Common use of Taxes, Reserves, Capital Adequacy, etc Clause in Contracts

Taxes, Reserves, Capital Adequacy, etc. If, after the date of this Agreement, the introduction of any Applicable Law or any change or introduction of a change in any Applicable Law (whether or not having the force of law) or in the interpretation or application thereof by any court or by any Governmental Authority, central bank or other authority or entity charged with the administration thereof, or any change in the compliance of any Credit Facility Lender therewith now or hereafter: (a) subjects any Credit Facility Lender to, or causes the withdrawal or termination of a previously granted exemption with respect to, any Tax or changes the basis of taxation, or increases any existing Tax, on payments of principal, interest, fees or other amounts payable by a Borrower to the Credit Facility Lender under or by virtue of this Agreement (except for Excluded Taxes); (b) imposes, modifies or deems applicable any reserve, special deposit, deposit insurance or similar requirement against assets held by, or deposits in or for the account of, or loans by or any other acquisition of funds by, an office of any Credit Facility Lender in respect of any Advance or any other condition with respect to this Agreement; (c) imposes on a Credit Facility Lender or expects there to be maintained by a Credit Facility Lender any additional capital in respect of the Credit Facilities; or (d) imposes any Tax on reserves or deemed reserves with respect to the undrawn portion of the Revolving Commitment of any Credit Facility Lender. and the result of any of the foregoing, in the sole determination of the Credit Facility Lender acting reasonably, shall be to increase the cost to, or reduce the amount received or receivable by the Credit Facility Lender or its effective rate of return in respect of making, maintaining or funding an Advance hereunder, the Credit Facility Lender shall, acting reasonably, determine that amount of money which shall compensate the Credit Facility Lender for the increase in cost or reduction in income.

Taxes, Reserves, Capital Adequacy, etc. If, after the date of this Agreement, the introduction of any Applicable Law or any change or introduction of a change in any Applicable Law (whether or not having the force of law) or in the interpretation or application thereof by any court or by any Governmental Authority, central bank or other authority or entity charged with the administration thereof, or any change in the compliance of any Credit Facility Lender therewith now or hereafter: (a) subjects any Credit Facility Lender to, or causes the withdrawal or termination of a previously granted exemption with respect to, any Tax Tax, or changes the basis of taxation, or increases any existing Tax, on payments of principal, interest, fees or other amounts payable by a the Borrower to the Credit Facility Lender under or by virtue of this Agreement (except for Excluded Taxes); (b) imposes, modifies or deems applicable any reserve, special deposit, deposit insurance or similar requirement against assets held by, or deposits in or for the account of, or loans by or any other acquisition of funds by, an office of any Credit Facility Lender in respect of any Advance or any other condition with respect to this Agreement; (c) imposes on a Credit Facility Lender or expects there to be maintained by a Credit Facility Lender any additional capital or liquidity in respect of the a Credit FacilitiesFacility; or (d) imposes any Tax on reserves or deemed reserves with respect to the undrawn portion of the Revolving Commitment of any Credit Facility Lender. ; and the result of any of the foregoing, in the sole determination of the Credit Facility such Lender acting reasonably, shall be to increase the cost to, or reduce the amount received or receivable by the Credit Facility such Lender or its effective rate of return in respect of making, maintaining or funding an Advance hereunder (or of maintaining its obligation to make an Advance hereunder), upon becoming aware of such event, such Lender shall notify the Credit Facility Borrower and the Lender shall, acting reasonably, determine that amount of money for the Borrower which shall compensate the Credit Facility Lender for the increase in cost or reduction in income.

