Common use of Reserve Requirements Clause in Contracts

Reserve Requirements. (a) The Borrower agrees to pay to each Bank that requests compensation under this Section 3.4 in accordance with the provisions set forth in Section 4.8(b), so long as such Bank shall be required to maintain reserves against “Eurocurrency liabilities” under Regulation D of the Board (or, so long as such Bank shall be required by the Board or by any other Governmental Authority to maintain reserves against any other category of liabilities that includes deposits by reference to which the interest rate on Eurodollar Rate Loans is determined as provided in this Agreement or against any category of extensions of credit or other assets of such Bank that includes any Eurodollar Rate Loans), an additional amount (determined by such Bank and notified to the Borrower pursuant to the provisions set forth in Section 4.8(b)) representing such Bank’s calculation or, if an accurate calculation is impracticable, reasonable estimate (using such method of allocation to such Loans of the Borrower as such Bank shall determine in accordance with Section 4.8(a)) of the actual costs, if any, incurred by such Bank during the relevant Interest Period as a result of the applicability of the foregoing reserves to such Eurodollar Rate Loans, which amount in any event shall not exceed the product of the following for each day of such Interest Period: (i) the principal amount of the relevant Eurodollar Rate Loans made by such Bank outstanding on such day; (ii) the difference between (A) a fraction, the numerator of which is the Eurodollar Rate(expressed as a decimal) applicable to such Eurodollar Rate Loan (expressed as a decimal), and the denominator of which is one minus the maximum rate (expressed as a decimal) at which such reserve requirements are imposed by the Board or other Governmental Authority on such date, minus (B) such numerator; and (iii) a fraction, the numerator of which is one and the denominator of which is 360. (b) The agreements in this Section 3.4 shall survive the termination of this Agreement and the payment of all amounts payable hereunder; provided, however, that in no event shall the Borrower be obligated to reimburse or compensate any Bank for amounts contemplated by this Section 3.4 for any period prior to the date that is 90 days before the date upon which such Bank requests in writing such reimbursement or compensation from the Borrower.

Reserve Requirements. (a) The Borrower agrees to pay to each Bank that requests compensation under this Section 3.4 in accordance with the provisions set forth in Section 4.8(b), so long as such Bank shall be required to maintain reserves against “Eurocurrency liabilities” under Regulation D of the Board (or, so long as such Bank shall be required by the Board or by any other Governmental Authority to maintain reserves against any other category of liabilities that includes deposits by reference to which the interest rate on Eurodollar LIBOR Rate Loans is determined as provided in this Agreement or against any category of extensions of credit or other assets of such Bank that includes any Eurodollar LIBOR Rate Loans), an additional amount (determined by such Bank and notified to the Borrower pursuant to the provisions set forth in Section 4.8(b)) representing such Bank’s calculation or, if an accurate calculation is impracticable, reasonable estimate (using such method of allocation to such Loans of the Borrower as such Bank shall determine in accordance with Section 4.8(a)) of the actual costs, if any, incurred by such Bank during the relevant Interest Period as a result of the applicability of the foregoing reserves to such Eurodollar LIBOR Rate Loans, which amount in any event shall not exceed the product of the following for each day of such Interest Period: (i) the principal amount of the relevant Eurodollar LIBOR Rate Loans made by such Bank outstanding on such day; (ii) the difference between (A) a fraction, the numerator of which is the Eurodollar Rate(expressed LIBOR Rate (expressed as a decimal) applicable to such Eurodollar LIBOR Rate Loan (expressed as a decimal), and the denominator of which is one minus the maximum rate (expressed as a decimal) at which such reserve requirements are imposed by the Board or other Governmental Authority on such date, minus (B) such numerator; and (iii) a fraction, the numerator of which is one and the denominator of which is 360. (b) The agreements in this Section 3.4 shall survive the termination of this Agreement and the payment of all amounts payable hereunder; provided, however, that in no event shall the Borrower be obligated to reimburse or compensate any Bank for amounts contemplated by this Section 3.4 for any period prior to the date that is 90 days before the date upon which such Bank requests in writing such reimbursement or compensation from the Borrower.

Reserve Requirements. (a) The Borrower agrees to pay to each Bank that requests compensation under this Section 3.4 in accordance with the provisions set forth in Section 4.8(b), so long as such Bank shall be required to maintain reserves against “"Eurocurrency liabilities” " under Regulation D of the Board (or, so long as such Bank shall be required by the Board or by any other Governmental Authority to maintain reserves against any other category of liabilities that includes deposits by reference to which the interest rate on Eurodollar LIBOR Rate Loans is determined as provided in this Agreement or against any category of extensions of credit or other assets of such Bank that includes any Eurodollar LIBOR Rate Loans), an additional amount (determined by such Bank and notified to the Borrower pursuant to the provisions set forth in Section 4.8(b)) representing such Bank’s 's calculation or, if an accurate calculation is impracticable, reasonable estimate (using such method of allocation to such Loans of the Borrower as such Bank shall determine in accordance with Section 4.8(a)) of the actual costs, if any, incurred by such Bank during the relevant Interest Period as a result of the applicability of the foregoing reserves to such Eurodollar LIBOR Rate Loans, which amount in any event shall not exceed the product of the following for each day of such Interest Period: (i) the principal amount of the relevant Eurodollar LIBOR Rate Loans made by such Bank outstanding on such day; (ii) the difference between (A) a fraction, the numerator of which is the Eurodollar Rate(expressed LIBOR Rate (expressed as a decimal) applicable to such Eurodollar LIBOR Rate Loan (expressed as a decimal), and the denominator of which is one minus the maximum rate (expressed as a decimal) at which such reserve requirements are imposed by the Board or other Governmental Authority on such date, minus (B) such numerator; and (iii) a fraction, the numerator of which is one and the denominator of which is 360. (b) The agreements in this Section 3.4 shall survive the termination of this Agreement and the payment of all amounts payable hereunder; provided, however, that in no event shall the Borrower be obligated to reimburse or compensate any Bank for amounts contemplated by this Section 3.4 for any period prior to the date that is 90 days before the date upon which such Bank requests in writing such reimbursement or compensation from the Borrower.

