. Each Lender agrees that, upon the occurrence of any event giving rise to the operation of [Section 2.18 or 2.19(a)])] with respect to such Lender, it will, if requested by the Borrower, use reasonable efforts (subject to overall policy considerations of such Lender) to designate another lending office for any Loans affected by such event with the object of avoiding the consequences of such event; provided, that such designation is made on terms that, in the sole judgment of such Lender, cause such Lender and its lending office(s) to suffer no economic, legal or regulatory disadvantage, and provided, further, that nothing in this Section shall affect or postpone any of the obligations of the Borrower or the rights of any Lender pursuant to [Section 2.18 or 2.19(a)])]. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation.

Change of Lending Office. Each Lender agrees that, upon the occurrence of any event giving rise to the operation of Section 3.9 or 3.10(a), (b) or (c))])] with respect to such Lender, it will, if requested by the Borrower, use reasonable efforts (subject to overall policy considerations of such Lender) to designate another lending office for any Term Loans affected by such event with the object of avoiding the consequences of such event; provided, that such designation is made on terms that, in the sole judgment of such Lender, cause such Lender and its lending office(s) to suffer no economic, legal or regulatory disadvantage or any unreimbursed costs or expenses; and provided, further, that nothing in this Section shall affect or postpone any of the obligations of the Borrower or the rights of any Lender pursuant to Section 3.9 or 3.10(a), (b) or (c))])]. The Borrower hereby agrees to pay all reasonable, documented out-of-pocket costs and expenses incurred by any Lender in connection with any such designation.

Change of Lending Office. Each Lender agrees that, upon the occurrence of any event giving rise to the operation of [Section 2.17(a)], [Section 2.17(b)], [Section 2.17(c)], [Section 2.18(a)], [Section 2.18(b)] or [Section 2.18(d)] with respect to such Lender, it will, if requested by the Borrower, use reasonable efforts (subject to overall policy considerations of such Lender) to designate a different lending office for funding or booking its Loans affected by such event or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, in each case, with the object of avoiding the consequences of such event; provided that such designation is made on terms that, in the sole judgment of such Lender, cause such Lender and its lending office(s) to suffer no economic, legal, regulatory or other disadvantage; provided further that nothing in this Section shall affect or postpone any of the obligations of the Borrower or the rights of any Lender pursuant to [Section 2.17(a)], [Section 2.17(b)], [Section 2.17(c)], [Section 2.18(a)], [Section 2.18(b)] or [Section 2.18(d)]. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment made at the request of the Borrower.

Change of Lending Office. Each Lender agrees that, upon the occurrence of any event giving rise to the operation of [Section 2.19(a)], [Section 2.19(b)], [Section 2.20(a)] or [Section 2.20(d)] with respect to such Lender, it will, if requested by the Borrowers, use commercially reasonable efforts (subject to legal and regulatory restrictions) to designate a different lending office for funding or booking its Loans affected by such event or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, in each case, with the object of avoiding the consequences of such event; provided that such designation is made on terms that, in the reasonable judgment of such Lender, cause such Lender and its lending office(s) to suffer no economic, legal or regulatory disadvantage; provided further that nothing in this Section shall affect or postpone any of the obligations of the Borrower or the rights of any Lender pursuant to [Section 2.19(a)], [Section 2.19(b)], [Section 2.20(a)] or [Section 2.20(d)]. The Borrowers hereby agree to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment made at the request of the Borrowers.

. Each Lender agrees that on the occurrence of any event giving rise to the operation of [Section 2.10(b), (c) or (d)])])] or [Section 5.04] with respect to such Lender, it will, if requested by Lead Borrower, use reasonable efforts (subject to overall policy considerations of such Lender) to designate another lending office for any Term Loans affected by such event; provided that such designation is made on such terms that such Lender and its lending office suffer no economic, legal or regulatory disadvantage, with the object of avoiding the consequence of the event giving rise to the operation of such Section. Nothing in this [Section 2.12] shall affect or postpone any of the obligations of the Borrowers or the right of any Lender provided in [Sections 2.10 and 5.04]4].

Section # Change of Lending Office. Each Lender agrees that, upon the occurrence of any event giving rise to the operation of [Section 3.1 or 3.2(a)])] hereof with respect to such Lender, it will, if requested by the Borrower, use reasonable efforts (subject to overall policy considerations of such Lender) to designate another lending office (or an affiliate of such Lender, if practical for such Lender) for any Loans affected by such event with the object of avoiding the consequences of such event; provided, that such designation is made on terms that, in the sole judgment of such Lender, cause such Lender and its lending office(s) to suffer no economic, legal or regulatory disadvantage; and provided, further, that nothing in this Section shall affect or postpone any of the obligations of the Borrower or the rights of any Lender pursuant to [Section 3.1 or 3.2(a)])] hereof.

. If any Lender requests compensation under [Section 2.18], or if the Borrower is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to [Section 2.20], then such Lender shall use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the sole judgment of such Lender, such designation or assignment # would eliminate or reduce amounts payable under [Section 2.18] or [Section 2.20], as the case may be, in the future and # would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with such designation or assignment.

Section # Change of Lending Office. Each Lender agrees that, upon the occurrence of any event giving rise to the operation of [Section 3.1 or 3.2(a)] hereof with respect to such Lender, it will, if requested by the Borrower, use reasonable efforts (subject to overall policy considerations of such Lender) to designate another lending office (or an affiliate of such Lender, if practical for such Lender) for any Loans affected by such event with the object of avoiding the consequences of such event; provided, that such designation is made on terms that, in the sole judgment of such Lender, cause such Lender and its lending office(s) to suffer no economic, legal or regulatory disadvantage; and provided, further, that nothing in this [Section 3.4] shall affect or postpone any of the obligations of the Borrower or the rights of any Lender pursuant to [Section 3.1 or 3.2(a)] hereof.

. Each Lender agrees that on the occurrence of any event giving rise to the operation of [Section 3.01(a)(ii) or (iii)])], [Section 3.01(c)] or [Section 5.01] with respect to such Lender, it will, if requested by the Lead Borrower, use reasonable efforts (subject to overall policy considerations of such Lender) to designate another lending office for any Loans affected by such event, provided that such designation is made on such terms that such Lender and its lending office suffer no economic, legal or regulatory disadvantage, with the object of avoiding the consequence of the event giving rise to the operation of such Section. Nothing in this [Section 3.03] shall affect or postpone any of the obligations of the Borrowers or the right of any Lender provided in [Sections 3.01 and 5.01].

. If any Lender requests compensation under Section 2.18 or the Borrowers are required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to [Section 2.20], then such Lender shall use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the sole judgment of such Lender, such designation or assignment # would eliminate or reduce amounts payable under Section 2.18 or [Section 2.20], as the case may be, in the future and # would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrowers hereby agree to pay all costs and expenses incurred by any Lender in connection with such designation or assignment.

. (a) If any Lender requests compensation under [Section 2.16], or if any Borrower is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to [Section 2.18], then such Lender shall use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment # would eliminate or reduce amounts payable pursuant to [Section 2.16] or [Section 2.18], as the case may be, in the future and # would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The applicable Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.