Common use of Increased Capital Clause in Contracts

Increased Capital. If either (i) the introduction of or any change in or in the interpretation of any law or regulation or (ii) compliance by Agent, Swingline Lender, Issuing Lender or any Lender with any guideline or request from any central bank or other Governmental Authority (whether or not having the force of law and whether or not the failure to comply therewith would be unlawful) made or issued after the Closing Date affects or would affect the amount of capital required or expected to be maintained by Agent, Swingline Lender, Issuing Lender or such Lender or any corporation controlling Agent, Swingline Lender, Issuing Lender or such Lender, and Agent, Swingline Lender, Issuing Lender or such Lender determines that the amount of such capital is increased by or based upon the existence of the obligations of Agent, Swingline Lender, Issuing Lender or such Lender, then, upon demand by Agent, Swingline Lender, Issuing Lender or such Lender, Borrower shall immediately pay to Agent, Swingline Lender, Issuing Lender or such Lender, from time to time as specified by Agent, Swingline Lender, Issuing Lender or such Lender, additional amounts sufficient to compensate Agent, Swingline Lender, Issuing Lender or such Lender in light of such circumstances, to the extent that Agent, Swingline Lender, Issuing Lender or such Lender reasonably determines such increase in capital to be allocable to the existence of the obligations of Agent, Swingline Lender, Issuing Lender or such Lender hereunder and to the extent Agent, Swingline Lender, Issuing Lender or such Lender generally imposes such amounts on other borrowers in similar circumstances. A certificate as to such amounts submitted to Borrower by Agent, Swingline Lender, Issuing Lender or such Lender shall, in the absence of manifest error, be conclusive and binding for all purposes.

Increased Capital. (a) If either (i) the introduction of or any change in or in the interpretation of any law or regulation or (ii) compliance by Agent, Swingline Lender, Issuing Lender or any Lender with any guideline or request from any central bank or other Governmental Authority (whether or not having the force of law and whether or not the failure to comply therewith would be unlawful) made or issued after the Closing Date affects or would affect the amount of capital required or expected to be maintained by Agent, Swingline Lender, Issuing Lender or such Lender or any corporation controlling Agent, Swingline Lender, Issuing Lender or such Lender, and Agent, Swingline Lender, Issuing Lender or such Lender determines that the amount of such capital is increased by or based upon the existence of the obligations of Agent, Swingline Lender, Issuing Lender or such Lender, then, upon demand by Agent, Swingline Lender, Issuing Lender or such Lender, Borrower shall immediately pay to Agent, Swingline Lender, Issuing Lender or such Lender, from time to time as specified by Agent, Swingline Lender, Issuing Lender or such Lender, additional amounts sufficient to compensate Agent, Swingline Lender, Issuing Lender or such Lender in light of such circumstances, to the extent that Agent, Swingline Lender, Issuing Lender or such Lender reasonably determines such increase in capital to be allocable to the existence of the obligations of Agent, Swingline Lender, Issuing Lender or such Lender hereunder and to the extent Agent, Swingline Lender, Issuing Lender or such Lender generally imposes such amounts on other borrowers in similar circumstances. A certificate as to such amounts submitted to Borrower by Agent, Swingline Lender, Issuing Lender or such Lender shall, in the absence of manifest error, be conclusive and binding for all purposes.