Taxes, Reserves, Capital Adequacy, etc. If, after the date of this Agreementexecution hereof, the any introduction of any Applicable Law or any change or introduction of a change in any Applicable Law (whether or not having the force of law) provided that if not having the force of law, the Lender's decision to comply therewith is reasonable, prudent and in good faith or in the interpretation or application thereof by any court or by any Governmental Authority, central bank or other authority or entity charged with the administration thereof, thereof or any change in the compliance of any Credit Facility the Lender therewith now or hereafter: (ai) subjects any Credit Facility the Lender to, or causes the withdrawal or termination of a previously granted exemption with respect to, any Tax or changes the basis of taxation, or increases any existing Tax, on payments of principal, interest, fees or other amounts payable by a the Borrower to the Credit Facility Lender under or by virtue of this Agreement (except for Excluded Taxestaxes on the overall net income of the Lender);, (bii) imposes, modifies or deems applicable any reserve, special deposit, deposit insurance or similar requirement against assets held by, or deposits in or for the account of, of or loans by or any other acquisition of funds by, an office of the Lender, or (iii) imposes on the Lender or expects there to be maintained by the Lender any Credit Facility Lender capital adequacy or additional capital requirement in respect of any Advance Borrowing or any other condition with respect to this Agreement; (c) imposes on a Credit Facility Lender or expects there to be maintained by a Credit Facility Lender any additional capital in respect of the Credit Facilities; or (d) imposes any Tax on reserves or deemed reserves with respect to the undrawn portion of the Revolving Commitment of any Credit Facility Lender. , and the result of any of the foregoing, in the sole determination of the Credit Facility Lender acting reasonably, shall be to increase the cost to, or reduce the amount received or receivable by by, the Credit Facility Lender hereunder or its effective rate of return hereunder in respect of making, maintaining or funding an Advance a Borrowing hereunder, the Credit Facility Lender shall, acting reasonably, determine that amount of money which shall compensate the Credit Facility Lender for the such increase in cost or reduction in income. The Lender shall make reasonable efforts to limit the incidence of any Additional Compensation, as defined below.

Taxes, Reserves, Capital Adequacy, etc. If, If after the date of this Agreementexecution hereof, the any introduction of any Applicable Law or any change or introduction of a change in any Applicable Law (whether or not having the force of law) or in the interpretation or application thereof by any court or by any Governmental Authority, central bank or other authority or entity charged with the administration thereof, thereof or any change in the compliance of the Lender with any Credit Facility Lender therewith Applicable Law now or hereafter: (ai) subjects any Credit Facility the Lender to, or causes the withdrawal or termination of a previously granted exemption with respect to, to any Tax or changes the basis of taxation, or increases any existing Tax, on payments of principal, interest, fees or other amounts payable by a the Borrower to the Credit Facility Lender under or by virtue of this Agreement (except for Excluded Taxestaxes on the overall net income of the Lender); (bii) imposes, modifies or deems applicable any reserve, special deposit, deposit insurance or similar requirement against assets held by, or deposits in or for the account of, of or loans by or any other acquisition of funds by, by an office of the Lender; (iii) imposes on the Lender or expects there to be maintained by the Lender any Credit Facility Lender capital adequacy or additional capital requirement in respect of any Advance Borrowing or its commitment hereunder or any other condition with respect to this Agreement; (c) imposes on a Credit Facility Lender or expects there to be maintained by a Credit Facility Lender any additional capital in respect of the Credit Facilities; or (div) imposes any Tax on reserves or deemed reserves with respect to the undrawn portion of the Revolving Commitment of any Credit Facility Lender. Facility, and the result of any of the foregoing, in the sole determination of the Credit Facility Lender acting reasonably, shall be to increase the cost to, or reduce the amount of principal, interest or other amount received or receivable by the Credit Facility Lender hereunder or its effective rate of return hereunder in respect of making, maintaining or funding an Advance hereunder, a Borrowing under this Agreement the Credit Facility Lender shall, acting reasonably, determine that amount of money which shall compensate the Credit Facility Lender for the such increase in cost or reduction in incomeincome (herein referred to as “Additional Compensation”).