Reserve Requirements. (a) The Borrower agrees to pay to each Bank that requests compensation under this Section 3.4 in accordance with the provisions set forth in Section 4.8(b), so long as such Bank shall be required to maintain reserves against “Eurocurrency liabilities” under Regulation D of the Board (or, so long as such Bank shall be required by the Board or by any other Governmental Authority to maintain reserves against any other category of liabilities that includes deposits by reference to which the interest rate on Eurodollar Rate Loans is determined as provided in this Agreement or against any category of extensions of credit or other assets of such Bank that includes any Eurodollar Rate Loans), an additional amount (determined by such Bank and notified to the Borrower pursuant to the provisions set forth in Section 4.8(b)) representing such Bank’s calculation or, if an accurate calculation is impracticable, reasonable estimate (using such method of allocation to such Loans of the Borrower as such Bank shall determine in accordance with Section 4.8(a)) of the actual costs, if any, incurred by such Bank during the relevant Interest Period as a result of the applicability of the foregoing reserves to such Eurodollar Rate Loans, which amount in any event shall not exceed the product of the following for each day of such Interest Period: (i) the principal amount of the relevant Eurodollar Rate Loans made by such Bank outstanding on such day; (ii) the difference between (A) a fraction, the numerator of which is the Eurodollar Rate(expressed Rate (expressed as a decimal) applicable to such Eurodollar Rate Loan (expressed as a decimal), and the denominator of which is one minus the maximum rate (expressed as a decimal) at which such reserve requirements are imposed by the Board or other Governmental Authority on such date, minus (B) such numerator; and (iii) a fraction, the numerator of which is one and the denominator of which is 360. (b) The agreements in this Section 3.4 shall survive the termination of this Agreement and the payment of all amounts payable hereunder; provided, however, that in no event shall the Borrower be obligated to reimburse or compensate any Bank for amounts contemplated by this Section 3.4 for any period prior to the date that is 90 days before the date upon which such Bank requests in writing such reimbursement or compensation from the Borrower.

Reserve Requirements. (a) The Borrower agrees to pay to each Bank that requests compensation under this Section 3.4 4.05 in accordance with the provisions set forth in Section 4.8(b5.07(b), so long as such Bank shall be required to maintain reserves against “"Eurocurrency liabilities” " under Regulation D of the Board (or, so long as such Bank shall be required by the Board or by any other Governmental Authority to maintain reserves against any other category of liabilities that includes deposits by reference to which the interest rate on Eurodollar LIBOR Rate Loans is determined as provided in this Agreement or against any category of extensions of credit or other assets of such Bank that includes any Eurodollar LIBOR Rate Loans), an additional amount (determined by such Bank and notified to the Borrower pursuant to the provisions set forth in Section 4.8(b5.07(b)) representing such Bank’s 's calculation or, if an accurate calculation is impracticable, reasonable estimate (using such method of allocation to such Loans of the Borrower as such Bank shall determine in accordance with Section 4.8(a5.07(a)) of the actual costs, if any, incurred by such Bank during the relevant Interest Period or during the period a CAF LIBOR Rate Loan made by such Bank was outstanding, as the case may be, as a result of the applicability of the foregoing reserves to such Eurodollar Committed LIBOR Rate Loans or CAF LIBOR Rate Loans, which amount in any event shall not exceed the product of the following for each day of such Interest PeriodPeriod or each day during the period such CAF LIBOR Rate Loan was outstanding, as the case may be: (i) the principal amount of the relevant Eurodollar Committed LIBOR Rate Loans or CAF LIBOR Rate Loans made by such Bank outstanding on such day;; and (ii) the difference between (A) a fraction, the numerator of which is the Eurodollar Rate(expressed LIBOR Rate (expressed as a decimal) applicable to such Eurodollar Committed LIBOR Rate Loan or CAF LIBOR Rate Loan, as the case may be (expressed as a decimal), and the denominator of which is one minus the maximum rate (expressed as a decimal) at which such reserve requirements are imposed by the Board or other Governmental Authority on such date, minus (B) such numerator; and (iii) a fraction, the numerator of which is one and the denominator of which is 360. (b) The agreements in this Section 3.4 4.05 shall survive the termination of this Agreement and the payment of the Loans and all other amounts payable hereunder; provided, however, that in no event shall the Borrower be obligated to reimburse or compensate any Bank for amounts contemplated by this Section 3.4 for any period prior to the date that is 90 days before the date upon which such Bank requests in writing such reimbursement or compensation from the Borrower.

