Common use of Increased Cost and Reduced Return; Capital Adequacy Clause in Contracts

Increased Cost and Reduced Return; Capital Adequacy. (a) If any Lender reasonably determines that as a result of the introduction of or any Change in Law or a change in the interpretation of any Law with which such Lender or any lending office of such Lender, if any, is required to comply, in each case, after the date hereof, there shall be any increase in the cost to such Lender agreeing to make, making or maintaining the Term Loan, or a reduction in the amount received or receivable by such Lender in connection with any of the foregoing (excluding for purposes of this Section 3.03(a) any such increased costs or reduction in amount resulting from (i) Indemnified Taxes, (ii) Taxes described in clauses (b) through (d) of the definition of Excluded Taxes or (iii) Other Connection Taxes), then from time to time within fifteen (15) days after demand by such Lender setting forth in reasonable detail such increased costs (with a copy of such demand to the Administrative Agent given in accordance with Section 3.04), Borrower shall pay to such Lender such additional amounts as will compensate such Lender for such increased cost or reduction.

Increased Cost and Reduced Return; Capital Adequacy. (ae) If any Lender reasonably determines that as a result of the introduction of or any Change change in Law or a change in the interpretation of any Law with which such Lender or any lending office of such Lender, if any, is required to complyLaw, in each case, case after the date hereof, or such Lender’s compliance therewith, there shall be any increase in the cost to such Lender of agreeing to makemake or making, making funding or maintaining any Loan the Term Loaninterest on which is determined by reference to the Eurodollar Rate, or a reduction in the amount received or receivable by such Lender in connection with any of the foregoing (excluding for purposes of this Section 3.03(a3.04(a) any such increased costs or reduction in amount resulting from (i) Indemnified Taxes, Taxes and (ii) Taxes described reserve requirements reflected in clauses (b) through (d) of the definition of Excluded Taxes or (iii) Other Connection TaxesEurodollar Rate), then from time to time within fifteen (15) days after demand by of such Lender setting forth in reasonable detail such increased costs (with a copy of such demand to the Administrative Agent given in accordance with Section 3.043.06), the Borrower shall pay to such Lender such additional amounts as will compensate such Lender for such increased cost or reduction.

Increased Cost and Reduced Return; Capital Adequacy. (a) If any Lender reasonably determines that as a result of the introduction of or any Change change in Law or a change in the interpretation of any Law with which such Lender or any lending office of such Lender, if any, is required to complyLaw, in each case, case after the date hereof, or such Lender’s compliance therewith, there shall be any increase in the cost to such Lender of agreeing to makemake or making, making funding or maintaining any Loan the Term Loaninterest on which is determined by reference to the Eurodollar Rate or (as the case may be) issuing or participating in Letters of Credit, or a reduction in the amount received or receivable by such Lender in connection with any of the foregoing (excluding for purposes of this Section 3.03(a3.04(a) any such increased costs or reduction in amount resulting from (i) Indemnified Taxes, Taxes and (ii) Taxes described reserve requirements reflected in clauses (b) through (d) of the definition of Excluded Taxes or (iii) Other Connection TaxesEurodollar Rate), then from time to time within fifteen (15) days after demand by of such Lender setting forth in reasonable detail such increased costs (with a copy of such demand to the Administrative Agent given in accordance with Section 3.043.06), the Borrower shall pay to such Lender such additional amounts as will compensate such Lender for such increased cost or reduction.

Increased Cost and Reduced Return; Capital Adequacy. (a) If any Lender reasonably determines that as a result of the introduction of or any Change in Law or a change in or in the application or interpretation of any Law with which such Lender or any lending office of such Lender, if any, is required to complyLaw, in each case, case after the date hereof, or such Lender’s compliance therewith, there shall be any increase in the cost to such Lender of agreeing to makemake or making, making funding or maintaining any Loan the Term Loaninterest on which is determined by reference to the Eurodollar Rate or (as the case may be) issuing or participating in Letters of Credit, or a reduction in the amount received or receivable by such Lender in connection with any of the foregoing (including Taxes on or with respect to its loans, letters of credit, commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto, but excluding for purposes of this Section 3.03(a3.04(a) any such increased costs or reduction in amount resulting from (i) any Excluded Taxes or any Indemnified Taxes, Taxes or Other Taxes indemnifiable under Section 3.01 and (ii) Taxes described reserve requirements reflected in clauses (b) through (d) of the definition of Excluded Taxes or (iii) Other Connection TaxesEurodollar Rate), then from time to time within fifteen (15) 15 days after demand by of such Lender setting forth in reasonable detail such increased costs (with a copy of such demand to the Administrative Agent given in accordance with Section 3.043.06), the Borrower shall pay to such Lender such additional amounts as will compensate such Lender for such increased cost or reduction.

