurocurrency Committed Loans or Fronted Loans of the amount then due such Lender it under this Section.