Taxes, Reserves, Capital Adequacy, etc. If, If after the date of this Agreementexecution hereof, the any introduction of any Applicable Law or any change or introduction of a change in any Applicable Law (whether or not having the force of law) or in the interpretation or application thereof by any court or by any Governmental Authoritygovernmental agency, central bank or other authority or entity charged with the administration thereof, thereof or any change in the compliance of any Credit Facility Lender therewith now or hereafter: (a) subjects any Credit Facility such Lender to, or causes the withdrawal or termination of a previously granted exemption with respect to, any Tax or changes the basis of taxation, or increases any existing Tax, on payments of principal, interest, fees or other amounts payable by a Borrower the Borrowers to the Credit Facility such Lender under or by virtue of this Agreement (except for Excluded Taxestaxes on the overall net income of such Lender);, (b) imposes, modifies or deems applicable any reserve, special deposit, deposit insurance or similar requirement against assets held by, or deposits in or for the account of, of or loans by or any other acquisition of funds by, an office of such Lender, (c) imposes on such Lender or expects there to be maintained by such Lender any Credit Facility Lender capital adequacy or additional capital requirement in respect of any Advance Borrowing or its Commitment hereunder or any other condition with respect to this Agreement; (c) imposes on a Credit Facility Lender or expects there to be maintained by a Credit Facility Lender any additional capital in respect of the Credit Facilities; , or (d) imposes any Tax on reserves or deemed reserves with respect to the undrawn portion of the Revolving Commitment of any Credit Facility Lender. Facilities, and the result of any of the foregoing, in the sole determination of the Credit Facility such Lender acting reasonably, shall be to increase the cost to, or reduce the amount of principal, interest or other amount received or receivable by the Credit Facility such Lender hereunder or its effective rate of return hereunder in respect of making, maintaining or funding an Advance hereundera Borrowing under this Agreement, the Credit Facility such Lender shall, acting reasonably, determine that amount of money which shall compensate the Credit Facility such Lender for the such increase in cost or reduction in incomeincome (herein referred to as “Additional Compensation”). Upon such Lender having determined that it is entitled to Additional Compensation in accordance with the provisions of this Section5.06, such Lender shall promptly so notify the Borrowers through the Administrative Agent, and shall provide to the Borrowers, through the Administrative Agent, a photocopy of the relevant law, rule, guideline, regulation, treaty or official directive and a certificate of a duly authorized officer of such Lender setting forth the Additional Compensation and the basis of calculation thereof, which shall be prima facie evidence of such Additional Compensation. The affected Lender shall promptly notify the Borrowers, through the Administrative Agent, and the Borrowers shall pay such Lender within ten Business Days of the giving of such notice, the Additional Compensation calculated to the date of such notification. An affected Lender shall be entitled to be paid such Additional Compensation from time to time to the extent that the provisions of this Section 5.06 are then applicable notwithstanding that a Lender has previously been paid Additional Compensation. If it is commercially reasonable, the affected Lender shall make reasonable efforts to limit the incidents of any such Additional Compensation.