Increased Cost and Reduced Return; Capital Adequacy. (a) If any Lender reasonably determines that as a result of the introduction of or any Change change in Law or a change in the interpretation of any Law with which such Lender or any lending office of such Lender, if any, is required to complyLaw, in each case, case after the date hereof, or such Lender’s compliance therewith, there shall be any material increase in the cost to such Lender of agreeing to makemake or making, making funding or maintaining any Loan the Term Loaninterest on which is determined by reference to the Eurocurrency Rate or (as the case may be) issuing or participating in Letters of Credit, or a material reduction in the amount received or receivable by such Lender in connection with any of the foregoing (including Taxes on or in respect of its loans, letters of credit, commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto, but excluding for purposes of this Section 3.03(a3.05(a) any such increased costs or reduction in amount resulting from (i) Indemnified TaxesTaxes indemnifiable under Section 3.01, (ii) Taxes described in clauses (b) through (d) of the definition of Excluded Taxes or Taxes, and (iii) Other Connection Taxesreserve requirements reflected in the Eurocurrency Rate), then from time to time within fifteen (15) 15 days after demand by of such Lender setting forth in reasonable detail such increased costs (with a copy of such demand to the Administrative Agent given in accordance with Section 3.043.06), Borrower the Borrowers shall pay to such Lender such additional amounts as will compensate such Lender for such increased cost or reduction.

Increased Cost and Reduced Return; Capital Adequacy. (a) If any Lender reasonably determines that as a result of the introduction of or any Change change in Law or a change in the interpretation of any Law with which such Lender or any lending office of such Lender, if any, is required to complyLaw, in each case, case after the date hereof, or such Lender’s compliance therewith, there shall be any increase in the cost to such Lender of agreeing to makemake or making, making funding or maintaining any Loan the Term Loaninterest on which is determined by reference to the Eurodollar Rate, or a reduction in the amount received or receivable by such Lender in connection with any of the foregoing (excluding for purposes of this Section 3.03(a3.04(a) any such increased costs or reduction in amount resulting from (i) Indemnified Taxes, Taxes and (ii) Taxes described reserve requirements reflected in clauses (b) through (d) of the definition of Excluded Taxes or (iii) Other Connection TaxesEurodollar Rate), then from time to time within fifteen (15) days after demand by of such Lender setting forth in reasonable detail such increased costs (with a copy of such demand to the Administrative Agent given in accordance with Section 3.043.06), the Borrower shall pay to such Lender such additional amounts as will compensate such Lender for such increased cost or reduction.

Increased Cost and Reduced Return; Capital Adequacy. (a) If any Lender reasonably determines that as a result of the introduction of or any Change change in Law or a change in the interpretation of any Law with which such Lender or any lending office of such Lender, if any, is required to complyLaw, in each case, case after the date hereofClosing Date, or such Lender’s compliance therewith, there shall be any increase in the cost to such Lender of agreeing to makemake or making, making funding or maintaining any Loan the Term Loaninterest on which is determined by reference to the Eurodollar Rate, or a reduction in the amount received or receivable by such Lender in connection with any of the foregoing (excluding for purposes of this Section 3.03(a3.04(a) any such increased costs or reduction in amount resulting from (i) Indemnified Taxesany Tax that is an Excluded Tax or any Non-Excluded Taxes or Other Taxes indemnifiable under Section 3.01, and (ii) Taxes described reserve requirements reflected in clauses (b) through (d) of the definition of Excluded Taxes or (iii) Other Connection TaxesEurodollar Rate), then from time to time within fifteen (15) days after demand by of such Lender setting forth in reasonable detail such increased costs (with a copy of such demand to the Administrative Agent given in accordance with Section 3.043.06), the Borrower shall pay to such Lender such additional amounts as will compensate such Lender for such increased cost or reduction.

