Common use of Mitigation Obligations Clause in Contracts

Mitigation Obligations. If a Lender requests compensation under Section 3.03, or the Borrower is required to pay any additional amount to a Lender, an Agent or any Governmental Authority for the account of such Lender or Agent pursuant to Section 3.01, or if a Lender gives a notice pursuant to Section 3.02, then such Lender or Agent, as the case may be, at the request of the Borrower, shall use reasonable efforts to designate a different lending office for funding or booking the Loans, or its portion thereof, hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates and to take any other actions reasonable in the sole judgment of such Lender or Agent, if, in the sole judgment of such Lender or Agent, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.03, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.02, as applicable, and (ii) in each case, would not subject such Lender or Agent to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender or Agent. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by a Lender or Agent in connection with any such designation, assignment or action.

Mitigation Obligations. If a any Lender requests compensation under Section 3.033.01 or Section 3.02, or the Borrower is required to pay any additional amount to a Lender, an Agent any Lender or Issuing Lender or any Governmental Authority for the account of such any Lender or Agent Issuing Lender pursuant to Section 3.013.05, or if a any Lender gives a notice pursuant to Section 3.023.07(b), then such Lender or Agent, as the case may be, at the request of the Borrower, Issuing Lender shall use reasonable efforts to designate a different lending office Lending Installation for funding or booking the Loans, or its portion thereof, Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates and to take any other actions reasonable affiliates, if, in the sole judgment of such Lender or Agent, if, in the sole judgment of such Lender or AgentIssuing Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 3.01, 3.02 or 3.033.05, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.023.07(b), as applicable, and (ii) in each case, would not subject such Lender or Agent Issuing Lender, as the case may be, to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender or AgentIssuing Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by a any Lender or Agent Issuing Lender in connection with any such designation, assignment designation or actionassignment.

Mitigation Obligations. If a Lender requests compensation under Section 3.03, or the Borrower is required to pay any additional amount to a Lender, an Agent or any Governmental Authority for the account of such Lender or Agent pursuant to Section 3.01, or if a Lender gives a notice pursuant to Section 3.02, then such Lender or Agent, as the case may be, at the request of the Borrower, shall use reasonable efforts to designate a different lending office for funding or booking the LoansLoan, or its portion thereof, hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates and to take any other actions reasonable in the sole good faith judgment of such Lender or Agent, if, in the sole judgment of such Lender or Agent, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.03, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.02, as applicable, and (ii) in each case, would not subject such Lender or Agent to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender or Agent. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by a Lender or Agent in connection with any such designation, assignment or action.

Mitigation Obligations. If a Lender requests compensation under Section 3.03, or the Borrower is required to pay any additional amount to a Lender, an Agent or any Governmental Authority for the account of such Lender or Agent pursuant to Section 3.01, or if a Lender gives a notice pursuant to Section 3.02, then such Lender or Agent, as the case may be, at the request of the Borrower, shall use reasonable efforts to designate a different lending office for funding or booking the Loans, or its portion thereof, hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates and to take any other actions reasonable in the sole judgment of such Lender or Agent, if, in the sole judgment of such Lender or Agent, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.03, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.02, as applicable, and (ii) in each case, would not subject such Lender or Agent to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender or Agent. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by a Lender or Agent in connection with any such designation, assignment or action.

Mitigation Obligations. If a any Lender requests compensation under Section 3.033.04, or the Borrower is required to pay any additional amount to a any Lender, an Agent the L/C Issuer, or any Governmental Authority for the account of such any Lender or Agent the L/C Issuer pursuant to Section 3.01, or if a any Lender gives a notice pursuant to Section 3.02, then such Lender or Agentthe L/C Issuer shall, as the case may beapplicable, at the request of the Borrower, shall use reasonable efforts to designate a different lending office Lending Office for funding or booking the Loans, or its portion thereof, Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates and to take any other actions reasonable affiliates, if, in the sole judgment of such Lender or Agent, if, in the sole judgment of such Lender or AgentL/C Issuer, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.033.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.02, as applicable, and (ii) in each case, would not subject such Lender or Agent the L/C Issuer, as the case may be, to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender or Agentthe L/C Issuer, as the case may be. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by a any Lender or Agent the L/C Issuer in connection with any such designation, assignment designation or actionassignment.