Taxes, Reserves, Capital Adequacy, etc. If, If after the date of this Agreementexecution hereof, the any introduction of any Applicable Law or any change or introduction of a change in any Applicable Law (whether or not having the force of law) or in the interpretation or application thereof by any court or by any Governmental Authoritygovernmental agency, central bank or other authority or entity charged with the administration thereof, thereof or any change in the compliance of any Credit Facility Lender therewith now or hereafter: (a) subjects any Credit Facility such Lender to, or causes the withdrawal or termination of a previously granted exemption with respect to, any Tax or changes the basis of taxation, or increases any existing Tax, on payments of principal, interest, fees or other amounts payable by a Borrower the Borrowers to the Credit Facility such Lender under or by virtue of this Agreement (except for Excluded Taxestaxes on the overall net income of such Lender);, (b) imposes, modifies or deems applicable any reserve, special deposit, deposit insurance or similar requirement against assets held by, or deposits in or for the account of, of or loans by or any other acquisition of funds by, an office of such Lender, (c) imposes on such Lender or expects there to be maintained by such Lender any Credit Facility Lender capital adequacy or additional capital requirement in respect of any Advance Borrowing or its Commitment hereunder or any other condition with respect to this Agreement; (c) imposes on a Credit Facility Lender or expects there to be maintained by a Credit Facility Lender any additional capital in respect of the Credit Facilities; , or (d) imposes any Tax on reserves or deemed reserves with respect to the undrawn portion of the Revolving Commitment of any Credit Facility Lender. Facilities, and the result of any of the foregoing, in the sole determination of the Credit Facility such Lender acting reasonably, shall be to increase the cost to, or reduce the amount of principal, interest or other amount received or receivable by the Credit Facility such Lender hereunder or its effective rate of return hereunder in respect of making, maintaining or funding an Advance hereunder, the Credit Facility a Borrowing under this Agreement such Lender shall, acting reasonably, determine that amount of money which shall compensate the Credit Facility such Lender for the such increase in cost or reduction in incomeincome (herein referred to as "Additional Compensation"). Upon such Lender having determined that it is entitled to Additional Compensation in accordance with the provisions of this Section 5.04, such Lender shall promptly so notify the Borrowers through the Administrative Agent, and shall provide to the Borrowers, through the Administrative Agent, a photocopy of the relevant law, rule, guideline, regulation, treaty or official directive and a certificate of a duly authorized officer of such Lender setting forth the Additional Compensation and the basis of calculation thereof, which shall be prima facie evidence of such Additional Compensation. The affected Lender shall promptly notify the Borrowers, through the Administrative Agent, and the Borrowers shall pay such Lender within ten Business Days of the giving of such notice, the Additional Compensation calculated to the date of such notification. An affected Lender shall be entitled to be paid such Additional Compensation from time to time to the extent that the provisions of this Section 5.04 are then applicable notwithstanding that a Lender has previously been paid Additional Compensation. If it is commercially reasonable, the affected Lender shall make reasonable efforts to limit the incidents of any such Additional Compensation.

Taxes, Reserves, Capital Adequacy, etc. If, If after the date of this Agreementexecution hereof, the any introduction of any Applicable Law or any change or introduction of a change in any Applicable Law (whether or not having the force of law) or in the interpretation or application thereof by any court or by any Governmental Authoritygovernmental agency, central bank or other authority or entity charged with the administration thereof, thereof or any change in the compliance of any Credit Facility Lender therewith now or hereafter: (a) subjects any Credit Facility such Lender to, or causes the withdrawal or termination of a previously granted exemption with respect to, any Tax or changes the basis of taxation, or increases any existing Tax, on payments of principal, interest, fees or other amounts payable by a Borrower the Borrowers to the Credit Facility such Lender under or by virtue of this Agreement (except for Excluded Taxestaxes on the overall net income of such Lender);, (b) imposes, modifies or deems applicable any reserve, special deposit, deposit insurance or similar requirement against assets held by, or deposits in or for the account of, of or loans by or any other acquisition of funds by, an office of such Lender, (c) imposes on such Lender or expects there to be maintained by such Lender any Credit Facility Lender capital adequacy or additional capital requirement in respect of any Advance Borrowing or its Commitment hereunder or any other condition with respect to this Agreement; (c) imposes on a Credit Facility Lender or expects there to be maintained by a Credit Facility Lender any additional capital in respect of the Credit Facilities; , or (d) imposes any Tax on reserves or deemed reserves with respect to the undrawn portion of the Revolving Commitment of any Credit Facility Lender. Facilities, and the result of any of the foregoing, in the sole determination of the Credit Facility such Lender acting reasonably, shall be to increase the cost to, or reduce the amount of principal, interest or other amount received or receivable by the Credit Facility such Lender hereunder or its effective rate of return hereunder in respect of making, maintaining or funding an Advance hereunder, the Credit Facility a Borrowing under this Agreement such Lender shall, acting reasonably, determine that amount of money which shall compensate the Credit Facility such Lender for the such increase in cost or reduction in incomeincome (herein referred to as "Additional Compensation"). Upon such Lender having determined that it is entitled to Additional Compensation in accordance with the provisions of this Section 5.06, such Lender shall promptly so notify the Borrowers through the Administrative Agent, and shall provide to the Borrowers, through the Administrative Agent, a photocopy of the relevant law, rule, guideline, regulation, treaty or official directive and a certificate of a duly authorized officer of such Lender setting forth the Additional Compensation and the basis of calculation thereof, which shall be prima facie evidence of such Additional Compensation. The affected Lender shall promptly notify the Borrowers, through the Administrative Agent, and the Borrowers shall pay such Lender within ten Business Days of the giving of such notice, the Additional Compensation calculated to the date of such notification. An affected Lender shall be entitled to be paid such Additional Compensation from time to time to the extent that the provisions of this Section 5.06 are then applicable notwithstanding that a Lender has previously been paid Additional Compensation. If it is commercially reasonable, the affected Lender shall make reasonable efforts to limit the incidents of any such Additional Compensation.

