Capital Adequacy; Additional Costs. If Issuer determines that the introduction or effectiveness of, or any change in, any treaty, international agreement, law, rule or regulation or compliance with any directive, guideline or request from any central bank or other Governmental Authority or quasi-Governmental Authority (whether or not having the force of law), or any change in the interpretation of any of the foregoing, affects the amount of capital, liquidity, insurance or reserves (including special deposits, deposit insurance or similar requirements) to be maintained by Issuer or any corporation controlling Issuer, or otherwise increases the costs of, or reduces the amount received or receivable by, Issuer or any corporation controlling Issuer, and Issuer determines that the amount of such capital, liquidity, insurance or reserve (including any special deposit, deposit insurance or similar requirement) or other increased cost (including any tax or insurance premium) or reduction, as the case may be, is increased by or based upon the existence of this Agreement or the Credit, then Applicant shall pay to Issuer, within ten days after demand from time to time, such additional amounts as Issuer may reasonably demand to compensate for the increase or reduction, as the case may be; provided that Issuer (i) computes the amount due under this paragraph on a reasonable basis and (ii) concurrently with the making of any demand, delivers to Applicant a certificate setting forth in reasonable detail such amount as shall be necessary to compensate Issuer for the increase or reduction, and the manner in which Issuer has determined the same. Notwithstanding anything herein to the contrary, (a) all requests, rules, guidelines or directives promulgated by the Bank for International Settlements, the Basel Committee on Banking Supervision (or any successor or similar authority) or United States, foreign or supra- national regulatory authorities pursuant to Basel III and (b) the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act and all requests, rules, guidelines or directives thereunder or issued in connection therewith, shall, in each case, regardless of the date enacted, adopted or issued, be treated as a change in law for purposes of this Section and therefore within the scope of the immediately preceding sentence.
Appears in 1 contract
Samples: Avista Corp
Capital Adequacy; Additional Costs. If Issuer determines that the introduction or effectiveness of, or any change in, any treaty, international agreement, law, rule or regulation or compliance with any directive, guideline or request from any central bank or other Governmental Authority governmental or quasi-Governmental Authority governmental authority (whether or not having the force of law), or any change in GAAP or in Issuer’s accounting for any Credit (including changing the capital adequacy conversion factor), or any change in the interpretation of any of the foregoing, affects the amount of capital, liquidity, insurance or reserves (including special deposits, deposit insurance deposits or similar requirements) to be maintained by Issuer or any corporation or entity controlling Issuer, Issuer or otherwise increases the costs of, or reduces the amount received or receivable by, Issuer or any corporation or entity controlling Issuer, and Issuer determines that the amount of such capital, liquidity, insurance or reserve (including any special deposit, deposit insurance or similar requirement) or other increased cost (including any tax or insurance premium) or reduction, as the case may be, is increased by or based upon the existence of this Agreement or the Creditany Credit in an amount Issuer deems material, then Applicant shall pay to Issuer, within ten days after demand from time to time, such Issuer additional amounts as Issuer may reasonably demand sufficient in Issuer’s good faith judgment to compensate for the increase or reductionreduction described in this Section 5, as the case may be; provided provided, however, that to the extent any reduction in the rate of return on Issuer’s capital results both from its obligations hereunder and from developments in its business or financial position not related to this Agreement, Issuer (i) computes shall, in determining the amount due necessary to compensate it under this paragraph on a reasonable basis Section 5, attempt in good faith to take account of the relative contributions of such obligations hereunder and (ii) concurrently with the making such other developments or change in its financial position to such reduction. A certificate of any demand, delivers to Applicant a certificate Issuer setting forth in reasonable detail the basis for determining such amount as shall be amounts necessary to compensate Issuer shall be delivered to Applicant and shall be conclusively presumed to be correct save for manifest error. Applicant shall pay Issuer the increase or reduction, and the manner in which Issuer has determined the same. Notwithstanding anything herein to the contrary, amount shown as due on any such certificate within five (a5) all requests, rules, guidelines or directives promulgated by the Bank for International Settlements, the Basel Committee on Banking Supervision (or any successor or similar authority) or United States, foreign or supra- national regulatory authorities pursuant to Basel III and (b) the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act and all requests, rules, guidelines or directives thereunder or issued in connection therewith, shall, in each case, regardless of the date enacted, adopted or issued, be treated as a change in law for purposes of this Section and therefore within the scope of the immediately preceding sentenceBusiness Days after receipt thereof.