Mitigation Obligations. Each Lender may make any Credit Extension to the Borrower through any Lending Office, provided that the exercise of this option shall not affect the obligation of the Borrower to repay the Credit Extension in accordance with the terms of this Agreement. If a any Lender requests compensation under Section 3.033.04, or the Borrower is required to pay any additional amount to a Lender, an Agent any Lender or any Governmental Authority for the account of such any Lender or Agent pursuant to Section 3.01, or if a any Lender gives a notice pursuant to Section 3.02, then such Lender or Agent, as the case may be, at the request of the Borrower, shall use reasonable efforts to designate a different lending office Lending Office for funding or booking the Loans, or its portion thereof, Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates and to take any other actions reasonable in the sole judgment of such Lender or Agentaffiliates, if, in the sole judgment of such Lender or AgentLender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.033.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.02, as applicable, and (ii) in each case, would not subject such Lender or Agent to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender in any material economic, legal or Agentregulatory respect. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by a any Lender or Agent in connection with any such designation, assignment designation or actionassignment.

Mitigation Obligations. If a the Lender requests compensation under Section 3.033.04, or the Borrower is required to pay any additional amount to a the Lender, an Agent the L/C Issuer or any Governmental Authority for the account of such the Lender or Agent the L/C Issuer pursuant to Section 3.01, or if a the Lender gives a notice pursuant to Section 3.02, then such Lender or Agent, as the case may be, at the request of the BorrowerBorrower the Lender or the L/C Issuer shall, shall as applicable, use reasonable efforts to designate a different lending office Lender’s Office for funding or booking the Loans, or its portion thereof, Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates and to take any other actions reasonable in the sole judgment of such Lender or Agentaffiliates, if, in the sole judgment of such the Lender or Agentthe L/C Issuer, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.033.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.02, as applicable, and (ii) in each case, would not subject such the Lender or Agent the L/C Issuer, as the case may be, to any unreimbursed cost or expense and would not otherwise be disadvantageous to such the Lender or Agentthe L/C Issuer, as the case may be. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by a the Lender or Agent the L/C Issuer in connection with any such designation, assignment designation or actionassignment.

Mitigation Obligations. If a any Lender requests compensation under Section 3.033.04, or the Borrower is required to pay any additional amount to a any Lender, an Agent the L/C Issuer or any Governmental Authority for the account of such any Lender or Agent the L/C Issuer pursuant to Section 3.01, or if a any Lender gives a notice pursuant to Section 3.02, then such Lender or Agentthe L/C Issuer, as the case may be, at the request of the Borrowerapplicable, shall use reasonable efforts to designate a different lending office Lending Office for funding or booking the Loans, or its portion thereof, Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates and to take any other actions reasonable affiliates, if, in the sole judgment of such Lender or Agent, if, in the sole judgment of such Lender or AgentL/C Issuer, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.033.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.02, as applicable, and (ii) in each case, would not subject such Lender or Agent the L/C Issuer, as the case may be, to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender or Agentthe L/C Issuer, as the case may be. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by a any Lender or Agent the L/C Issuer in connection with any such designation, assignment designation or actionassignment.

Mitigation Obligations. If a any Lender requests compensation under Section 3.033.01 or Section 3.02, or the Borrower is required to pay any additional amount to a Lender, an Agent any Lender or Issuing Lender or any Governmental Authority for the account of such any Lender or Agent Issuing Lender pursuant to Section 3.013.05, or if a any Lender gives a notice pursuant to Section 3.023.03, then such Lender or Agent, as the case may be, at the request of the Borrower, Issuing Lender shall use reasonable efforts to designate a different lending office Lending Installation for funding or booking the Loans, or its portion thereof, Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates and to take any other actions reasonable affiliates, if, in the sole judgment of such Lender or Agent, if, in the sole judgment of such Lender or AgentIssuing Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 3.01, 3.02 or 3.033.05, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.023.03, as applicable, and (ii2) in each case, would not subject such Lender or Agent Issuing Lender, as the case may be, to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender or AgentIssuing Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by a any Lender or Agent Issuing Lender in connection with any such designation, assignment designation or actionassignment.