Increased Capital. If either (i) the introduction of or any change in or in the interpretation Interpretation of any law or regulation or (ii) compliance by Agent, Swingline Lender, Issuing Lender or any Lender with the imposition of any guideline or request from any central bank or other Governmental Authority (whether or not having the force of law and whether or not the failure to comply therewith would be unlawful) made or issued governmental authority reflecting such change after the Closing Date date hereof affects or would affect the amount of capital required or expected to be maintained by Agent, Swingline Lender, Issuing Lender or such Lender or any corporation controlling Agent, Swingline Lender, Issuing Lender or such LenderAffected Person, and Agent, Swingline Lender, Issuing Lender or such Lender Affected Person determines that the amount of such capital is increased by or based upon as a result of (i) the existence of the obligations Subclass B-2 Note Purchaser’ agreement to make or maintain an investment in the Subclass B-2 Note or any interest therein and other similar agreements or facilities, or (ii) the existence of any agreement by Affected Persons to make or maintain an investment in the Subclass B-2 Note or any interest therein or to fund any such investment and any other commitments of the same type, such Affected Person shall promptly submit to the Issuer, the Servicer and, if such Person is not the Purchaser’s Agent, Swingline Lender, Issuing Lender or such Lender, then, upon demand by the Purchaser’s Agent, Swingline Lendera certificate setting forth in reasonable detail, Issuing Lender or such Lender, Borrower shall immediately pay to Agent, Swingline Lender, Issuing Lender or such Lender, from time to time as specified by Agent, Swingline Lender, Issuing Lender or such Lender, the calculation of the additional amounts sufficient required to compensate Agent, Swingline Lender, Issuing Lender or such Lender Affected Person in light of such circumstances. In determining such amount, to such Affected Person may use any reasonable averaging and attribution methods, consistent with the extent that Agent, Swingline Lender, Issuing Lender or averaging and attribution methods generally used by such Lender reasonably determines Affected Person in determining amounts of this type. The amount set forth in such increase in capital to be allocable to the existence of the obligations of Agent, Swingline Lender, Issuing Lender or such Lender hereunder and to the extent Agent, Swingline Lender, Issuing Lender or such Lender generally imposes such amounts on other borrowers in similar circumstances. A certificate as to such amounts submitted to Borrower by Agent, Swingline Lender, Issuing Lender or such Lender (which certificate shall, in the absence of manifest error, be conclusive prima facie evidence as to such amount) shall be included in the Subclass B-2 Increased Costs for the Interest Accrual Period immediately succeeding the date on which such certificate was delivered (or if such certificate was delivered during the last Interest Accrual Period, for such last Interest Accrual Period), and binding to the extent remaining outstanding, each Accrual Period thereafter until paid in full. The Purchaser’s Agent, out of amounts received by it in respect of Subclass B-2 Increased Costs for Affected Persons for any Interest Accrual Period, shall pay such increased costs to such Affected Persons; provided, however, that if the amount so distributable in respect of the Subclass B-2 Increased Costs is less than the aggregate amount payable to all purposessuch Affected Persons pursuant to Sections 2.08, 2.09 and 2.10 hereof, the resulting shortfall shall be allocated among such Affected Persons on a pro rata basis (determined by the amount owed to each).

Increased Capital. If either (i) the introduction of or any change in or in the interpretation Interpretation of any law or regulation or (ii) compliance by Agent, Swingline Lender, Issuing Lender or any Lender with the imposition of any guideline or request from any central bank or other Governmental Authority (whether or not having the force of law and whether or not the failure to comply therewith would be unlawful) made or issued governmental authority reflecting such change after the Closing Date date hereof affects or would affect the amount of capital required or expected to be maintained by Agent, Swingline Lender, Issuing Lender or such Lender or any corporation controlling Agent, Swingline Lender, Issuing Lender or such LenderAffected Person, and Agent, Swingline Lender, Issuing Lender or such Lender Affected Person determines that the amount of such capital is increased by or based upon as a result of (i) the existence of the obligations Subclass A-1 Note Purchaser’s agreement to make or maintain an investment in the Subclass A-1 Note or any interest therein and other similar agreements or facilities, or (ii) the existence of any agreement by Affected Persons to make or maintain an investment in the Subclass A-1 Note or any interest therein or to fund any such investment and any other commitments of the same type, such Affected Person shall promptly submit to the Issuer, the Servicer and, if such Person is not the Purchaser’s Agent, Swingline Lender, Issuing Lender or such Lender, then, upon demand by the Purchaser’s Agent, Swingline Lendera certificate setting forth in reasonable detail, Issuing Lender or such Lender, Borrower shall immediately pay to Agent, Swingline Lender, Issuing Lender or such Lender, from time to time as specified by Agent, Swingline Lender, Issuing Lender or such Lender, the calculation of the additional amounts sufficient required