Increased Cost and Reduced Return; Capital Adequacy. (a) If any Lender reasonably determines that as a result of the introduction of or any Change change in Law or a change in the interpretation of any Law with which such Lender or any lending office of such Lender, if any, is required to complyLaw, in each case, case after the date hereofClosing Date, or such Lender’s compliance therewith, there shall be any material increase in the cost to such Lender of agreeing to makemake or making, making funding or maintaining any Loan the Term Loaninterest on which is determined by reference to the Eurocurrency Rate or (as the case may be) issuing or participating in Letters of Credit, or a material reduction in the amount received or receivable by such Lender in connection with any of the foregoing (including Taxes on or in respect of its loans, letters of credit, commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto, but excluding for purposes of this Section 3.03(a3.04(a) any such increased costs or reduction in amount resulting from (i) Indemnified TaxesTaxes indemnifiable under Section 3.01, (ii) Taxes described in clauses (b) through (d) of the definition of Excluded Taxes or Taxes, and (iii) Other Connection Taxesreserve requirements reflected in the Eurocurrency Rate), then from time to time within fifteen (15) 15 days after demand by of such Lender setting forth in reasonable detail such increased costs (with a copy of such demand to the Administrative Agent given in accordance with Section 3.043.05), Borrower the Borrowers shall pay to such Lender such additional amounts as will compensate such Lender for such increased cost or reduction.

Increased Cost and Reduced Return; Capital Adequacy. (a) If any Lender reasonably determines that as a result of the introduction of or any Change change in Law or a change in the interpretation of any Law with which such Lender or any lending office of such Lender, if any, is required to complyLaw, in each case, case after the date hereofClosing Date, or such Lender’s compliance therewith, there shall be any increase in the cost to such Lender of agreeing to makemake or making, making funding or maintaining any Loan the interest on which is determined by reference to the Term LoanSOFR Rate, or a reduction in the amount received or receivable by such Lender in connection with any of the foregoing (excluding for purposes of this Section 3.03(a3.04(a) any such increased costs or reduction in amount resulting from (i) Indemnified Taxes, (ii) Taxes described in clauses (b) through (d) of the definition of any Tax that is an Excluded Tax or any Non-Excluded Taxes or (iii) Other Connection TaxesTaxes indemnifiable under Section 3.01), then from time to time within fifteen (15) days after demand by of such Lender setting forth in reasonable detail such increased costs (with a copy of such demand to the Administrative Agent given in accordance with Section 3.043.06), the Borrower shall pay to such Lender such additional amounts as will compensate such Lender for such increased cost or reduction.

Increased Cost and Reduced Return; Capital Adequacy. (a) If any Lender reasonably determines that as a result of the introduction of or any Change change in Law or a change in the interpretation of any Law with which such Lender or any lending office of such Lender, if any, is required to complyLaw, in each case, case after the date hereofhereof (or, in the case of any Loans or Commitments established on or after the Closing Date, the Closing Date), or such Lender’s compliance therewith, there shall be any increase in the cost to such Lender of agreeing to makemake or making, making funding or maintaining any Loan the Term Loaninterest on which is determined by reference to the Eurodollar Rate or (as the case may be) issuing or participating in Letters of Credit, or a reduction in the amount received or receivable by such Lender in connection with any of the foregoing (excluding for purposes of this Section 3.03(a3.04(a) any such increased costs or reduction in amount resulting from (i) Indemnified Taxes, Taxes and (ii) Taxes described reserve requirements reflected in clauses (b) through (d) of the definition of Excluded Taxes or (iii) Other Connection TaxesEurodollar Rate), then from time to time within fifteen (15) days after demand by of such Lender setting forth in reasonable detail such increased costs (with a copy of such demand to the Administrative Agent given in accordance with Section 3.043.06), the Borrower shall pay to such Lender such additional amounts as will compensate such Lender for such increased cost or reduction.. 131 Syniverse Credit Agreement