Reserve Requirements. (a) The Borrower agrees to pay to each Bank that requests compensation under this Section 3.4 4.4 in accordance with the provisions set forth in Section 4.8(b5.7(b), so long as such Bank shall be required to maintain reserves against “"Eurocurrency liabilities” " under Regulation D of the Board (or, so long as such Bank shall be required by the Board or by any other Governmental Authority to maintain reserves against any other category of liabilities that includes deposits by reference to which the interest rate on Eurodollar LIBOR Rate Loans is determined as provided in this Agreement or against any category of extensions of credit or other assets of such Bank that includes any Eurodollar LIBOR Rate Loans), an additional amount (determined by such Bank and notified to the Borrower pursuant to the provisions set forth in Section 4.8(b5.7(b)) representing such Bank’s 's calculation or, if an accurate calculation is impracticable, reasonable estimate (using such method of allocation to such Loans of the Borrower as such Bank shall determine in accordance with Section 4.8(a5.7(a)) of the actual costs, if any, incurred by such Bank during the relevant Interest Period Period, as a result of the applicability of the foregoing reserves to such Eurodollar LIBOR Rate Loans, which amount in any event shall not exceed the product of the following for each day of such Interest Period: (i) the principal amount of the relevant Eurodollar LIBOR Rate Loans made by such Bank outstanding on such day;; and (ii) the difference between (A) a fraction, the numerator of which is the Eurodollar Rate(expressed LIBOR Rate (expressed as a decimal) applicable to such Eurodollar LIBOR Rate Loan (expressed as a decimal), and the denominator of which is one minus the maximum rate (expressed as a decimal) at which such reserve requirements are imposed by the Board or other Governmental Authority on such date, minus (B) such numerator; and (iii) a fraction, the numerator of which is one and the denominator of which is 360. (b) The agreements in this Section 3.4 4.4 shall survive the termination of this Agreement and the payment of all amounts payable hereunder; provided, however, that in no event shall the Borrower be obligated to reimburse or compensate any Bank for amounts contemplated by this Section 3.4 4.4 for any period prior to the date that is 90 days before the date upon which such Bank requests in writing such reimbursement or compensation from the Borrower.

Reserve Requirements. (a) The Borrower agrees to pay to each Bank that requests compensation under this Section 3.4 in accordance with the provisions set forth in Section 4.8(b4.7(b), so long as such Bank shall be required to maintain reserves against “Eurocurrency liabilities” under Regulation D of the Board (or, so long as such Bank shall be required by the Board or by any other Governmental Authority to maintain reserves against any other category of liabilities that includes deposits by reference to which the interest rate on Eurodollar Rate Loans is determined as provided in this Agreement or against any category of extensions of credit or other assets of such Bank that includes any Eurodollar Rate Loans), an additional amount (determined by such Bank and notified to the Borrower pursuant to the provisions set forth in Section 4.8(b4.7(b)) representing such Bank’s calculation or, if an accurate calculation is impracticable, reasonable estimate (using such method of allocation to such Loans of the Borrower as such Bank shall determine in accordance with Section 4.8(a4.7(a)) of the actual costs, if any, incurred by such Bank during the relevant Interest Period as a result of the applicability of the foregoing reserves to such Eurodollar Rate Loans, which amount in any event shall not exceed the product of the following for each day of such Interest Period: (i) the principal amount of the relevant Eurodollar Rate Loans made by such Bank outstanding on such day; (ii) the difference between (A) a fraction, the numerator of which is the Eurodollar Rate(expressed Rate (expressed as a decimal) applicable to such Eurodollar Rate Loan (expressed as a decimal), and the denominator of which is one minus the maximum rate (expressed as a decimal) at which such reserve requirements are imposed by the Board or other Governmental Authority on such date, minus (B) such numerator; and (iii) a fraction, the numerator of which is one and the denominator of which is 360. (b) The agreements in this Section 3.4 shall survive the termination of this Agreement and the payment of all amounts payable hereunder; provided, however, that in no event shall the Borrower be obligated to reimburse or compensate any Bank for amounts contemplated by this Section 3.4 for any period prior to the date that is 90 days before the date upon which such Bank requests in writing such reimbursement or compensation from the Borrower.