Taxes, Reserves, Capital Adequacy, etc. If, after the date of this Agreement, the introduction of any Applicable Law Government Rule or any change or introduction of a change in any Applicable Law Government Rule (whether or not having the force of law) or in the interpretation or application thereof by any court or by any Governmental Government Authority, central bank or other authority or entity charged with the administration thereof, or any change in the compliance of any Credit Facility Lender therewith now or hereafter: (a) subjects any Credit Facility Lender to, or causes the withdrawal or termination of a previously granted exemption with respect to, any Tax or changes the basis of taxation, or increases any existing Tax, Tax on payments of principal, interest, fees or other amounts payable by a the Borrower to the Credit Facility Lender under or by virtue of this Agreement (except for Excluded Taxes); (b) imposes, modifies or deems applicable any reserve, special deposit, deposit insurance or similar requirement against assets held by, or deposits in or for the account of, or loans by or any other acquisition of funds by, an office of any Credit Facility Lender in respect of any Advance Loan or any other condition with respect to this Agreement; (c) imposes on a Credit Facility Lender or expects there to be maintained by a Credit Facility Lender any additional capital in respect of the Credit Facilities; or (dc) imposes any Tax on reserves or deemed reserves with respect to the undrawn portion of the Revolving Commitment of any Credit Facility Lender. , and the result of any of the foregoing, in the sole determination of the Credit Facility Lender acting reasonably, shall be to increase the cost to, or reduce the amount received or receivable by the Credit Facility Lender or its effective rate of return in respect of making, maintaining or funding an Advance a Loan hereunder, the Credit Facility Lender shall, acting reasonably, determine that amount of money which shall compensate the Credit Facility Lender for the increase in cost or reduction in income.

Taxes, Reserves, Capital Adequacy, etc. If, If after the date of this Agreementexecution hereof, the any introduction of any Applicable Law or any change or introduction of a change in any Applicable Law (whether or not having the force of law) or in the interpretation or application thereof by any court or by any Governmental Authoritygovernmental agency, central bank or other authority or entity charged with the administration thereof, thereof or any change in the compliance of any Credit Facility Lender therewith now or hereafter: (a) subjects any Credit Facility such Lender to, or causes the withdrawal or termination of a previously granted exemption with respect to, any Tax or changes the basis of taxation, or increases any existing Tax, on payments of principal, interest, fees or other amounts payable by a Borrower the Borrowers to the Credit Facility such Lender under or by virtue of this Agreement (except for Excluded Taxestaxes on the overall net income of such Lender);, (b) imposes, modifies or deems applicable any reserve, special deposit, deposit insurance or similar requirement against assets held by, or deposits in or for the account of, of or loans by or any other acquisition of funds by, an office of such Lender, (c) imposes on such Lender or expects there to be maintained by such Lender any Credit Facility Lender capital adequacy or additional capital requirement in respect of any Advance Borrowing or its Commitment hereunder or any other condition with respect to this Agreement; (c) imposes on a Credit Facility Lender or expects there to be maintained by a Credit Facility Lender any additional capital in respect of the Credit Facilities; , or (d) imposes any Tax on reserves or deemed reserves with respect to the undrawn portion of the Revolving Commitment of any Credit Facility Lender. Facilities, and the result of any of the foregoing, in the sole determination of the Credit Facility such Lender acting reasonably, shall be to increase the cost to, or reduce the amount of principal, interest or other amount received or receivable by the Credit Facility such Lender hereunder or its effective rate of