Common use of Increased Capital Costs Clause in Contracts

Increased Capital Costs. If any change in, or the introduction, adoption, effectiveness, interpretation, reinterpretation or phase-in of, any law or regulation, directive, guideline, decision or request (whether or not having the force of law) of any court, central bank, regulator or other governmental authority affects or would affect the amount of capital required or expected to be maintained by any Lender, the Issuer or any Person controlling such Lender or the Issuer, and such Lender or the Issuer determines (in its sole and reasonable discretion) that the rate of return on its or such controlling Person's capital as a consequence of its Commitments, participation in, or the issuance or extension of, any Letter of Credit or any Loan made by such Lender or the Issuer is reduced to a level below that which such Lender, the Issuer or such controlling Person could have achieved but for the occurrence of any such circumstance, then, in any such case upon notice from time to time by such Lender or the Issuer to the Borrower, the Borrower shall immediately pay directly to such Lender or the Issuer additional amounts sufficient to compensate such Lender, the Issuer or such controlling Person for such reduction in rate of return. A statement of such Lender or the Issuer as to any such additional amount or amounts (including calculations thereof in reasonable detail) shall, in the absence of manifest error, be conclusive and binding on the Borrower. In determining such amount, such Lender or the Issuer may use any method of averaging and attribution that it (in its sole and absolute discretion) shall deem applicable.

Increased Capital Costs. If any change in, or the introduction, adoption, effectiveness, interpretation, reinterpretation or phase-in of, any law or regulation, directive, guideline, decision or request (whether or not having the force of law) of any court, central bank, regulator or other governmental authority authority, in each case occurring after the applicable Lender becomes a Lender hereunder, affects or would affect the amount of capital required or expected to be maintained by any Lender, the Issuer Lender or any Person controlling such Lender or the IssuerLender, and such Lender or the Issuer determines (in its sole and reasonable absolute discretion) that the rate of return on its or such controlling Person's capital as a consequence of its Commitments, participation in, or the issuance or extension of, any Letter in Letters of Credit or any Loan the Loans made by such Lender or the Issuer is reduced to a level below that which such Lender, the Issuer Lender or such controlling Person could have achieved but for the occurrence of any such circumstance, then, in any such case upon notice from time to time by such Lender or the Issuer to the Borrower, the Borrower shall immediately pay directly to such Lender or the Issuer additional amounts sufficient to compensate such Lender, the Issuer Lender or such controlling Person for such reduction in rate of return. A statement of such Lender or the Issuer as to any such additional amount or amounts (including calculations thereof in reasonable detail) shall, in the absence of manifest error, be conclusive and binding on the Borrower. In determining such amount, such Lender or the Issuer may use any method of averaging and attribution that it (in its sole and absolute discretion) shall deem applicable.

Increased Capital Costs. If any change in, or the introduction, adoption, effectiveness, interpretation, reinterpretation or phase-in of, any law or regulation, directive, guideline, decision or request (whether or not having the force of law) of any court, central bank, regulator or other governmental authority affects or would affect the amount of capital required or expected to be maintained by any Lender, the Issuer or any Person controlling such Lender or the Issuer, and such Lender or the Issuer determines (in its sole and reasonable discretion) that the rate of return on its or such controlling Person's capital as a consequence of its Commitments, participation in, or the issuance or extension of, any Letter of Credit or any Loan made by such Lender or the Issuer is reduced to a level below that which such Lender, the Issuer or such controlling Person could have achieved but for the occurrence of any such circumstance, then, in any such case upon notice from time to time by such Lender or the Issuer to the Borrower, the Borrower shall immediately pay directly to such Lender or the Issuer additional amounts sufficient to compensate such Lender, the Issuer or such controlling Person for such reduction in rate of return. A statement of such Lender or the Issuer as to any such additional amount or amounts (including calculations thereof in reasonable detail) shall, in the absence of manifest error, be conclusive and binding on the Borrower. In determining such amount, such -58- Lender or the Issuer may use any method of averaging and attribution that it (in its sole and absolute discretion) shall deem applicable.

Increased Capital Costs. If any change in, or the introduction, adoption, effectiveness, interpretation, reinterpretation or phase-in of, any law or regulation, directive, guideline, decision or request (whether or not having the force of law) of any court, central bank, regulator or other governmental authority affects or would affect the amount of capital required or expected to be maintained by any Lender, the Issuer Lender or any Person controlling such Lender or the IssuerLender, and such Lender or the Issuer determines (in its sole and reasonable absolute discretion) that the rate of return on its or such controlling Person's capital as a consequence of its Commitments, participation in, Commitments or the issuance or extension of, any Letter of Credit or any Loan Loans made by such Lender or the Letters of Credit issued or participated in by such Lender or Issuer is reduced to a level below that which such Lender, the Issuer Issuing Bank or such controlling Person could have achieved but for the occurrence of any such circumstance, then, in any such case upon notice from time to time by such Lender or the Issuer to the Borrower, the Borrower shall immediately pay directly to such Lender or the Issuer additional amounts sufficient to compensate such Lender, the Lender or Issuer or such controlling Person for such reduction in rate of return. A statement of such Lender or the Issuer Issuing Bank as to any such additional amount or amounts (including calculations thereof in reasonable detail) shall, in the absence of manifest error, be conclusive and binding on the Borrower. In determining such amount, such Lender or the Issuer Issuing Bank may use any method of averaging and attribution that it (in its sole and absolute discretion) shall deem applicable.

