Common use of Regulatory Changes Clause in Contracts

Regulatory Changes. If in the reasonable determination of any Lender (a) any Regulatory Change shall directly or indirectly (i) reduce the amount of any sum received or receivable by such Lender with respect to any Loan or the return to be earned by such Lender on any Loan, (ii) impose a cost on such Lender or any Affiliate of such Lender that is attributable to the making, funding or maintaining of, or such Lender’s commitment to make, any Loan, (iii) require such Lender or any Affiliate of such Lender to make any payment on or calculated by reference to the gross amount of any amount received by such Lender under any Loan Document or (iv) reduce, or have the effect of reducing, the rate of return on any capital of such Lender or any Affiliate of such Lender that such Lender or such Affiliate is required to maintain on account of any Loan or such Lender’s commitment to make any Loan and (b) such reduction, increased cost or payment shall not be fully compensated for by an adjustment in the applicable rates of interest payable under the Loan Documents, then the Borrower shall pay to such Lender such additional amounts as such Lender determines will, together with any adjustment in the applicable rates of interest payable hereunder, fully compensate for such reduction, increased cost or payment. Such additional amounts shall be payable, in the case of those applicable to prior periods, within 15 days after request by such Lender for such payment and, in the case of those applicable to future periods, on the dates specified, or determined in accordance with a method specified, by such Lender. Each Lender will promptly notify the Borrower of any determination made by it referred to in clauses (a) and (b) above, but the failure to give such notice shall not affect such Lender’s right to compensation.

Regulatory Changes. If in the reasonable determination of any Lender Bank (a) any Regulatory Change Enacted after the Effective Date shall directly or indirectly (i) reduce the amount of any sum received or receivable by such Lender Bank with respect to any Loan or the return to be earned by such Lender Bank on any Loan, (ii) impose a cost on such Lender Bank or any Affiliate of such Lender Bank that is attributable to the making, funding making or maintaining of, or such Lender’s commitment Bank's Commitment to make, any Loan, (iii) require such Lender Bank or any Affiliate of such Lender Bank to make any payment on or calculated by reference to the gross amount of any amount received by such Lender Bank under any Loan Document or (iv) reduce, or have the effect of reducing, the rate of return on any capital of such Lender Bank or any Affiliate of such Lender Bank that such Lender Bank or such Affiliate is required to maintain on account of any Loan or such Lender’s commitment Bank's Commitment to make any Loan and (b) such reduction, increased cost or payment shall not be fully compensated for by an adjustment in the applicable rates of interest payable under the Loan Documents, then the Borrower shall pay to such Lender Bank such additional amounts as such Lender Bank determines will, together with any adjustment in the applicable rates of interest payable hereunder, fully compensate for such reduction, increased cost or payment. Such additional amounts shall be payable, in the case of those applicable to prior periods, within 15 days after request by such Lender Bank for such payment and, in the case of those applicable to future periods, on the dates specified, or determined in accordance with a method specified, by such LenderBank. Each Lender Bank will promptly notify the Borrower of any determination made by it referred to in clauses (a) and (b) above, but the failure to give such notice shall not affect such Lender’s Bank's right to compensation.

Regulatory Changes. If in the reasonable determination of any Lender (a) any Regulatory Change shall directly or indirectly (i) reduce the amount of any sum received or receivable by such Lender with respect to any Loan or the return to be earned by such Lender on any Loan, (ii) impose a cost on such Lender or any Affiliate of such Lender that is attributable to the making, funding or maintaining of, or such Lender’s commitment to make, any Loan, (iii) require such Lender or any Affiliate of such Lender to make any payment on or calculated by reference to the gross amount of any amount received by such Lender under any Loan Document or (iv) reduce, or have the effect of reducing, the rate of return on any capital of such Lender or any Affiliate of such Lender that such Lender or such Affiliate is required to maintain on account of any Loan or such Lender’s commitment to make any Loan and (b) such reduction, increased cost or payment shall not be fully compensated for by an adjustment in the applicable rates of interest payable under the Loan Documents, then the Borrower shall pay to such Lender such additional amounts as such Lender determines will, together with any adjustment in the applicable rates of interest payable hereunder, fully compensate for such reduction, increased cost or payment. Such additional amounts shall be payable, in the case of those applicable to prior periods, within 15 days after request by such Lender for such payment and, in the case of those applicable to future periods, on the dates specified, or determined in accordance with a method specified, by such Lender. Each Lender will promptly notify the Borrower of any determination made by it referred to in clauses (a) and (b) above, but the failure to give such notice shall not affect such Lender’s right to compensation.. Section 1.10