Reserve Requirements. (a) The Borrower agrees If the adoption of or any change in any Requirement of Law or in the interpretation or application thereof applicable to pay to each Bank that requests compensation under this Section 3.4 in accordance with the provisions set forth in Section 4.8(b)any Relevant Lender, so long as such Bank shall be required to maintain reserves against “Eurocurrency liabilities” under Regulation D of the Board (or, so long as such Bank shall be required by the Board or compliance by any other Governmental Authority to maintain reserves against Relevant Lender with any other category request or directive (whether or not having the force of liabilities that includes deposits by reference to which the interest rate on Eurodollar Rate Loans is determined as provided in this Agreement or against law) from any category of extensions of credit or other assets of such Bank that includes any Eurodollar Rate Loans), an additional amount (determined by such Bank and notified to the Borrower pursuant to the provisions set forth in Section 4.8(b)) representing such Bank’s calculation or, if an accurate calculation is impracticable, reasonable estimate (using such method of allocation to such Loans of the Borrower as such Bank shall determine in accordance with Section 4.8(a)) of the actual costs, if any, incurred by such Bank during the relevant Interest Period as a result of the applicability of the foregoing reserves to such Eurodollar Rate Loans, which amount in any event shall not exceed the product of the following for each day of such Interest Period: (i) the principal amount of the relevant Eurodollar Rate Loans made by such Bank outstanding on such day; (ii) the difference between (A) a fraction, the numerator of which is the Eurodollar Rate(expressed as a decimal) applicable to such Eurodollar Rate Loan (expressed as a decimal), and the denominator of which is one minus the maximum rate (expressed as a decimal) at which such reserve requirements are imposed by the Board central bank or other Governmental Authority on (each such dateevent, minus (B) such numerator; anda “Legal or Regulatory Change”), in each case made subsequent to the Closing Date: (iiia) shall subject such Lender to any Taxes or change the basis of taxation of such Lender except for (i) Indemnified Taxes grossed up or indemnified under Section 3.17 (including Indemnified Taxes that would have been grossed up or indemnified but for any failure of such Lender to comply with its obligations under, or such Lender being expressly disentitled from a fraction, the numerator gross-up or indemnity by virtue of Section 3.17(c) or (d)) or (ii) Excluded Taxes to which such Lender is one and the denominator of which is 360.subject; (b) The agreements shall impose, modify or hold applicable any reserve (other than any reserve related to the LIBOR Reserve Percentage or the EUROLIBOR Reserve Percentage), special deposit, compulsory loan or similar requirement against any asset held by, deposit or other liability in or for the account of, advance, loan or other extension of credit by, or any other acquisition of funds by, any office of such Lender which is not otherwise included in the determination of a rate hereunder; or (c) shall impose on such Lender any other condition (excluding any Taxes and any matter referred to in Section 3.15); and the result of any of the foregoing is to increase the cost to such Lender, by an amount which such Lender, acting reasonably, deems to be material, of making, converting into, continuing or maintaining any Loan or to reduce any amount receivable hereunder in respect thereof, then, in any such case, upon notice to the Relevant Borrower and the Administrative Agent, by such Lender, the Relevant Borrower shall be obligated to promptly pay such Lender, upon its demand, any additional amounts necessary to compensate such Lender on an after-tax basis (after taking into account applicable deductions and credits in respect of the amount indemnified) for such increased cost or reduced amount receivable; provided, however, that a party that becomes a Lender after the Closing Date shall be entitled to no greater payment under this Section 3.16 than the transferor would have been entitled to receive had no transfer taken place, except to the extent that the entitlement to a greater payment results from a Legal or Regulatory Change occurring after such party becomes a Lender. If any Relevant Lender becomes entitled to claim any additional amounts pursuant to this Section 3.16, it shall provide prompt notice thereof to the Relevant Borrower and the Administrative Agent, certifying (i) that one of the events described in this Section 3.4 3.16 has occurred and describing in reasonable detail the nature of such event, (ii) as to the increased cost or reduced amount resulting from such event and (iii) as to the additional amount demanded by such Lender and a reasonably detailed explanation of the calculation thereof. Such a certificate as to any additional amounts payable pursuant to this Section 3.16 submitted by any such Lender shall be conclusive evidence of such additional amounts (absent manifest error). Any Lender entitled to a payment under this Section 3.16 shall, in conjunction with the notice referred to above, provide to the Relevant Borrower a photocopy of the relevant law, rule, guideline, regulation, treaty or directive. Such Lender shall, at the written request of the Relevant Borrower, take such steps as such Lender, in its sole discretion, deems appropriate and not detrimental to its interests and subject to payment of all expenses (including internal chargeout rates) and indemnification satisfactory to such Lender, to limit the incidence of any amount payable under this Section 3.16, including seeking recovery for the account of the Relevant Borrower, by appealing any assessment. This covenant shall survive the termination of this Agreement and the payment of the Loans and all other amounts payable hereunder; provided, however, that in no event shall the Borrower be obligated to reimburse or compensate any Bank for amounts contemplated by this Section 3.4 for any period prior to the date that is 90 days before the date upon which such Bank requests in writing such reimbursement or compensation from the Borrower.