to compensate Agent, Swingline Lender, Issuing Lender or such Lender Affected Person in light of such circumstances. In determining such amount, to such Affected Person may use any reasonable averaging and attribution methods, consistent with the extent that Agent, Swingline Lender, Issuing Lender or averaging and attribution methods generally used by such Lender reasonably determines Affected Person in determining amounts of this type. The amount set forth in such increase in capital to be allocable to the existence of the obligations of Agent, Swingline Lender, Issuing Lender or such Lender hereunder and to the extent Agent, Swingline Lender, Issuing Lender or such Lender generally imposes such amounts on other borrowers in similar circumstances. A certificate as to such amounts submitted to Borrower by Agent, Swingline Lender, Issuing Lender or such Lender (which certificate shall, in the absence of manifest error, be conclusive prima facie evidence as to such amount) shall be included in the Subclass A-1 Increased Costs for the Interest Accrual Period immediately succeeding the date on which such certificate was delivered (or if such certificate was delivered during the last Interest Accrual Period, for such last Interest Accrual Period), and binding to the extent remaining outstanding, each Accrual Period thereafter until paid in full. The Purchaser’s Agent, out of amounts received by it in respect of Subclass A-1 Increased Costs for Affected Persons for any Interest Accrual Period, shall pay such increased costs to such Affected Persons; provided, however, that if the amount so distributable in respect of the Subclass A-1 Increased Costs is less than the aggregate amount payable to all purposessuch Affected Persons pursuant to Sections 2.08, 2.09 and 2.10 hereof, the resulting shortfall shall be allocated among such Affected Persons on a pro rata basis (determined by the amount owed to each).

Increased Capital. If either (i) the introduction of or any change in or in the interpretation Interpretation of any law or regulation or (ii) compliance by Agent, Swingline Lender, Issuing Lender or any Lender with the imposition of any guideline or request from any central bank or other Governmental Authority (whether or not having the force of law and whether or not the failure to comply therewith would be unlawful) made or issued governmental authority reflecting such change after the Closing Date date hereof affects or would affect the amount of capital required or expected to be maintained by Agent, Swingline Lender, Issuing Lender or such Lender or any corporation controlling Agent, Swingline Lender, Issuing Lender or such LenderAffected Person, and Agent, Swingline Lender, Issuing Lender or such Lender Affected Person determines that the amount of such capital is increased by or based upon as a result of (i) the existence of the obligations Class A Note Purchaser’s agreement to make or maintain an investment in the Class A Note or any interest therein and other similar agreements or facilities, or (ii) the existence of any agreement by Affected Persons to make or maintain an investment in the Class A Note or any interest therein or to fund any such investment and any other commitments of the same type, such Affected Person shall promptly submit to the Issuer, the Servicer and, if such Person is not the Purchaser’s Agent, Swingline Lender, Issuing Lender or such Lender, then, upon demand by the Purchaser’s Agent, Swingline Lendera certificate setting forth in reasonable detail, Issuing Lender or such Lender, Borrower shall immediately pay to Agent, Swingline Lender, Issuing Lender or such Lender, from time to time as specified by Agent, Swingline Lender, Issuing Lender or such Lender, the calculation of the additional amounts sufficient required to compensate Agent, Swingline Lender, Issuing Lender or such Lender Affected Person in light of such circumstances. In determining such amount, to such Affected Person may use any reasonable averaging and attribution methods, consistent with the extent that Agent, Swingline Lender, Issuing Lender or averaging and attribution methods generally used by such Lender reasonably determines Affected Person in determining amounts of this type. The amount set forth in such increase in capital to be allocable to the existence of the obligations of Agent, Swingline Lender, Issuing Lender or such Lender hereunder and to the extent Agent, Swingline Lender, Issuing Lender or such Lender generally imposes such amounts on other borrowers in similar circumstances. A certificate as to such amounts submitted to Borrower by Agent, Swingline Lender, Issuing Lender or such Lender (which certificate shall, in the absence of manifest error, be conclusive prima facie evidence as to such amount) shall be included in the Class A Increased Costs for the Interest Accrual Period immediately succeeding the date on which such certificate was delivered (or if such certificate was delivered during the last Interest Accrual Period, for such last Interest Accrual Period), and binding to the extent remaining outstanding, each Accrual Period thereafter until paid in full. The Purchaser’s Agent, out of amounts received by it in respect of Class A Increased Costs for Affected Persons for any Interest Accrual Period, shall pay such increased costs to such Affected Persons; provided, however, that if the amount so distributable in respect of the Class A Increased Costs is less than the aggregate amount payable to all purposessuch Affected Persons pursuant to Sections 2.08, 2.09 and 2.10 hereof, the resulting shortfall shall be allocated among such Affected Persons on a pro rata basis (determined by the amount owed to each).