Regulatory Changes. If in the reasonable determination of ------------------ any Lender Bank, (a) any Regulatory Change Enacted after the Agreement Date shall directly or indirectly (i) reduce the amount of any sum received or receivable by such Lender Bank with respect to any Loan or the return to be earned by such Lender on any Loan, (ii) impose a cost on such Lender Bank or any Affiliate of such Lender Bank that is attributable to the making, funding or maintaining of, or such Lender’s Bank's commitment to makemake or acquire, any Loan, including any reserve requirement, whether under Regulation D or otherwise, (iii) require such Lender Bank or any Affiliate of such Lender Bank to make any payment on or calculated by reference to the gross amount of any amount received by such Lender Bank under any Loan Document in respect of its Loans or its obligations to make Loans or (iv) reduce, or have the effect of reducing, the rate of return on any capital of such Lender Bank or any Affiliate of such Lender Bank that such Lender Bank or such Affiliate is required to maintain on account of any Loan or such Lender’s Bank's commitment to make or acquire any Loan and (b) such reduction, increased cost or payment shall not be fully compensated for by an adjustment in the applicable rates of interest payable under the Loan Documentsresult from a Tax to which Section 1.13 is applicable, then the applicable Borrower shall pay to such Lender Bank such additional amounts as such Lender Bank reasonably determines will, together with any adjustment in the applicable rates of interest payable hereunder, fully compensate for such reduction, increased cost or payment. Such additional amounts shall be payable, in the case of those applicable to prior periods, within 15 days after request by such Lender Bank for such payment and, in the case of those applicable to future periods, on the dates specified, or determined in accordance with a method specified, by such LenderBank. Each Lender Bank will promptly notify the applicable Borrower of any determination made by it referred to in clauses (a) and (b) above, but the failure to give such notice shall not affect such Lender’s Bank's right to compensation; provided, however, that the applicable Borrower shall not be required to pay -------- ------- such additional amounts in respect of any Regulatory Change for any period ending prior to the date that is 90 days prior to the giving of the notice of the determination of such additional amounts (unless such period shall have commenced after the date that such Bank notified the applicable Borrower of the possibility that additional amounts may be payable as a result of such Regulatory Change), except, if such Regulatory Change shall have been imposed retroactively, for the period from the effective date of such Regulatory Change to the date that is 90 days after the first date on which such Bank reasonably should have had knowledge of such Regulatory Change.

Regulatory Changes. If in the reasonable determination of any Lender Bank (a) any Regulatory Change Enacted after the Effective Date shall directly or indirectly (i) reduce the amount of any sum received or receivable by such Lender Bank with respect to any Loan or the return to be earned by such Lender Bank on any such Loan, (ii) impose a cost on such Lender Bank or any Affiliate of such Lender Bank that is attributable to the making, funding or maintaining of, or such Lender’s Bank's commitment to make, any Loan or to purchase a participation in any Swing Loan, (iii) require such Lender Bank or any Affiliate of such Lender Bank to make any payment on or calculated by reference to the gross amount of any amount received by such Lender Bank under any Loan Document or (iv) reduce, or have the effect of reducing, the rate of return on any capital of such Lender Bank or any Affiliate of such Lender Bank that such Lender Bank or such Affiliate is required to maintain on account of any Loan or such Lender’s Bank's commitment to make any Loan or to purchase a participation in any Swing Loan and (b) such reduction, increased cost or payment shall not be fully compensated for by an adjustment in the applicable rates of interest payable under the Loan Documents, then the Borrower shall pay to such Lender Bank such additional amounts as such Lender Bank determines will, together with any adjustment in the applicable rates of interest payable hereunder, fully compensate for such reduction, increased cost or payment. Such additional amounts shall be payable, in the case of those applicable to prior periods, within 15 days after request by such Lender Bank for such payment and, in the case of those applicable to future periods, on the dates specified, or determined in accordance with a method specified, by such LenderBank. Each Lender Bank will promptly notify the Borrower of any determination made by it referred to in clauses (a) and (b) above, but the failure to give such notice shall not affect such Lender’s Bank's right to compensation.

Regulatory Changes. If in the reasonable determination of any Lender (a) any Regulatory Change shall directly or indirectly (i) reduce the amount of any sum received or receivable by such Lender with respect to any Loan or the return to be earned by such Lender on any Loan, (ii) impose a cost on such Lender or any Affiliate of such Lender that is attributable to the making, funding making or maintaining of, or such Lender’s commitment to make, any Loan, (iii) require such Lender or any Affiliate of such Lender to make any payment on or calculated by reference to the gross amount of any amount received by such Lender under any Loan Document or (iv) reduce, or have the effect of reducing, the rate of return on any capital of such Lender or any Affiliate of such Lender that such Lender or such Affiliate is required to maintain on account of any Loan or such Lender’s commitment to make any Loan and (b) such reduction, increased cost or payment shall not be fully compensated for by an adjustment in the applicable rates of interest payable under the Loan Documents, then the Borrower shall pay to such Lender such additional amounts as such Lender determines will, together with any adjustment in the applicable rates of interest payable hereunder, fully compensate for such reduction, increased cost or payment. Such additional amounts shall be payable, in the case of those applicable to prior periods, within 15 thirty (30) days after request by such Lender for such payment and, in the case of those applicable to future periods, on the dates specified, or determined in accordance with a method specified, by such Lender. Each Lender will promptly notify the Borrower of any determination made by it referred to in clauses (a) and (b) above, but the failure to give such notice shall not affect such Lender’s right to compensation.

