Capital Requirements. If any Lender or any Issuing Bank determines that any Change in Law regarding capital or liquidity requirements has or would have the effect of reducing the rate of return on such Lender’s or such Issuing Bank’s capital or on the capital of such Lender’s or such Issuing Bank’s holding company, if any, as a consequence of this Agreement or the Loans made by, or participations in Swingline Loans and Letters of Credit held by, such Lender, or the Letters of Credit issued by such Issuing Bank, to a level below that which such Lender or such Issuing Bank or such Lender’s or such Issuing Bank’s holding company could have achieved but for such Change in Law (taking into consideration such Lender’s or such Issuing Bank’s policies and the policies of such Lender’s or such Issuing Bank’s holding company with respect to capital adequacy), by an amount deemed to be material by such Lender or such Issuing Bank, then, upon the request of such Lender or such Issuing Bank, the Borrower will pay to such Lender or such Issuing Bank, as the case may be, in Dollars, such additional amount or amounts as will compensate such Lender or such Issuing Bank or such Lender’s or such Issuing Bank’s holding company for any such reduction suffered; provided that no Lender will claim the payment of any of the amounts referred to in this paragraph # if not generally claiming similar compensation from its other similar customers in similar circumstances.

Capital and Liquidity Requirements. If any Lender or anythe Issuing Bank determines that any Change in Law affecting such Lender or Issuing Bank or any lending office of such Lender or such Lender’s or Issuing Bank’s holding company, if any, regarding capital or liquidity requirementsrequirements, has or would have the effect of reducing the rate of return on such Lender’s or suchthe Issuing Bank’s capital or on the capital of such Lender’s or suchthe Issuing Bank’s holding company, if any, as a consequence of this AgreementAgreement, the Commitments of such Lender or the Loans made by, or participations in Swingline Loans and Letters of Credit held by, such Lender, or the Letters of Credit issued by suchthe Issuing Bank, to a level below that which such Lender or suchthe Issuing Bank or such Lender’s or suchthe Issuing Bank’s holding company could have achieved but for such Change in Law (taking into consideration such Lender’s or suchthe Issuing Bank’s policies and the policies of such Lender’s or suchthe Issuing Bank’s holding company with respect to capital adequacy)adequacy and liquidity), by an amount deemed to be material by such Lender or such Issuing Bank, then, upon the request of such Lender or such Issuing Bank,then from time to time the Borrower will pay to such Lender or suchthe Issuing Bank, as the case may be, in Dollars, such additional amount or amounts as will compensate such Lender or suchthe Issuing Bank or such Lender’s or suchthe Issuing Bank’s holding company for any such reduction suffered; provided that no Lender will claim the payment of any of the amounts referred to in this paragraph # if not generally claiming similar compensation from its other similar customers in similar circumstances.suffered.

If any Lender or any Issuing Bank determines that any Change in Law regarding capital or liquidity requirements has or would have the effect of reducing the rate of return on such Lender’Lender’s or such Issuing Bank’Bank’s capital or on the capital of such Lender’Lender’s or such Issuing Bank’Bank’s holding company, if any, as a consequence of this Agreement or the Loans made by, or participations in Swingline Loans and Letters of Credit or Swingline Loans held by, such Lender, or the Letters of Credit issued by such Issuing Bank, to a level below that which such Lender or such Issuing Bank or such Lender’Lender’s or such Issuing Bank’Bank’s holding company could have achieved but for such Change in Law (taking into consideration such Lender’Lender’s or such Issuing Bank’Bank’s policies and the policies of such Lender’Lender’s or such Issuing Bank’Bank’s holding company with respect to capital adequacy)adequacy or liquidity), by an amount deemedthen from time to be material by such Lender or such Issuing Bank, then, upontime the request of such Lender or such Issuing Bank, the Borrowerapplicable Borrowers will pay to such Lender or such Issuing Bank, as the case may be, in Dollars,applicable, such additional amount or amounts as will compensate such Lender or such Issuing Bank or such Lender’Lender’s or such Issuing Bank’Bank’s holding company for any such reduction suffered; provided that no Lender will claim the payment of any of the amounts referred to in this paragraph # if not generally claiming similar compensation from its other similar customers in similar circumstances.suffered.

If any Lender or any Issuing Bank determines that any Change in Law regarding capitalliquidity or liquiditycapital requirements has or would have the effect of reducing the rate of return on such Lender’s or such Issuing Bank’s capital or on the capital of such Lender’s or such Issuing Bank’s holding company, if any, as a consequence of this Agreement or the Loans made by, or participations in Swingline Loans and Letters of Credit or Swingline Loans held by, such Lender, or the Letters of Credit issued by such Issuing Bank, to a level below that which such Lender or such Issuing Bank or such Lender’s or such Issuing Bank’s holding company could have achieved but for such Change in Law (taking into consideration such Lender’s or such Issuing Bank’s policies and the policies of such Lender’s or such Issuing Bank’s holding company with respect to liquidity or capital adequacy), by an amount deemedthen, from time to be material by such Lender or such Issuing Bank, then,time upon the request of such Lender or such Issuing Bank, the BorrowerBorrowers will pay to such Lender or such Issuing Bank, as the case may be, in Dollars, such additional amount or amounts as will compensate such Lender or such Issuing Bank or such Lender’s or such Issuing Bank’s holding company for any such reduction suffered; provided that no Lender will claim the payment of any of the amounts referred to in this paragraph # if not generally claiming similar compensation from its other similar customers in similar circumstances.actually suffered.

