Common use of Certification to secure Clause in Contracts

Certification to secure. a Tax benefit ------------------------------------- If, in order to make any payment due under this Agreement to the Agent, the Arranger, the Security Trustee or any Bank without deduction or withholding for or on account of Tax or to secure the benefit of any reduced rate of such deduction or withholding, any Borrower requires a direction from or the consent of a government or taxing authority: (a) the Borrowers agree to use their reasonable endeavours to complete (accurately and in a manner reasonably satisfactory to the Agent, the Security Trustee, the Arranger or such Bank), execute, arrange for any required certification of, and deliver to the Agent, the Security Trustee, the Arranger or such Bank or such government or taxing authority as the Agent, the Security Trustee, the Arranger or such Bank reasonably directs, any form or document reasonably required of it, and to provide such information that the Agent, the Security Trustee, the Arranger, such Bank or such government or taxing authority may reasonably require or request in order to assist or enable the Agent, the Security Trustee, the Arranger or such Bank to secure that such a direction or consent is given to the relevant Borrower in respect of any payment. Each Borrower shall perform its obligations under this sub-paragraph (a) promptly upon the earlier of: (i) being notified that the form, document or information is required or requested; and (ii) demand being made by the Agent, the Security Trustee, the Arranger, such Bank or the relevant government or taxing authority, as the case may be; (b) the Agent, the Security Trustee, the Arranger and each such Bank agrees to use its reasonable endeavours to complete (accurately and in a manner reasonably satisfactory to the Parent), execute, arrange for any required certification of, and deliver to the relevant Borrower, or such government or taxing authority as the Parent may reasonably direct, any form or document reasonably required of it, and to provide such information that the Parent or such government or taxing authority may reasonably require or request in order to assist or enable the Parent to secure that such a direction or consent is given to the relevant Borrower in respect of any payment. The obligations of the Agent, the Security Trustee, the Arranger and such Bank under this sub-paragraph (b) shall be performed within 30 days of reasonable demand by the Parent.

Certification to secure. a Tax benefit ------------------------------------- If, in order to make any payment due under this Agreement to the Agent, the ArrangerArrangers, the Security Trustee or any Bank without deduction or withholding for or on account of Tax Taxes or to secure the benefit of any reduced rate of such deduction or withholding, any the Borrower requires a direction from or the consent of a government or taxing authority: (a) the Borrowers agree Borrower agrees to use their its reasonable endeavours to complete (accurately and in a manner reasonably satisfactory to the Agent, the Security Trustee, the Arranger Arrangers or such Bank), execute, arrange for any required certification of, and deliver to the Agent, the Security Trustee, the Arranger Arrangers or such Bank Bank, or such government or taxing authority as the Agent, the Security Trustee, the Arranger Arrangers or such Bank reasonably directs, any form or document reasonably required of it, and to provide such information that the Agent, the Security Trustee, the ArrangerArrangers, such Bank or such government or taxing authority may reasonably require or request in order to assist or enable the Agent, the Security Trustee, the Arranger Arrangers or such Bank to secure that such a direction or consent is given to the relevant Borrower in respect of any payment. Each The Borrower shall perform its obligations under this sub-sub- paragraph (a) promptly upon the earlier of: (i) being notified that the form, document or information is required or requested; and (ii) demand being made by the Agent, the Security Trustee, the ArrangerArrangers, such Bank or the relevant government or taxing authority, as the case may be;; and (b) the Agent, the Security Trustee, the Arranger Arrangers and each such Bank agrees to use its reasonable endeavours to complete (accurately and in a manner reasonably satisfactory to the ParentBorrower), execute, arrange for any required certification of, and deliver to the relevant Borrower, or such government or taxing authority as the Parent may reasonably directBorrower directs, any form or document reasonably required of it, and to provide such information that the Parent Borrower or such government or taxing authority may reasonably require or request in order to assist or enable the Parent Borrower to secure that such a direction or consent is given to the relevant Borrower in respect of any payment. The obligations of the Agent, the Security Trustee, the Arranger Arrangers and such Bank under this sub-paragraph clause (b) shall be performed within 30 days of reasonable demand by the ParentBorrower.

Certification to secure. a Tax benefit ------------------------------------- If, in order to make any payment due under this Agreement and/or any Security Document to the Agent, the Arranger, the Security Trustee or any Bank Secured Party without deduction or withholding for or on account of Tax or to secure the benefit of any reduced rate of such deduction or withholding, any Borrower Obligor requires a direction from or the consent of a government or taxing authority: (a) the Borrowers agree relevant Obligor agrees to use their its reasonable endeavours to complete (accurately and in a manner reasonably satisfactory to the Agent, the Security Trustee, the Arranger or such BankSecured Party), execute, arrange for any required certification of, and deliver to the Agent, the Security Trustee, the Arranger or such Bank Secured Party or such government or taxing authority as the Agent, the Security Trustee, the Arranger or such Bank Secured Party reasonably directs, any form or document reasonably required of it, and to provide such information that the Agent, the Security Trustee, the Arranger, such Bank Secured Party or such government or taxing authority may reasonably require or request in order to assist or enable the Agent, the Security Trustee, the Arranger or such Bank Secured Party to secure that such a direction or consent is given to the relevant Borrower Obligor in respect of any payment. Each Borrower Obligor shall perform its obligations under this sub-paragraph (a) promptly upon as soon as reasonably practicable following the earlier of: (i) being notified that the form, document or information is required or reasonably requested; and (ii) reasonable demand being made by such Secured Party or the Agent, the Security Trustee, the Arranger, such Bank or demand by the relevant government or taxing authority, as the case may be; (b) the Agent, the Security Trustee, the Arranger and each such Bank Secured Party agrees to use its reasonable endeavours to complete (accurately and in a manner reasonably satisfactory to the Parentrelevant Obligor), execute, arrange for any required certification of, and deliver to the relevant BorrowerObligor, or such government or taxing authority as the Parent relevant Obligor may reasonably direct, any form or document reasonably required of it, and to provide such information that the Parent relevant Obligor or such government or taxing authority may reasonably require or request in order to assist or enable the Parent relevant Obligor to secure that such a direction or consent is given to the relevant Borrower Obligor in respect of any payment. The obligations of the Agent, the Security Trustee, the Arranger and such Bank Secured Parties under this sub-paragraph (b) shall be performed within 30 days of reasonable demand by the Parentrelevant Obligor.