Increased Capital Costs. If any change in, or the introduction, adoption, effectiveness, interpretation, reinterpretation or phase-in of, any law or regulation, directive, guideline, decision or request (whether or not having the force of law) of any court, central bank, regulator or other governmental authority Governmental Authority affects or would affect the amount of capital required or expected to be maintained by any Lender, the Lender or Issuer or any Person controlling such Lender or the Issuer, and such Lender or the Issuer determines (in good faith but in its sole and reasonable absolute discretion) that the rate of return on its or such controlling Person's capital as a consequence of its Commitments, participation inthe Commitments or the Credit Extensions made, or the issuance or extension of, any Letter Letters of Credit or any Loan made participated in, by such Lender or the Issuer is reduced to a level below that which such Lender, the Lender or Issuer or such controlling Person could have achieved but for the occurrence of any such circumstance, then, in any such case upon notice from time to time by such Lender or the Issuer to the BorrowerBorrowers, the Borrower shall immediately Borrowers jointly and severally agree to, within five days following receipt of such notice, pay directly to such Lender or the Issuer additional amounts sufficient to compensate such Lender, the Lender or Issuer or such controlling Person for such reduction in rate of return. A statement of such Lender or the Issuer as to any such additional amount or amounts (including calculations thereof in reasonable detail) shall, in the absence of manifest error, be conclusive and binding on the BorrowerBorrowers. In determining such amount, such Lender or the Issuer may use any method of averaging and attribution that it (in its sole and absolute discretion) shall deem applicable.

Increased Capital Costs. If any change in, or the introduction, adoption, effectiveness, interpretation, reinterpretation or phase-in of, any law or regulation, directive, guideline, decision or request (whether or not having the force of law) of any court, central bank, regulator or other governmental authority affects or would affect the amount of capital required or expected to be maintained by any Lender, the Issuer Lender or any Person controlling such Lender or the IssuerLender, and such Lender or the Issuer determines (in its sole and reasonable absolute discretion) that the rate of return on its or such controlling Person's capital as a consequence of its Commitments, participation inCommitment or the Loans made, or the issuance or extension of, any Letter Letters of Credit issued or any Loan made participated in, by such Lender or the Issuer is reduced to a level below that which such Lender, the Issuer Lender or such controlling Person could have achieved but for the occurrence of any such circumstance, then, in any such case so long as such Lender shall then be taking the same action with respect to all other similar loans it may have outstanding to other borrowers, upon notice from time to time by such Lender or the Issuer to the BorrowerBorrowers, the Borrower Borrowers shall immediately pay directly to such Lender or the Issuer additional amounts sufficient to compensate such Lender, the Issuer Lender or such controlling Person for such reduction in rate of return. A statement of such Lender or the Issuer as to any such additional amount or amounts (including calculations thereof in reasonable detail) shall, in the absence of manifest error, be conclusive and binding on the BorrowerBorrowers. In determining such amount, such Lender or the Issuer may use any reasonable method of averaging and attribution that it (in its sole and absolute discretion) shall deem applicable.

Increased Capital Costs. If any change in, or the introduction, adoption, effectiveness, interpretation, reinterpretation or phase-in of, any law or regulation, directive, guideline, decision or request (whether or not having the force of law) of any court, central bank, regulator or other governmental authority affects or would affect the amount of capital required or expected to be maintained by any Lender, the Lender or Issuer or any Person controlling such Lender or the Issuer, and such Lender or the Issuer determines (in its sole and reasonable absolute discretion) that the rate of return on its or such controlling Person's capital as a consequence of its CommitmentsCommitment, participation in, or the its issuance or extension of, any of a Letter of Credit or any Loan its participation in a Letter of Credit, or the Loans made by such Lender or the Issuer is reduced to a level below that which such Lender, the Lender or Issuer or such controlling Person could have achieved but for the occurrence of any such circumstance, then, in any such case upon notice from time to time by such Lender or the Issuer to the Borrower, the Borrower shall immediately pay directly to such Lender or the Issuer additional amounts sufficient to compensate such Lender, the Issuer or such controlling Person for such reduction in rate of return. A statement of such Lender or the Issuer as to any such additional amount or amounts (including calculations thereof in reasonable detail) shall, in the absence of manifest error, be conclusive and binding on the Borrower. In determining such amount, such Lender or the Issuer may use any method of averaging and attribution that it (in its sole and absolute discretion) shall deem applicable.