Appears in 1 contract
Capital Adequacy; Additional Costs. If Issuer determines that the introduction or effectiveness of, or any change in, any treaty, international agreement, law, rule or regulation or compliance with any directive, guideline or request from any central bank or other Governmental Authority governmental or quasi-Governmental Authority governmental authority (whether or not having the force of law), or any change in GAAP or in Issuer's accounting for any Credit (including changing the capital adequacy conversion factor), or any change in the interpretation of any of the foregoing, affects the amount of capital, liquidity, insurance or reserves (including special deposits, deposit insurance deposits or similar requirements) to be maintained by Issuer or any corporation or entity controlling Issuer, Issuer or otherwise increases the costs of, or reduces the amount received or receivable by, Issuer or any corporation or entity controlling Issuer, and Issuer determines that the amount of such capital, liquidity, insurance or reserve (including any special deposit, deposit insurance or similar requirement) or other increased cost (including any tax or insurance premium) or reduction, as the case may be, is increased by or based upon the existence of this Agreement or the Creditany Credit in an amount Issuer deems material, then Applicant shall pay to Issuer, within ten days after demand from time to time, such Issuer additional amounts as Issuer may reasonably demand sufficient in Issuer's good faith judgment to compensate for the increase or reductionreduction described in this Section 5, as the case may be; provided provided, however, that to the extent any reduction in the rate of return on Issuer's capital results both from its obligations hereunder and from developments in its business or financial position not related to this Agreement, Issuer (i) computes shall, in determining the amount due necessary to compensate it under this paragraph on a reasonable basis Section 5, attempt in good faith to take account of the relative contributions of such obligations hereunder and (ii) concurrently with the making such other developments or change in its financial position to such reduction. A certificate of any demand, delivers to Applicant a certificate Issuer setting forth in reasonable detail the basis for determining such amount as shall be amounts necessary to compensate Issuer shall be delivered to Applicant and shall be conclusively presumed to be correct save for manifest error. Applicant shall pay Issuer the increase or reduction, and the manner in which Issuer has determined the same. Notwithstanding anything herein to the contrary, amount shown as due on any such certificate within five (a5) all requests, rules, guidelines or directives promulgated by the Bank for International Settlements, the Basel Committee on Banking Supervision (or any successor or similar authority) or United States, foreign or supra- national regulatory authorities pursuant to Basel III and (b) the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act and all requests, rules, guidelines or directives thereunder or issued in connection therewith, shall, in each case, regardless of the date enacted, adopted or issued, be treated as a change in law for purposes of this Section and therefore within the scope of the immediately preceding sentenceBusiness Days after receipt thereof.
Appears in 1 contract
Samples: Continuing Agreement (Brinks Co)
Capital Adequacy; Additional Costs. If Issuer determines that the introduction or effectiveness of, or any change in, any treaty, international agreement, law, rule or regulation or compliance with any directive, guideline or request from any central bank or other Governmental Authority governmental or quasi-Governmental Authority governmental authority (whether or not having the force of law), or any change in the interpretation of any of the foregoing, in each case after the date hereof, affects the amount of capital, liquidity, insurance or reserves (including special deposits, deposit insurance or similar requirements) to be maintained by Issuer or any corporation controlling Issuer, or otherwise increases the costs of, or reduces the amount received or receivable by, Issuer or any corporation controlling Issuer, and Issuer determines that the amount of such capital, liquidity, insurance or reserve (including any special deposit, deposit insurance or similar requirement) or other increased cost (including any tax or insurance premium) or reduction, as the case may be, is increased or reduced by or based upon the existence of this Agreement or the CreditCredit (excluding in each case any increased costs resulting from any Taxes), then Applicant shall pay to Issuer, within ten days Business Days after demand from time to time, such additional amounts as Issuer may reasonably demand to compensate for the increase or reduction, as the case may be; provided that Issuer (i) computes the amount all amounts due under this paragraph on a reasonable basis and (ii) concurrently with basis. The amount payable under this Section will be calculated by Issuer from the making of any demandday it first incurred the cost or suffered the reduction; provided, delivers to h owever that Applicant a certificate setting forth in reasonable detail such amount as shall not be necessary required to compensate Issuer pursuant to this clause for the increase any increased costs or reduction, and the manner in which Issuer has determined the same. Notwithstanding anything herein reductions incurred more than 180 days prior to the contrarydate that Issuer notifies Applicant of the change in or in the interpretation of law or regulation giving rise to such increased costs or reductions and of Issuer’s intention to claim compensation therefor; p rovided further that, if the change in or in the interpretation of law or regulation giving rise to such increased costs or reductions is retroactive, then the 180 day period referred to above shall be extended to include the period of retroactive effect thereof. (ai) all All requests, rules, guidelines or directives promulgated by the Bank for International Settlements, the Basel Committee on Banking Supervision (or any successor or similar authority) or the United StatesStates of America or foreign regulatory authorities, foreign or supra- national regulatory authorities in each case pursuant to Basel III III, and (bii) the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act and all requests, rules, guidelines or directives thereunder or issued in connection therewith, therewith shall, in each case, be deemed to be a change in law for purposes of this Section, regardless of the date enacted, adopted or issued. If Issuer requests compensation under this Section, be treated as or if Applicant is required to pay any additional amount to Issuer or any governmental authority for account of Issuer pursuant to Section 6, then Issuer shall use reasonable efforts to designate a change different lending office for issuing letters of credit or demand guarantees hereunder or to assign its rights and obligations hereunder to another of its offices, branches, or affiliates, if, in law for purposes the judgment of this Section and therefore within the scope of the immediately preceding sentence.Issuer, such designation or assignment
Appears in 1 contract
Samples: Ares Capital Corp