Increased Capital. If either (i) the introduction of or any change in or in the interpretation Interpretation of any law or regulation or (ii) compliance by Agent, Swingline Lender, Issuing Lender or any Lender with the imposition of any guideline or request from any central bank or other Governmental Authority (whether or not having the force of law and whether or not the failure to comply therewith would be unlawful) made or issued governmental authority reflecting such change after the Closing Date date hereof affects or would affect the amount of capital required or expected to be maintained by Agent, Swingline Lender, Issuing Lender or such Lender or any corporation controlling Agent, Swingline Lender, Issuing Lender or such LenderAffected Person, and Agent, Swingline Lender, Issuing Lender or such Lender Affected Person determines that the amount of such capital is increased by or based upon as a result of (i) the existence of the obligations Subclass A-2 Note Purchaser’ agreement to make or maintain an investment in the Subclass A-2 Note or any interest therein and other similar agreements or facilities, or (ii) the existence of any agreement by Affected Persons to make or maintain an investment in the Subclass A-2 Note or any interest therein or to fund any such investment and any other commitments of the same type, such Affected Person shall promptly submit to the Issuer, the Servicer and, if such Person is not the Purchaser’s Agent, Swingline Lender, Issuing Lender or such Lender, then, upon demand by the Purchaser’s Agent, Swingline Lendera certificate setting forth in reasonable detail, Issuing Lender or such Lender, Borrower shall immediately pay to Agent, Swingline Lender, Issuing Lender or such Lender, from time to time as specified by Agent, Swingline Lender, Issuing Lender or such Lender, the calculation of the additional amounts sufficient required to compensate Agent, Swingline Lender, Issuing Lender or such Lender Affected Person in light of such circumstances. In determining such amount, to such Affected Person may use any reasonable averaging and attribution methods, consistent with the extent that Agent, Swingline Lender, Issuing Lender or averaging and attribution methods generally used by such Lender reasonably determines Affected Person in determining amounts of this type. The amount set forth in such increase in capital to be allocable to the existence of the obligations of Agent, Swingline Lender, Issuing Lender or such Lender hereunder and to the extent Agent, Swingline Lender, Issuing Lender or such Lender generally imposes such amounts on other borrowers in similar circumstances. A certificate as to such amounts submitted to Borrower by Agent, Swingline Lender, Issuing Lender or such Lender (which certificate shall, in the absence of manifest error, be conclusive prima facie evidence as to such amount) shall be included in the Subclass A-2 Increased Costs for the Interest Accrual Period immediately succeeding the date on which such certificate was delivered (or if such certificate was delivered during the last Interest Accrual Period, for such last Interest Accrual Period), and binding to the extent remaining outstanding, each Accrual Period thereafter until paid in full. The Purchaser’s Agent, out of amounts received by it in respect of Subclass A-2 Increased Costs for Affected Persons for any Interest Accrual Period, shall pay such increased costs to such Affected Persons; provided, however, that if the amount so distributable in respect of the Subclass A-2 Increased Costs is less than the aggregate amount payable to all purposessuch Affected Persons pursuant to Sections 2.08, 2.09 and 2.10 hereof, the resulting shortfall shall be allocated among such Affected Persons on a pro rata basis (determined by the amount owed to each).