Mitigation Obligations. If a any Lender requests compensation under Section 3.033.04, or the Borrower is required to pay any additional amount to a any Lender, an Agent the L/C Issuer or any Governmental Authority for the account of such any Lender or Agent the L/C Issuer pursuant to Section 3.01, or if a any Lender gives a notice pursuant to Section 3.02, then such Lender or Agentthe L/C Issuer, as the case may be, at the request of the Borrowerapplicable, shall use reasonable efforts to designate a different lending office Lending Office for funding or booking the Loans, or its portion thereof, Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates and to take any other actions reasonable affiliates, if, in the sole judgment of such Lender or Agent, if, in the sole judgment of such Lender or AgentL/C Issuer, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.033.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.02, as applicable, and (ii) in each case, would not subject such Lender or Agent the L/C Issuer , as the case may be, to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender or Agentthe L/C Issuer, as the case may be. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by a any Lender or Agent the L/C Issuer in connection with any such designation, assignment designation or actionassignment.

Mitigation Obligations. If a any Lender requests compensation under Section 3.033.04, or the Borrower is required requires any Loan Party to pay any Indemnified Taxes or additional amount amounts to a Lender, an Agent any Lender or any Governmental Authority for the account of such any Lender or Agent pursuant to Section 3.01, 3.01 (but in the case of Section 3.01 only to the extent the obligation to pay any such Indemnifies Taxes or additional amounts results from a Change in Law after the Closing Date) or if a any Lender gives a notice pursuant to Section 3.02, then such Lender or Agent, as the case may be, at the request of the BorrowerBorrower such Lender shall, shall as applicable, use reasonable efforts to designate a different lending office Lending Office for funding or booking the Loans, or its portion thereof, Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates and to take any other actions reasonable in the sole judgment of such Lender or Agentaffiliates, if, in the sole judgment of such Lender or AgentLender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.033.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.02, as applicable, and (ii) in each case, would not subject such Lender or Agent Lender, to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender or AgentLender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by a any Lender or Agent in connection with any such designation, assignment designation or actionassignment.

Mitigation Obligations. If a any Lender requests compensation under Section 3.033.01 or Section 3.02, or the Borrower is required to pay any additional amount to a Lender, an Agent any Lender or Issuing Lender or any Governmental Authority for the account of such any Lender or Agent Issuing Lender pursuant to Section 3.013.05, or if a any Lender gives a notice pursuant to Section 3.023.03, then such Lender or Agent, as the case may be, at the request of the Borrower, Issuing Lender shall use reasonable efforts to designate a different lending office Lending Installation for funding or booking the Loans, or its portion thereof, Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates and to take any other actions reasonable affiliates, if, in the sole judgment of such Lender or Agent, if, in the sole judgment of such Lender or AgentIssuing Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 3.01, ‎3.02 or 3.033.05, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.023.03, as applicable, and (ii) in each case, would not subject such Lender or Agent Issuing Lender, as the case may be, to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender or AgentIssuing Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by a any Lender or Agent Issuing Lender in connection with any such designation, assignment designation or actionassignment.