Reserve Requirements. (a) The Borrower agrees If the adoption of or any change in any Requirement of Law or in the interpretation or application thereof applicable to pay to each Bank that requests compensation under this Section 3.4 in accordance with the provisions set forth in Section 4.8(b)any Relevant Lender, so long as such Bank shall be required to maintain reserves against “Eurocurrency liabilities” under Regulation D of the Board (or, so long as such Bank shall be required by the Board or compliance by any other Governmental Authority to maintain reserves against Relevant Lender with any other category request or directive (whether or not having the force of liabilities that includes deposits by reference to which the interest rate on Eurodollar Rate Loans is determined as provided in this Agreement or against law) from any category of extensions of credit or other assets of such Bank that includes any Eurodollar Rate Loans), an additional amount (determined by such Bank and notified to the Borrower pursuant to the provisions set forth in Section 4.8(b)) representing such Bank’s calculation or, if an accurate calculation is impracticable, reasonable estimate (using such method of allocation to such Loans of the Borrower as such Bank shall determine in accordance with Section 4.8(a)) of the actual costs, if any, incurred by such Bank during the relevant Interest Period as a result of the applicability of the foregoing reserves to such Eurodollar Rate Loans, which amount in any event shall not exceed the product of the following for each day of such Interest Period: (i) the principal amount of the relevant Eurodollar Rate Loans made by such Bank outstanding on such day; (ii) the difference between (A) a fraction, the numerator of which is the Eurodollar Rate(expressed as a decimal) applicable to such Eurodollar Rate Loan (expressed as a decimal), and the denominator of which is one minus the maximum rate (expressed as a decimal) at which such reserve requirements are imposed by the Board central bank or other Governmental Authority on (each such dateevent, minus (B) such numerator; anda ''Legal or Regulatory Change''), in each case made subsequent to the Closing Date: (iiia) shall subject such Lender to any Taxes or change the basis of taxation of such Lender except for (i) Indemnified Taxes grossed up or indemnified under Section 3.17 (including Indemnified Taxes that would have been grossed up or indemnified but for any failure of such Lender to comply with its obligations under, or such Lender being expressly disentitled from a fraction, the numerator gross-up or indemnity by virtue of Section 3.17(c) or (d)) or (ii) Excluded Taxes to which such Lender is one and the denominator of which is 360.subject; (b) The agreements shall impose, modify or hold applicable any reserve (other than any reserve related to the LIBOR Reserve Percentage or the EUROLIBOR Reserve Percentage), special deposit, compulsory loan or similar requirement against any asset held by, deposit or other liability in or for the account of, advance, loan or other extension of credit by, or any other acquisition of funds by, any office of such Lender which is not otherwise included in the determination of a rate hereunder; or (c) shall impose on such Lender any other condition (excluding any Taxes and any matter referred to in Section 3.15); and the result of any of the foregoing is to increase the cost to such Lender, by an amount which such Lender, acting reasonably, deems to be material, of making, converting into, continuing or maintaining any Loan or to reduce any amount receivable hereunder in respect thereof, then, in any such case, upon notice to the Relevant Borrower and the Administrative Agent, by such Lender, the Relevant Borrower shall be obligated to promptly pay such Lender, upon its demand, any additional amounts necessary to compensate such Lender on an after-tax basis (after taking into account applicable deductions and credits in respect of the amount indemnified) for such increased cost or reduced amount receivable; provided, however, that a party that becomes a Lender after the Closing Date shall be entitled to no greater payment under this Section 3.16 than the transferor would have been entitled to receive had no transfer taken place, except to the extent that the entitlement to a greater payment results from a Legal or Regulatory Change occurring after such party becomes a Lender. If any Relevant Lender becomes entitled to claim any additional amounts pursuant to this Section 3.16, it shall provide prompt notice thereof to the Relevant Borrower and the Administrative Agent, certifying (i) that one of the events described in this Section 3.4 3.16 has occurred and describing in reasonable detail the nature of such event, (ii) as to the increased cost or reduced amount resulting from such event and (iii) as to the additional amount demanded by such Lender and a reasonably detailed explanation of the calculation thereof. Such a certificate as to any additional amounts payable pursuant to this Section 3.16 submitted by any such Lender shall be conclusive evidence of such additional amounts (absent manifest error). Any Lender entitled to a payment under this Section 3.16 shall, in conjunction with the notice referred to above, provide to the Relevant Borrower a photocopy of the relevant law, rule, guideline, regulation, treaty or directive. Such Lender shall, at the written request of the Relevant Borrower, take such steps as such Lender, in its sole discretion, deems appropriate and not detrimental to its interests and subject to payment of all expenses (including internal chargeout rates) and indemnification satisfactory to such Lender, to limit the incidence of any amount payable under this Section 3.16, including seeking recovery for the account of the Relevant Borrower, by appealing any assessment. This covenant shall survive the termination of this Agreement and the payment of the Loans and all other amounts payable hereunder; provided, however, that in no event shall the Borrower be obligated to reimburse or compensate any Bank for amounts contemplated by this Section 3.4 for any period prior to the date that is 90 days before the date upon which such Bank requests in writing such reimbursement or compensation from the Borrower.

