Additional Amounts and other Taxes Sample Clauses

Additional Amounts and other Taxes. All payments made by the Company, or a successor thereof, under or with respect to a Note, whether or not in the form of a certificated Note, or by a Guarantor, or a successor thereof, each a "Payer," under or with respect to its Subsidiary Guarantee will be made free of and without withholding or deduction for, or on account of, any present or future Taxes imposed or levied by or on behalf of (i) any jurisdiction in which such Payer is then incorporated or otherwise organized, engaged in business or resident for tax purposes or any political subdivision thereof or therein or (ii) any jurisdiction by or through which payment is made or any political subdivision thereof or therein, each, a "Taxing Jurisdiction," unless the withholding or deduction of such Taxes is then required by law or the interpretation or administration thereof. If the Payer is so required to withhold or deduct any amount, the Payer will pay such additional amounts, the "Additional Amounts," as may be necessary in order that the net amounts received in respect of such payments by each holder, including Additional Amounts, after such withholding, deduction or imposition will equal the respective amounts which would have been received in respect of such payments in the absence of such withholding, deduction or imposition; provided, however, that no Additional Amounts will be payable with respect to: (1) any payments which would not have been imposed but for the Holder or the Beneficial Owner of, or Person ultimately entitled to obtain an interest in, such note being a citizen or resident or national of, or being incorporated in or carrying on a business in or maintaining a permanent establishment in, the relevant Taxing Jurisdiction other than the mere receipt of such payment on, or the ownership or holding of, or the execution, delivery, registration or enforcement of, such Note; (2) any Taxes that are imposed, deducted or withheld as a result of the failure of the Holder of a Note or Beneficial Owner of a Note to comply with any written request, made to that Holder or Beneficial Owner at least 60 days before any such imposition, deduction or withholding would be payable by a Payer to (a) make a declaration of non-residence, or any other claim or filing for exemption, to which it is entitled or (b) comply with any certification, identification, information, documentation or other reporting requirement concerning the nationality, residence, identity or connection with the relevant Taxing ...