Common use of Agent Right to Withhold Clause in Contracts

Agent Right to Withhold. Notwithstanding any other provision of this letter, each of the Paying Agent and the Registrar shall be entitled to make a deduction or withholding from any payment which it makes under the Notes for or on account of any Tax, if and only to the extent so required by Applicable Law, in which event the Paying Agent or the Registrar, as the case may be, shall make such payment after such deduction or withholding has been made and shall account to the relevant Authority within the time allowed for the amount so deducted or withheld or, at its option, shall reasonably promptly after making such payment return to the Company’s account, the details of which are set forth in Schedule A to this letter, the amount so deducted or withheld, in which case, the Company shall so account to the relevant Authority for such amount. If the Paying Agent or the Registrar accounts to the relevant Authority, the Paying Agent or the Registrar, as the case may be, shall provide the Company and the Holders satisfactory documentation evidencing the payment of any withheld amounts to such Authority.