Reserve Requirements. (a) The Borrower agrees to pay to each Bank that requests compensation under this Section 3.4 4.5 in accordance with the provisions set forth in Section 4.8(b5.7(b), so long as such Bank shall be required to maintain reserves against “"Eurocurrency liabilities” " under Regulation D of the Board (or, so long as such Bank shall be required by the Board or by any other Governmental Authority to maintain reserves against any other category of liabilities that includes deposits by reference to which the interest rate on Eurodollar LIBOR Rate Loans is determined as provided in this Agreement or against any category of extensions of credit or other assets of such Bank that includes any Eurodollar LIBOR Rate Loans), an additional amount (determined by such Bank and notified to the Borrower pursuant to the provisions set forth in Section 4.8(b5.7(b)) representing such Bank’s 's calculation or, if an accurate calculation is impracticable, reasonable estimate (using such method of allocation to such Loans of the Borrower as such Bank shall determine in accordance with Section 4.8(a5.7(a)) of the actual costs, if any, incurred by such Bank during the relevant Interest Period or during the period a CAF LIBOR Rate Loan made by such Bank was outstanding, as the case may be, as a result of the applicability of the foregoing reserves to such Eurodollar Committed LIBOR Rate Loans or CAF LIBOR Rate Loans, which amount in any event shall not exceed the product of the following for each day of such Interest PeriodPeriod or each day during the period such CAF LIBOR Rate Loan was outstanding, as the case may be: (i) the principal amount of the relevant Eurodollar Committed LIBOR Rate Loans or CAF LIBOR Rate Loans made by such Bank outstanding on such day;; and (ii) the difference between (A) a fraction, the numerator of which is the Eurodollar Rate(expressed LIBOR Rate (expressed as a decimal) applicable to such Eurodollar Committed LIBOR Rate Loan or CAF LIBOR Rate Loan, as the case may be (expressed as a decimal), and the denominator of which is one minus the maximum rate (expressed as a decimal) at which such reserve requirements are imposed by the Board or other Governmental Authority on such date, date minus (B) such numerator; and (iii) a fraction, the numerator of which is one and the denominator of which is 360. (b) The agreements in this Section 3.4 4.5 shall survive the termination of this Agreement and the payment of all amounts payable hereunder; provided, however, that in no event shall the Borrower be obligated to reimburse or compensate any Bank for amounts contemplated by this Section 3.4 4.5 for any period prior to the date that is 90 180 days before prior to the date upon which such Bank requests in writing such reimbursement or compensation from the Borrower.

Reserve Requirements. (a) The Borrower agrees to pay to each Bank that requests compensation under this Section 3.4 4.4 in accordance with the provisions set forth in Section 4.8(b5.8(b), so long as such Bank shall be required to maintain reserves against “"Eurocurrency liabilities” " under Regulation D of the Board (or, so long as such Bank shall be required by the Board or by any other Governmental Authority to maintain reserves against any other category of liabilities that includes deposits by reference to which the interest rate on Eurodollar LIBOR Rate Loans is determined as provided in this Agreement or against any category of extensions of credit or other assets of such Bank that includes any Eurodollar LIBOR Rate Loans), an additional amount (determined by such Bank and notified to the Borrower pursuant to the provisions set forth in Section 4.8(b5.8(b)) representing such Bank’s 's calculation or, if an accurate calculation is impracticable, reasonable estimate (using such method of allocation to such Loans of the Borrower as such Bank shall determine in accordance with Section 4.8(a5.8(a)) of the actual costs, if any, incurred by such Bank during the relevant Interest Period or during the period a CAF LIBOR Rate Loan made by such Bank was outstanding, as the case may be, as a result of the applicability of the foregoing reserves to such Eurodollar Committed LIBOR Rate Loans or CAF LIBOR Rate Loans, which amount in any event shall not exceed the product of the following for each day of such Interest PeriodPeriod or each day during the period such CAF LIBOR Rate Loan was outstanding, as the case may be: (i) the principal amount of the relevant Eurodollar Committed LIBOR Rate Loans or CAF LIBOR Rate Loans made by such Bank outstanding on such day; (ii) the difference between (A) a fraction, the numerator of which is the Eurodollar Rate(expressed LIBOR Rate (expressed as a decimal) applicable to such Eurodollar Committed LIBOR Rate Loan or CAF LIBOR Rate Loan, as the case may be (expressed as a decimal), and the denominator of which is one minus the maximum rate (expressed as a decimal) at which such reserve requirements are imposed by the Board or other Governmental Authority on such date, minus (B) such numerator; and (iii) a fraction, the numerator of which is one and the denominator of which is 360. (b) The agreements in this Section 3.4 4.4 shall survive the termination of this Agreement and the payment of all amounts payable hereunder; provided, however, that in no event shall the Borrower be obligated to reimburse or compensate any Bank for amounts contemplated by this Section 3.4 4.4 for any period prior to the date that is 90 days before the date upon which such Bank requests in writing such reimbursement or compensation from the Borrower.