Capital Requirements. If any Lender or any Issuing BankLender determines that any Change in Law affecting such Lender or such Issuing Lender or any Lending Office of such Lender or such Lender’s or such Issuing Lender’s holding company, if any, regarding capital or liquidity requirementsrequirements, has or would have the effect of reducing the rate of return on such Lender’s or such Issuing Bank’Lender’s capital or on the capital of such Lender’s or such Issuing Bank’Lender’s holding company, if any, as a consequence of this AgreementAgreement, the Revolving Credit Commitment of such Lender or the Loans made by, or participations in Swingline Loans and Letters of Credit or Swingline Loans held by, such Lender, or the Letters of Credit issued by such Issuing Bank,Lender, to a level below that which such Lender or such Issuing BankLender or such Lender’s or such Issuing Bank’Lender’s holding company could have achieved but for such Change in Law (taking into consideration such Lender’s or such Issuing Bank’Lender’s policies and the policies of such Lender’s or such Issuing Bank’Lender’s holding company with respect to capital adequacy)adequacy and liquidity), by an amount deemedthen from time to be material by such Lender or such Issuing Bank, then,time upon thewritten request of such Lender or such Issuing Bank,Lender the Borrower willshall promptly pay to such Lender or such Issuing Bank,Lender, as the case may be, in Dollars, such additional amount or amounts as will compensate such Lender or such Issuing BankLender or such Lender’s or such Issuing Bank’Lender’s holding company for any such reduction suffered; provided that no Lender will claim the payment of any of the amounts referred to in this paragraph # if not generally claiming similar compensation from its other similar customers in similar circumstances.suffered.

Capital Requirements. If any Lender or any Issuing BankLender determines that any Change in Law affecting such Lender or such Issuing Lender or any Lending Office of such Lender or such Lender's or such Issuing Lender's holding company, if any, regarding capital or liquidity requirementsrequirements, has or would have the effect of reducing the rate of return on such Lender’Lender's or such Issuing Bank’Lender's capital or on the capital of such Lender’Lender's or such Issuing Bank’Lender's holding company, if any, as a consequence of this AgreementAgreement, the Revolving Credit Commitment of such Lender or the Loans made by, or participations in Swingline Loans and Letters of Credit or Swingline Loans held by, such Lender, or the Letters of Credit issued by such Issuing Bank,Lender, to a level below that which such Lender or such Issuing BankLender or such Lender’Lender's or such Issuing Bank’Lender's holding company could have achieved but for such Change in Law (taking into consideration such Lender’Lender's or such Issuing Bank’Lender's policies and the policies of such Lender’Lender's or such Issuing Bank’Lender's holding company with respect to capital adequacy)adequacy and liquidity), by an amount deemedthen from time to be material by such Lender or such Issuing Bank, then,time upon thewritten request of such Lender or such Issuing Bank,Lender the Borrower willshall pay to such Lender or such Issuing Bank,Lender, as the case may be, in Dollars, such additional amount or amounts as will compensate such Lender or such Issuing BankLender or such Lender’Lender's or such Issuing Bank’Lender's holding company for any such reduction suffered; provided that no Lender will claim the payment of any of the amounts referred to in this paragraph # if not generally claiming similar compensation from its other similar customers in similar circumstances.suffered.

Capital Requirements. If any Lender or any Issuing Bankthe L/C Issuer determines that any Change in Law affecting such Lender or the L/C Issuer or any Lending Office of such Lender or such Lender’s or the L/C Issuer’s holding company, if any, regarding capital or liquidity requirements has or would have the effect of reducing the rate of return on such Lender’s or such Issuing Bank’the L/C Issuer’s capital or on the capital of such Lender’s or such Issuing Bank’the L/C Issuer’s holding company, if any, as a consequence of this AgreementAgreement, the Commitments of such Lender or the Loans made by, or participations in Swingline Loans and Letters of Credit or Swingline Loans held by, such Lender, or the Letters of Credit issued by such Issuing Bank,the L/C Issuer, to a level below that which such Lender or such Issuing Bankthe L/C Issuer or such Lender’s or such Issuing Bank’the L/C Issuer’s holding company could have achieved but for such Change in Law (taking into consideration such Lender’s or such Issuing Bank’the L/C Issuer’s policies and the policies of such Lender’s or such Issuing Bank’the L/C Issuer’s holding company with respect to capital adequacy), by an amount deemedthen from time to be material by such Lender or such Issuing Bank, then, upon the request of such Lender or such Issuing Bank,time the Borrower will pay to such Lender or such Issuing Bank,the L/C Issuer, as the case may be, in Dollars, such additional amount or amounts as will compensate such Lender or such Issuing Bankthe L/C Issuer or such Lender’s or such Issuing Bank’the L/C Issuer’s holding company for any such reduction suffered; provided that no Lender will claim the payment of any of the amounts referred to in this paragraph # if not generally claiming similar compensation from its other similar customers in similar circumstances.suffered.