Increased Capital Costs. If any change after the Effective ----------------------- Date in, or the introduction, adoption, effectiveness, interpretation, reinterpretation or phase-in after the Effective Date of, any law or regulation, directive, guideline, decision or request (whether or not having the force of law) of any court, central bank, regulator or other governmental authority affects or would affect the amount of capital required or expected to be maintained by any Lender, the Issuer Lender or any Person controlling such Lender or the IssuerLender, and such Lender or the Issuer determines (in its sole and reasonable absolute discretion) that the rate of return on its or such controlling Person's capital as a consequence of its Commitments, participation in, Commitments or the issuance or extension of, any Letter of Credit or any Loan Loans made by such Lender or the Issuer any Letter of Credit issued by such Lender or in which such Lender is a risk participant is reduced to a level below that which such Lender, the Issuer Lender or such controlling Person could have achieved but for the occurrence of any such circumstance, then, in any such case upon notice (containing an explanation in reasonable detail of the reasons therefor) from time to time by such Lender or the Issuer to the Borrower, the Borrower shall immediately pay directly to such Lender or the Issuer additional amounts sufficient to compensate such Lender, the Issuer Lender or such controlling Person for such reduction in rate of return. A statement of such Lender or the Issuer as to any such additional amount or amounts (including calculations thereof in reasonable detail) shall, in the absence of manifest error, be conclusive and binding on the Borrower. In determining such amount, such Lender or the Issuer may use any method of averaging and attribution that it (in its sole and absolute reasonable discretion) shall deem applicable.

Increased Capital Costs. If any change in, or the introduction, adoption, effectiveness, interpretation, reinterpretation reinterpretation, or phase-in of, any law or regulation, directive, guideline, decision decision, or request (whether or not having the force of law) of any court, central bank, regulator regulator, or other governmental authority affects or would affect the amount of capital required or expected to be maintained by any Lender, the Issuer Lender or any Person controlling such Lender or the IssuerLender, and such Lender or the Issuer determines (in its sole and reasonable absolute discretion) that the rate of return on its or such controlling Person's capital as a consequence of its Commitments, participation in, Commitments or the Credit Extensions (including the disbursement of Loans and the issuance of or extension of, any Letter participation in Letters of Credit or any Loan Credit) made by such Lender or the Issuer is reduced to a level below that which such Lender, the Issuer Lender or such controlling Person could have achieved but for the occurrence of any such circumstance, then, in any such case upon written notice from time to time by such Lender or the Issuer to the BorrowerCompany, with a copy to the Agent, the Borrower shall immediately Company shall, within 15 days of its receipt of such notice, pay directly to such Lender or the Issuer additional amounts sufficient to compensate such Lender, the Issuer Lender or such controlling Person for such reduction in rate of return. A statement of such Lender or the Issuer as to any such additional amount or amounts (including calculations thereof in reasonable detail) shall, in the absence of manifest error, be conclusive and binding on the BorrowerCompany. In determining such amount, such Lender or the Issuer may use any method of averaging and attribution that it (in its sole and absolute discretion) shall deem applicable, subject in each case to Section 4.12.

Increased Capital Costs. If any change in, or the ----------------------- introduction, adoption, effectiveness, interpretation, reinterpretation or phase-in of, any law or regulation, directive, guideline, decision or request (whether or not having the force of law) of any court, central bank, regulator or other governmental authority affects or would affect the amount of capital required or expected to be maintained by the Administrative Agent or any Lender, or person controlling the Issuer Administrative Agent or any Person controlling such Lender or the IssuerLender, and such Lender or the Issuer Administrative Agent determines (in its sole and reasonable absolute discretion) that the rate of return on its its, the Lender's or such controlling Personperson's capital as a consequence of its Commitments, participation in, commitments or the issuance or extension of, any Letter of Credit or any Loan loans made by the Administrative Agent or such Lender or the Issuer is reduced to a level below that which the Administrative Agent, such Lender, the Issuer Lender or such controlling Person person could have achieved but for the occurrence of any such circumstance, then, in any such case upon notice from time to time by such Lender or the Issuer Administrative Agent to the BorrowerBorrowers, the Borrower Borrowers shall immediately pay directly to the Administrative Agent, for its own account or for the account of such Lender or (as the Issuer case may be), additional amounts sufficient to compensate the Administrative Agent, such Lender, the Issuer Lender or such controlling Person person for such reduction in rate of return. A statement of such Lender or the Issuer Administrative Agent as to any such additional amount or amounts (including calculations thereof in reasonable detail) shall, in the absence of manifest error, be conclusive and binding on the BorrowerBorrowers. In determining such amount, such Lender or the Issuer Administrative Agent may use any method of averaging and attribution that it (in its sole and absolute discretion) shall deem applicable.