Reserve Requirements. (a) The Borrower agrees to pay to each Bank that requests compensation under this Section 3.4 in accordance with the provisions set forth in Section 4.8(b), so long as such Bank shall be required to maintain reserves against “"Eurocurrency liabilities” " under Regulation D of the Board (or, so long as such Bank shall be required by the Board or by any other Governmental Authority to maintain reserves against any other category of liabilities that includes deposits by reference to which the interest rate on Eurodollar LIBOR Rate Loans is determined as provided in this Agreement or against any category of extensions of credit or other assets of such Bank that includes any Eurodollar LIBOR Rate Loans), an additional amount (determined by such Bank and notified to the Borrower pursuant to the provisions set forth in Section 4.8(b)) representing such Bank’s 's calculation or, if an accurate calculation is impracticable, reasonable estimate (using such method of allocation to such Loans of the Borrower as such Bank shall determine in accordance with Section 4.8(a)) of the actual costs, if any, incurred by such Bank during the relevant Interest Period as a result of the applicability of the foregoing reserves to such Eurodollar LIBOR Rate Loans, which amount in any event shall not exceed the product of the following for each day of such Interest Period: (i) the principal amount of the relevant Eurodollar LIBOR Rate Loans made by such Bank outstanding on such day; (ii) the difference between (A) a fraction, the numerator of which is the Eurodollar Rate(expressed LIBOR Rate (expressed as a decimal) applicable to such Eurodollar LIBOR Rate Loan (expressed as a decimal), and the denominator of which is one minus the maximum rate (expressed as a decimal) at which such reserve requirements are imposed by the Board or other Governmental Authority on such date, minus (B) such numerator; and (iii) a fraction, the numerator of which is one and the denominator of which is 360. (b) The agreements in this Section 3.4 shall survive the termination of this Agreement and the payment of all amounts payable hereunder; provided, however, that in no event shall the Borrower be obligated to reimburse or compensate any Bank for amounts contemplated by this Section 3.4 for any period prior to the date that is 90 days before the date upon which such Bank requests in writing such reimbursement or compensation from the Borrower.a

Reserve Requirements. (a) The Borrower agrees to pay to each Bank that requests compensation under this Section 3.4 4.5 in accordance with the provisions set forth in Section 4.8(b5.7(b), so long as such Bank shall be required to maintain reserves against “"Eurocurrency liabilities” " under Regulation D of the Board (or, so long as such Bank shall be required by the Board or by any other Governmental Authority to maintain reserves against any other category of liabilities that includes deposits by reference to which the interest rate on Eurodollar LIBOR Rate Loans is determined as provided in this Agreement or against any category of extensions of credit or other assets of such Bank that includes any Eurodollar LIBOR Rate Loans), an additional amount (determined by such Bank and notified to the Borrower pursuant to the provisions set forth in Section 4.8(b5.7(b)) representing such Bank’s 's calculation or, if an accurate calculation is impracticable, reasonable estimate (using such method of allocation to such Loans of the Borrower as such Bank shall determine in accordance with Section 4.8(a5.7(a)) of the actual costs, if any, incurred by such Bank during the relevant Interest Period as a result of the applicability of the foregoing reserves to such Eurodollar Committed LIBOR Rate Loans, which amount in any event shall not exceed the product of the following for each day of such Interest Period: (i) the principal amount of the relevant Eurodollar Committed LIBOR Rate Loans made by such Bank outstanding on such day;; and (ii) the difference between (A) a fraction, the numerator of which is the Eurodollar Rate(expressed LIBOR Rate (expressed as a decimal) applicable to such Eurodollar Committed LIBOR Rate Loan (expressed as a decimal), and the denominator of which is one minus the maximum rate (expressed as a decimal) at which such reserve requirements are imposed by the Board or other Governmental Authority on such date, date minus (B) such numerator; and (iii) a fraction, the numerator of which is one and the denominator of which is 360. (b) The agreements in this Section 3.4 4.5 shall survive the termination of this Agreement and the payment of all amounts payable hereunder; provided, however, that in no event shall the Borrower be obligated to reimburse or compensate any Bank for amounts contemplated by this Section 3.4 4.5 for any period prior to the date that is 90 180 days before prior to the date upon which such Bank requests in writing such reimbursement or compensation from the Borrower.

Reserve Requirements. (a) The Borrower agrees to pay to each Bank that requests compensation under this Section 3.4 in accordance with the provisions set forth in Section 4.8(b5.8(b), so long as such Bank shall be required to maintain reserves against “Eurocurrency liabilities” under Regulation D of the Board (or, so long as such Bank shall be required by the Board or by any other Governmental Authority to maintain reserves against any other category of liabilities that includes deposits by reference to which the interest rate on Eurodollar Rate Loans is determined as provided in this Agreement or against any category of extensions of credit or other assets of such Bank that includes any Eurodollar Rate Loans), an additional amount (determined by such Bank and notified to the Borrower pursuant to the provisions set forth in Section 4.8(b5.8(b)) representing such Bank’s calculation or, if an accurate calculation is impracticable, reasonable estimate (using such method of allocation to such Loans of the Borrower as such Bank shall determine in accordance with Section 4.8(a5.8(a)) of the actual costs, if any, incurred by such Bank during the relevant Interest Period as a result of the applicability of the foregoing reserves to such Eurodollar Rate Loans, which amount in any event shall not exceed the product of the following for each day of such Interest Period: (i) the principal amount of the relevant Eurodollar Rate Loans made by such Bank outstanding on such day; (ii) the difference between (A) a fraction, the numerator of which is the Eurodollar Rate(expressed Rate (expressed as a decimal) applicable to such Eurodollar Rate Loan (expressed as a decimal), and the denominator of which is one minus the maximum rate (expressed as a decimal) at which such reserve requirements are imposed by the Board or other Governmental Authority on such date, minus (B) such numerator; and (iii) a fraction, the numerator of which is one and the denominator of which is 360. (b) The agreements in this Section 3.4 shall survive the termination of this Agreement and the payment of all amounts payable hereunder; provided, however, that in no event shall the Borrower be obligated to reimburse or compensate any Bank for amounts contemplated by this Section 3.4 for any period prior to the date that is 90 days before the date upon which such Bank requests in writing such reimbursement or compensation from the Borrower.