return hereunder in respect of making, maintaining or funding an Advance hereundera Borrowing under this Agreement, the Credit Facility such Lender shall, acting reasonably, determine that amount of money which shall compensate the Credit Facility such Lender for the such increase in cost or reduction in incomeincome (herein referred to as "Additional Compensation"). Upon such Lender having determined that it is entitled to Additional Compensation in accordance with the provisions of this Section 5.06, such Lender shall promptly so notify the Borrowers through the Administrative Agent, and shall provide to the Borrowers, through the Administrative Agent, a photocopy of the relevant law, rule, guideline, regulation, treaty or official directive and a certificate of a duly authorized officer of such Lender setting forth the Additional Compensation and the basis of calculation thereof, which shall be prima facie evidence of such Additional Compensation. The affected Lender shall promptly notify the Borrowers, through the Administrative Agent, and the Borrowers shall pay such Lender within ten Business Days of the giving of such notice, the Additional Compensation calculated to the date of such notification. An affected Lender shall be entitled to be paid such Additional Compensation from time to time to the extent that the provisions of this Section 5.06 are then applicable notwithstanding that a Lender has previously been paid Additional Compensation. If it is commercially reasonable, the affected Lender shall make reasonable efforts to limit the incidents of any such Additional Compensation.

Taxes, Reserves, Capital Adequacy, etc. If, If after the date of this Agreementexecution hereof, the any introduction of any Applicable Law or any change or introduction of a change in any Applicable Law (whether or not having the force of law) or in the interpretation or application thereof by any court or by any Governmental Authoritygovernmental agency, central bank or other authority or entity charged with the administration thereof, thereof or any change in the compliance of the Lender with any Credit Facility Lender therewith Applicable Law now or hereafter: (ai) subjects any Credit Facility the Lender to, or causes the withdrawal or termination of a previously granted exemption with respect to, any Tax or changes the basis of taxation, or increases any existing Tax, on payments of principal, interest, fees or other amounts payable by a the Borrower to the Credit Facility Lender under or by virtue of this Agreement (except for Excluded Taxestaxes on the overall net income of the Lender); (bii) imposes, modifies or deems applicable any reserve, special deposit, deposit insurance or similar requirement against assets held by, or deposits in or for the account of, of or loans by or any other acquisition of funds by, an office of the Lender; (iii) imposes on the Lender or expects there to be maintained by the Lender any Credit Facility Lender capital adequacy or additional capital requirement in respect of any Advance Borrowing or its commitment hereunder or any other condition with respect to this Agreement; (c) imposes on a Credit Facility Lender or expects there to be maintained by a Credit Facility Lender any additional capital in respect of the Credit Facilities; or (div) imposes any Tax on reserves or deemed reserves with respect to the undrawn portion of the Revolving Commitment of any Credit Facility Lender. Operating Facility, and the result of any of the foregoing, in the sole determination of the Credit Facility Lender acting reasonably, shall be to increase the cost to, or reduce the amount of principal, interest or other amount received or receivable by the Credit Facility Lender hereunder or its effective rate of return hereunder in respect of making, maintaining or funding an Advance hereunder, a Borrowing under this Agreement the Credit Facility Lender shall, acting reasonably, determine that amount of money which shall compensate the Credit Facility Lender for the such increase in cost or reduction in incomeincome (herein referred to as "Additional Compensation") (in each case so long as the Lender treats the Borrower in the same general manner as other borrowers from the Lender).