Increased Capital. If either (i) the introduction of or any change in or in the interpretation of any law or regulation or (ii) compliance by Agent, Swingline Lender, Issuing Lender or any Lender with any guideline or request from any central bank or other Governmental Authority (whether or not having the force of law and whether or not the failure to comply therewith would be unlawful) made or issued after the Closing Date affects or would affect the amount of capital required or expected to be maintained by Agent, Swingline Lender, Issuing Lender or such Lender or any corporation controlling Agent, Swingline Lender, Issuing Lender or such Lender, and Agent, Swingline Lender, Issuing Lender or such Lender determines that the amount of such capital is increased by or based upon the existence of the obligations of Agent, Swingline Lender, Issuing Lender or such Lender, then, upon demand by Agent, Swingline Lender, Issuing Lender or such Lender, Borrower shall immediately pay to Agent, Swingline Lender, Issuing Lender or such Lender, from time to time as specified by Agent, Swingline Lender, Issuing Lender or such Lender, additional amounts sufficient to compensate Agent, Swingline Lender, Issuing Lender or such Lender in the light of such circumstances, to the extent that Agent, Swingline Lender, Issuing Lender or such Lender reasonably determines such increase in capital to be allocable to the existence of the obligations of Agent, Swingline Lender, Issuing Lender or such Lender hereunder and to the extent Agent, Swingline Lender, Issuing Lender or such Lender generally imposes such amounts on other borrowers in similar circumstances. A certificate as to such amounts submitted to Borrower by Agent, Swingline Lender, Issuing Lender or such Lender shall, in the absence of manifest error, be conclusive and binding for all purposes.

Increased Capital. If either (i) the introduction of or any change in or in the interpretation Interpretation of any law or regulation or (ii) compliance by Agent, Swingline Lender, Issuing Lender or any Lender with the imposition of any guideline or request from any central bank or other Governmental Authority (whether or not having the force of law and whether or not the failure to comply therewith would be unlawful) made or issued governmental authority reflecting such change after the Closing Date date hereof affects or would affect the amount of capital required or expected to be maintained by Agent, Swingline Lender, Issuing Lender or such Lender or any corporation controlling Agent, Swingline Lender, Issuing Lender or such LenderAffected Person, and Agent, Swingline Lender, Issuing Lender or such Lender Affected Person determines that the amount of such capital is increased by or based upon as a result of (i) the existence of the obligations Subclass B-1 Note Purchasers’ agreement to make or maintain an investment in the Subclass B-1 Notes or any interest therein and other similar agreements or facilities, or (ii) the existence of any agreement by Affected Persons to make or maintain an investment in the Subclass B-1 Notes or any interest therein or to fund any such investment and any other commitments of the same type, such Affected Person shall promptly submit to the Issuer, the Servicer and, if such Person is not the Purchasers’ Agent, Swingline Lender, Issuing Lender or such Lender, then, upon demand by the Purchasers’ Agent, Swingline Lendera certificate setting forth in reasonable detail, Issuing Lender or such Lender, Borrower shall immediately pay to Agent, Swingline Lender, Issuing Lender or such Lender, from time to time as specified by Agent, Swingline Lender, Issuing Lender or such Lender, the calculation of the additional amounts sufficient required to compensate Agent, Swingline Lender, Issuing Lender or such Lender Affected Person in light of such circumstances. In determining such amount, to such Affected Person may use any reasonable averaging and attribution methods, consistent with the extent that Agent, Swingline Lender, Issuing Lender or averaging and attribution methods generally used by such Lender reasonably determines Affected Person in determining amounts of this type. The amount set forth in such increase in capital to be allocable to the existence of the obligations of Agent, Swingline Lender, Issuing Lender or such Lender hereunder and to the extent Agent, Swingline Lender, Issuing Lender or such Lender generally imposes such amounts on other borrowers in similar circumstances. A certificate as to such amounts submitted to Borrower by Agent, Swingline Lender, Issuing Lender or such Lender (which certificate shall, in the absence of manifest error, be conclusive prima facie evidence as to such amount) shall be included in the Subclass B-1 Increased Costs for the Interest Accrual Period immediately succeeding the date on which such certificate was delivered (or if such certificate was delivered during the last Interest Accrual Period, for such last Interest Accrual Period), and binding to the extent remaining outstanding, each Accrual Period thereafter until paid in full. The Purchasers’ Agent, out of amounts received by it in respect of Subclass B-1 Increased Costs for Affected Persons for any Interest Accrual Period, shall pay such increased costs to such Affected Persons; provided, however, that if the amount so distributable in respect of the Subclass B-1 Increased Costs is less than the aggregate amount payable to all purposessuch Affected Persons pursuant to Sections 2.08, 2.09 and 2.10 hereof, the resulting shortfall shall be allocated among such Affected Persons on a pro rata basis (determined by the amount owed to each).