Reserve Requirements. (a) The Borrower agrees to pay to each Bank that requests compensation under this Section 3.4 4.5 in accordance with the provisions set forth in Section 4.8(b5.7(b), so long as such Bank shall be required to maintain reserves against “"Eurocurrency liabilities” " under Regulation D of the Board (or, so long as such Bank shall be required by the Board or by any other Governmental Authority to maintain reserves against any other category of liabilities that includes deposits by reference to which the interest rate on Eurodollar LIBOR Rate Loans is determined as provided in this Agreement or against any category of extensions of credit or other assets of such Bank that includes any Eurodollar LIBOR Rate Loans), an additional amount (determined by such Bank and notified to the Borrower pursuant to the provisions set forth in Section 4.8(b5.7(b)) representing such Bank’s 's calculation or, if an accurate calculation is impracticable, reasonable estimate (using such method of allocation to such Loans of the Borrower as such Bank shall determine in accordance with Section 4.8(a5.7(a)) of the actual costs, if any, incurred by such Bank during the relevant Interest Period or during the period a CAF LIBOR Rate Loan made by such Bank was outstanding, as the case may be, as a result of the applicability of the foregoing reserves to such Eurodollar Committed LIBOR Rate Loans or CAF LIBOR Rate Loans, which amount in any event shall not exceed the product of the following for each day of such Interest Period:Period or each day during the period such CAF LIBOR Rate Loan was outstanding, as the case may be: 42 37 (i) the principal amount of the relevant Eurodollar Committed LIBOR Rate Loans or CAF LIBOR Rate Loans made by such Bank outstanding on such day;; and (ii) the difference between (A) a fraction, the numerator of which is the Eurodollar Rate(expressed LIBOR Rate (expressed as a decimal) applicable to such Eurodollar Committed LIBOR Rate Loan or CAF LIBOR Rate Loan, as the case may be (expressed as a decimal), and the denominator of which is one minus the maximum rate (expressed as a decimal) at which such reserve requirements are imposed by the Board or other Governmental Authority on such date, date minus (B) such numerator; and (iii) a fraction, the numerator of which is one and the denominator of which is 360. (b) The agreements in this Section 3.4 4.5 shall survive the termination of this Agreement and the payment of all amounts payable hereunder; provided, however, that in no event shall the Borrower be obligated to reimburse or compensate any Bank for amounts contemplated by this Section 3.4 4.5 for any period prior to the date that is 90 180 days before prior to the date upon which such Bank requests in writing such reimbursement or compensation from the Borrower.

Reserve Requirements. (a) The Borrower agrees to pay to each Bank that requests compensation under this Section 3.4 in accordance with the provisions set forth in Section 4.8(b4.9(b), so long as such Bank shall be required to maintain reserves against “"Eurocurrency liabilities” " under Regulation D of the Board (or, so long as such Bank shall be required by the Board or by any other Governmental Authority to maintain reserves against any other category of liabilities that includes deposits by reference to which the interest rate on Eurodollar LIBOR Rate Loans is determined as provided in this Agreement or against any category of extensions of credit or other assets of such Bank that includes any Eurodollar LIBOR Rate Loans), an additional amount (determined by such Bank and notified to the Borrower pursuant to the provisions set forth in Section 4.8(b4.9(b)) representing such Bank’s 's calculation or, if an accurate calculation is impracticable, reasonable estimate (using such method of allocation to such Loans of the Borrower as such Bank shall determine in accordance with Section 4.8(a4.9(a)) of the actual costs, if any, incurred by such Bank during the relevant Interest Period as a result of the applicability of the foregoing reserves to such Eurodollar LIBOR Rate Loans, which amount in any event shall not exceed the product of the following for each day of such Interest Period: (i) the principal amount of the relevant Eurodollar LIBOR Rate Loans made by such Bank outstanding on such day; (ii) the difference between (A) a fraction, the numerator of which is the Eurodollar Rate(expressed LIBOR Rate (expressed as a decimal) applicable to such Eurodollar LIBOR Rate Loan (expressed as a decimal), and the denominator of which is one minus the maximum rate (expressed as a decimal) at which such reserve requirements are imposed by the Board or other Governmental Authority on such date, minus (B) such numerator; and (iii) a fraction, the numerator of which is one and the denominator of which is 360. (b) The agreements in this Section 3.4 shall survive the termination of this Agreement and the payment of all amounts payable hereunder; provided, however, that in no event shall the Borrower be obligated to reimburse or compensate any Bank for amounts contemplated by this Section 3.4 for any period prior to the date that is 90 days before the date upon which such Bank requests in writing such reimbursement or compensation from the Borrower.