If any Lender or anythe Issuing Bank determines that any Change in Law regarding capital or liquidity requirements has or would have the effect of reducing the rate of return on such Lender’Lender’s or suchthe Issuing Bank’Bank’s capital or on the capital of such Lender’Lender’s or suchthe Issuing Bank’Bank’s holding company, if any, as a consequence of this AgreementAgreement, the Commitments of, or the Loans made by, or participations in Swingline Loans and Letters of Credit or Swingline Loans held by, such Lender, or the Letters of Credit issued by suchthe Issuing Bank, to a level below that which such Lender or suchthe Issuing Bank or such Lender’Lender’s or suchthe Issuing Bank’Bank’s holding company could have achieved but for such Change in Law (taking into consideration such Lender’Lender’s or suchthe Issuing Bank’Bank’s policies and the policies of such Lender’Lender’s or suchthe Issuing Bank’Bank’s holding company with respect to capital adequacy)adequacy and liquidity), by an amount deemedthen from time to be material by such Lender or such Issuing Bank, then, upontime the request of such Lender or such Issuing Bank, the BorrowerBorrowers will pay to such Lender or suchthe Issuing Bank, as the case may be, in Dollars, such additional amount or amounts as will compensate such Lender or suchthe Issuing Bank or such Lender’Lender’s or suchthe Issuing Bank’Bank’s holding company for any such reduction suffered; provided that no Lender will claim the payment of any of the amounts referred to in this paragraph # if not generally claiming similar compensation from its other similar customers in similar circumstances.suffered.

If any Lender or any Issuing Bank determines that any Change in Law regarding capital or liquidity requirements has or would have the effect of reducing the rate of return on such Lender’s or such Issuing Bank’s capital or on the capital of such Lender’s or such Issuing Bank’s holding company, if any, as a consequence of this AgreementAgreement, the Commitments of or the Loans made by, or participations in Swingline Loans and Letters of Credit or Swingline Loans held by, such Lender, or the Letters of Credit issued by such Issuing Bank, to a level below that which such Lender or such Issuing Bank or such Lender’s or such Issuing Bank’s holding company could have achieved but for such Change in Law (taking into consideration such Lender’s or such Issuing Bank’s policies and the policies of such Lender’s or such Issuing Bank’s holding company with respect to capital adequacy)adequacy and liquidity), by an amount deemedthen from time to be material by such Lender or such Issuing Bank, then, upontime the request of such Lender or such Issuing Bank, theapplicable Borrower will pay to such Lender or such Issuing Bank, as the case may be, in Dollars, such additional amount or amounts as will compensate such Lender or such Issuing Bank or such Lender’s or such Issuing Bank’s holding company for any such reduction suffered; provided that no Lender will claim the payment of any of the amounts referred to in this paragraph # if not generally claiming similar compensation from its other similar customers in similar circumstances.suffered.

Capital Requirements. If any Lender or any Issuing BankL/C Issuer determines that any Change in Law affecting such Lender or such L/C Issuer or any Lending Office of such Lender or such Lender’s or such L/C Issuer’s holding company, if any, regarding capital or liquidity requirements has or would have the effect of reducing the rate of return on such Lender’s or such Issuing Bank’L/C Issuer’s capital or on the capital of such Lender’s or such Issuing Bank’L/C Issuer’s holding company, if any, as a consequence of this AgreementAgreement, the Commitments of such Lender or the Loans made by, or participations in Swingline Loans and Letters of Credit or Swing Line Loans held by, such Lender, or the Letters of Credit issued by such Issuing Bank,L/C Issuer, to a level below that which such Lender or such Issuing BankL/C Issuer or such Lender’s or such Issuing Bank’L/C Issuer’s holding company could have achieved but for such Change in Law (taking into consideration such Lender’s or such Issuing Bank’L/C Issuer’s policies and the policies of such Lender’s or such Issuing Bank’L/C Issuer’s holding company with respect to capital adequacy)adequacy and liquidity), by an amount deemedthen from time to be material by such Lender or such Issuing Bank, then, upontime the request of such Lender or such Issuing Bank, the BorrowerBorrowers will pay to such Lender or such Issuing Bank,L/C Issuer, as the case may be, in Dollars, such additional amount or amounts as will compensate such Lender or such Issuing BankL/C Issuer or such Lender’s or such Issuing Bank’L/C Issuer’s holding company for any such reduction suffered; provided that no Lender will claim the payment of any of the amounts referred to in this paragraph # if not generally claiming similar compensation from its other similar customers in similar circumstances.suffered.