Increased Capital. If either (i) the introduction of or any change in or in the interpretation Interpretation of any law or regulation or (ii) compliance by Agent, Swingline Lender, Issuing Lender or any Lender with the imposition of any guideline or request from any central bank or other Governmental Authority (whether or not having the force of law and whether or not the failure to comply therewith would be unlawful) made or issued governmental authority reflecting such change after the Closing Date date hereof affects or would affect the amount of capital required or expected to be maintained by Agent, Swingline Lender, Issuing Lender or such Lender or any corporation controlling Agent, Swingline Lender, Issuing Lender or such LenderAffected Person, and Agent, Swingline Lender, Issuing Lender or such Lender Affected Person determines that the amount of such capital is increased by or based upon as a result of (i) the existence of the obligations Class B Note Purchasers’ agreement to make or maintain an investment in the Class B Notes or any interest therein and other similar agreements or facilities, or (ii) the existence of any agreement by Affected Persons to make or maintain an investment in the Class B Notes or any interest therein or to fund any such investment and any other commitments of the same type, such Affected Person shall promptly submit to the Issuer, the Servicer and, if such Person is not the Purchasers’ Agent, Swingline Lender, Issuing Lender or such Lender, then, upon demand by the Purchasers’ Agent, Swingline Lendera certificate setting forth in reasonable detail, Issuing Lender or such Lender, Borrower shall immediately pay to Agent, Swingline Lender, Issuing Lender or such Lender, from time to time as specified by Agent, Swingline Lender, Issuing Lender or such Lender, the calculation of the additional amounts sufficient required to compensate Agent, Swingline Lender, Issuing Lender or such Lender Affected Person in light of such circumstances. In determining such amount, to such Affected Person may use any reasonable averaging and attribution methods, consistent with the extent that Agent, Swingline Lender, Issuing Lender or averaging and attribution methods generally used by such Lender reasonably determines Affected Person in determining amounts of this type. The amount set forth in such increase in capital to be allocable to the existence of the obligations of Agent, Swingline Lender, Issuing Lender or such Lender hereunder and to the extent Agent, Swingline Lender, Issuing Lender or such Lender generally imposes such amounts on other borrowers in similar circumstances. A certificate as to such amounts submitted to Borrower by Agent, Swingline Lender, Issuing Lender or such Lender (which certificate shall, in the absence of manifest error, be conclusive prima facie evidence as to such amount) shall be included in the Class B Increased Costs for the Interest Accrual Period immediately succeeding the date on which such certificate was delivered (or if such certificate was delivered during the last Interest Accrual Period, for such last Interest Accrual Period), and binding to the extent remaining outstanding, each Accrual Period thereafter until paid in full. The Purchasers’ Agent, out of amounts received by it in respect of Class B Increased Costs for Affected Persons for any Interest Accrual Period, shall pay such increased costs to such Affected Persons; provided, however, that if the amount so distributable in respect of the Class B Increased Costs is less than the aggregate amount payable to all purposessuch Affected Persons pursuant to Sections 2.08, 2.09 and 2.10 hereof, the resulting shortfall shall be allocated among such Affected Persons on a pro rata basis (determined by the amount owed to each).