Mitigation Obligations. If a any Lender requests compensation under Section 3.033.04, or the Borrower is Loan Parties are required to pay any additional amount to a any Lender, an Agent any L/C Issuer or any Governmental Authority for the account of such any Lender or Agent any L/C Issuer pursuant to Section 3.013.01 (other than additional amounts arising from VAT), or if a any Lender or any L/C Issuer gives a notice pursuant to Section 3.02, then such Lender or Agentsuch L/C Issuer, as the case may beapplicable, at the request of the Borrower, shall will use reasonable efforts to designate a different lending office Lending Office for funding or booking the Loans, or its portion thereof, Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates and to take any other actions reasonable Affiliates, if, in the sole judgment of such Lender or Agent, if, in the sole judgment of such Lender or AgentL/C Issuer, such designation or assignment (ia) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.033.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.02, as applicable, and (iib) in each case, would not subject such Lender or Agent such L/C Issuer to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender or Agentsuch L/C Issuer. The Borrower Loan Parties hereby agrees agree to pay all reasonable costs and expenses incurred by a any Lender or Agent any L/C Issuer in connection with any such designation, assignment designation or actionassignment.

Mitigation Obligations. If a any Lender requests compensation under Section 3.033.04, or the a Borrower is required to pay any additional amount to a any Lender, an Agent the L/C Issuer or any Governmental Authority for the account of such Lender or Agent any Lender, the L/C Issuer, pursuant to Section 3.01, or if a any Lender gives a notice pursuant to Section 3.02, then such Lender or Agentthe L/C Issuer shall, as the case may beapplicable, at the request of the Borrower, shall use reasonable efforts to designate a different lending office Lending Office for funding or booking the Loans, or its portion thereof, Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates and to take any other actions reasonable affiliates, if, in the sole judgment of such Lender or Agent, if, in the sole judgment of such Lender or AgentL/C Issuer, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.033.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.02, as applicable, and (ii) in each case, would not subject such Lender or Agent the L/C Issuer, as the case may be, to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender or Agentthe L/C Issuer, as the case may be. The Borrower Borrowers hereby agrees agrees, jointly and severally, to pay all reasonable costs and expenses incurred by a any Lender or Agent the L/C Issuer in connection with any such designation, assignment designation or actionassignment.

Mitigation Obligations. If a any Lender or L/C Issuer requests compensation under Section 3.03‎Section 3.01 or ‎Section 3.02, or the any Borrower is required to pay any additional amount to a Lender, an Agent any Lender or L/C Issuer or any Governmental Authority for the account of such any Lender or Agent L/C Issuer pursuant to Section 3.01‎Section 3.05, or if a any Lender or L/C Issuer gives a notice pursuant to Section 3.02‎Section 3.03, then such Lender or AgentL/C Issuer shall, as the case may beapplicable, at the request of the Borrower, shall use reasonable efforts to designate a different lending office Lending Installation for funding or booking the Loans, or its portion thereof, Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates and to take any other actions reasonable affiliates, if, in the sole judgment of such Lender or Agent, if, in the sole judgment of such Lender or AgentL/C Issuer, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 ‎Section 3.01, ‎3.02 or 3.03‎3.05, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.02‎Section 3.03, as applicable, and (ii) in each case, would not subject such Lender or Agent L/C Issuer to any unreimbursed cost or expense and would not otherwise be materially disadvantageous to such Lender or AgentL/C Issuer. The Borrower WBA hereby agrees to pay all reasonable costs and expenses incurred by a any Lender or Agent L/C Issuer in connection with any such designation, assignment designation or actionassignment.

Mitigation Obligations. If a any Lender requests compensation under Section 3.033.04, or the Borrower is required to pay any additional amount to a any Lender, an Agent the L/C Issuer or any Governmental Authority for the account of such any Lender or Agent the L/C Issuer, pursuant to Section 3.01, or if a any Lender gives a notice pursuant to Section 3.02, then such Lender or Agentthe L/C Issuer shall, as the case may beapplicable, at the request of the Borrower, shall use reasonable efforts to designate a different lending office Lending Office for funding or booking the Loans, or its portion thereof, Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates and to take any other actions reasonable affiliates, if, in the sole judgment of such Lender or Agent, if, in the sole judgment of such Lender or AgentL/C Issuer, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.033.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.02, as applicable, and (ii) in each case, would not subject such Lender or Agent the L/C Issuer, as the case may be, to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender or Agentthe L/C Issuer, as the case may be. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by a any Lender or Agent the L/C Issuer in connection with any such designation, assignment designation or actionassignment.