Regulatory Changes. If in the reasonable determination of any Lender ------------------ Bank (a) any Regulatory Change shall directly or indirectly (i) reduce the amount of any sum received or receivable by such Lender Bank with respect to any Loan or the return to be earned by such Lender Bank on any Loan, (ii) impose a cost on such Lender Bank or any Affiliate of such Lender Bank that is attributable to the making, funding making or maintaining of, or such Lender’s Bank's commitment to make, any Loan, (iii) require such Lender Bank or any Affiliate of such Lender Bank to make any payment on or calculated by reference to the gross amount of any amount received by such Lender Bank under any Loan Document or (iv) reduce, or have the effect of reducing, the rate of return on any capital of such Lender Bank or any Affiliate of such Lender Bank that such Lender Bank or such Affiliate is required to maintain on account of any Loan or such Lender’s Bank's commitment to make any Loan and (b) such reduction, increased cost or payment shall not be fully compensated for by an adjustment in the applicable rates of interest payable under the Loan Documents, then the Borrower shall pay to such Lender Bank such additional amounts as such Lender Bank determines will, together with any adjustment in the applicable rates of interest payable hereunder, fully compensate for such reduction, increased cost or payment. Such additional amounts shall be payable, in the case of those applicable to prior periods, within 15 days after request by such Lender Bank for such payment and, in the case of those applicable to future periods, on the dates specified, or determined in accordance with a method specified, by such LenderBank. Each Lender Bank will promptly notify the Borrower of any determination made by it referred to in clauses (a) and (b) above, but the failure to give such notice shall not affect such Lender’s Bank's right to compensation. Notwithstanding the foregoing, the Borrower will not be required to reimburse any Bank for any reductions, increased costs or payments under this Section 7.02 arising prior to 90 days preceding the date of such notice, unless the applicable Regulatory Change is imposed retroactively. In the case of a Regulatory Change which is retroactive in effect, such notice shall be provided to the Borrower not later than 90 days from the date that such Bank reasonably should have learned of such Regulatory Change, and the Borrower's obligation to compensate such Bank for such reduction, increased cost or payment is contingent upon the provision of such timely notice (but any failure by such Bank to provide such timely notice shall not affect the Borrower's reimbursement obligations with respect to (x) reductions, increased costs or payments incurred or made from the date as of which the Regulatory Change became effective to the date that is 90 days after such Bank reasonably should have learned of such Regulatory Change and (y) reductions, increased costs or payments incurred or made following the provision of such notice).

Regulatory Changes. If in the reasonable determination of any Lender Bank, (a) any Regulatory Change Enacted after the Restated Agreement Date shall directly or indirectly (i) reduce the amount of any sum received or receivable by such Lender Bank with respect to any Loan or the return to be earned by such Lender on any Loan, (ii) impose a cost on such Lender Bank or any Affiliate of such Lender Bank that is attributable to the making, funding or maintaining of, or such Lender’s Bank's commitment to makemake or acquire, any Loan, including any reserve requirement, whether under Regulation D or otherwise, (iii) require such Lender Bank or any Affiliate of such Lender Bank to make any payment on or calculated by reference to the gross amount of any amount received by such Lender Bank under any Loan Document in respect of its Loans or its obligations to make Loans or (iv) reduce, or have the effect of reducing, the rate of return on any capital of such Lender Bank or any Affiliate of such Lender Bank that such Lender Bank or such Affiliate is required to maintain on account of any Loan or such Lender’s Bank's commitment to make or acquire any Loan and (b) such reduction, increased cost or payment shall not be fully compensated for by an adjustment in the applicable rates of interest payable under the Loan Documentsresult from a Tax to which Section 1.13 is applicable, then the applicable Borrower shall pay to such Lender Bank such additional amounts as such Lender Bank reasonably determines will, together with any adjustment in the applicable rates of interest payable hereunder, fully compensate for such reduction, increased cost or payment. Such additional amounts shall be payable, in the case of those applicable to prior periods, within 15 days after request by such Lender Bank for such payment and, in the case of those applicable to future periods, on the dates specified, or determined in accordance with a method specified, by such LenderBank. Each Lender Bank will promptly notify the applicable Borrower of any determination made by it referred to in clauses (a) and (b) above, but the failure to give such notice shall not affect such Lender’s Bank's right to compensation; provided, however, that the applicable Borrower shall not be -------- ------- required to pay such additional amounts in respect of any Regulatory Change for any period ending prior to the date that is 90 days prior to the giving of the notice of the determination of such additional amounts (unless such period shall have commenced after the date that such Bank notified the applicable Borrower of the possibility that additional amounts may be payable as a result of such Regulatory Change), except, if such Regulatory Change shall have been imposed retroactively, for the period from the effective date of such Regulatory Change to the date that is 90 days after the first date on which such Bank reasonably should have had knowledge of such Regulatory Change.