Common use of Cost Increase, Taxes and Change of Law Clause in Contracts

Cost Increase, Taxes and Change of Law. 4.5.1. In the event of a change in laws or regulations or the interpretations by the competent authorities thereof, or a request by the relevant authority, which result in: (a) the Banks having to pay taxes for transactions hereunder, or a change in the rate or bases of the taxes payable by the Borrower to the Banks pursuant to this Agreement (except for changes in the mandatory tax rate imposed on the net income of the Banks by the R.O.C. government or the jurisdiction of the incorporation of the Banks), (b) an increase or change in application of any reserve, special deposit or similar regulations with respect to the Facility, or (c) an increase in the costs for the Banks to perform or maintain Commitments hereunder, or a decrease in the amounts otherwise receivable by the Banks under this Agreement, and to the extent deemed material by the Majority Banks, the Borrower shall, upon demand of the Banks, pay such additional sums to the Banks as indemnity for the increase in costs or decease in revenue to the Banks. The impact of the above change of law shall be determined based upon the relevant documentary evidence so presented by the affected Bank(s). 4.5.2. Unless otherwise expressly provided by this Agreement, any and all other present and future taxes and fees payable or arising from this Agreement or this Facility shall be borne by the Borrower. If any Bank or the Agent pay(s) such taxes on the Borrower’s behalf, the Borrower shall reimburse such amount immediately upon demand, otherwise, the Borrower shall also pay interest at the Default Rate (on a floating rate basis) on such sums for the period from the date such Bank or the Agent makes such payment to the date the Borrower actually makes such reimbursement in full. 4.5.3. The Borrower shall neither make any withholdings or deductions on any payment which is payable under this Agreement, nor offset any payment payable by it against its indebtedness with any Bank. If the Borrower shall be required by law to make any such withholding or deduction from any payment under this Agreement, the sum payable by the Borrower shall be increased so that after all required withholdings or deductions (including additional withholdings or deductions in response to the increase in the sum paid hereunder), the Banks, the Agent and/or the Arrangers will receive an amount equal to the sum they would have received had no such withholdings or deductions been made, and the Borrower shall provide the original (or copy certified by the Borrower) of the evidence for such payment to the Banks, the Agent and/or the Arrangers within 30 days after such payment. 4.5.4. Unless otherwise expressly provided by this Agreement, any and all other present and future taxes and fees payable or arising from the execution or registration of this Agreement or other related documents shall be borne by the Borrower. If any Bank or the Agent pay(s) such taxes on the Borrower’s behalf, the Borrower shall reimburse such amount upon demand, otherwise, the Borrower shall also pay interest at the Default Rate (on floating rate basis) on such sums for the period from the date such Bank or the Agent makes such payment to the date the Borrower actually makes such reimbursement in full.

Cost Increase, Taxes and Change of Law. 4.5.1. In the event of a change in laws or regulations or the interpretations by the competent authorities thereof, or a request by the relevant authority, which result in: (a) the Banks having to pay taxes for transactions hereunder, or a change in the rate or bases of the taxes payable by the Borrower to the Banks pursuant to this Agreement (except for changes in the mandatory tax rate imposed on the net income of the Banks by the R.O.C. government or the jurisdiction of the incorporation of the Banks), (b) an increase or change in application of any reserve, special deposit or similar regulations with respect to the Facility, or (c) an increase in the costs for the Banks to perform or maintain Commitments hereunder, or a decrease in the amounts otherwise receivable by the Banks under this Agreement, and to the extent deemed material by the Majority Banks, the Borrower shall, upon demand of the Banks, pay such additional sums to the Banks as indemnity for the increase in costs or decease in revenue to the Banks. The impact of the above change of law shall be determined based upon the relevant documentary evidence so presented by the affected Bank(s). 4.5.2. Unless otherwise expressly provided by this Agreement, any and all other present and future taxes and fees payable or arising from this Agreement or this Facility shall be borne by the Borrower. If any Bank or the Agent pay(s) such taxes on the Borrower’s behalf, the Borrower shall reimburse such amount immediately upon demand, otherwise, the Borrower shall also pay interest at the Default Rate (on a floating rate basis) on such sums for the period from the date such Bank or the Agent makes such payment to the date the Borrower actually makes such reimbursement in full. 4.5.3. The Borrower shall neither make any withholdings or deductions on any payment which is payable under this Agreement, nor offset any payment payable by it against its indebtedness with any Bank. If the Borrower shall be required by law to make any such withholding or deduction from any payment under this Agreement, the sum payable by the Borrower shall be increased so that after all required withholdings or deductions deductions, (including additional withholdings or deductions in response to the increase in the sum paid hereunder), the Banks, the Agent and/or the Arrangers will receive an amount equal to the sum they would have received had no such withholdings or deductions been made, and the Borrower shall provide the original (or copy certified by the Borrower) of the evidence for such payment to the Banks, the Agent and/or the Arrangers within 30 days after such payment. 4.5.4. Unless otherwise expressly provided by this Agreement, any and all other present and future taxes and fees payable or arising from the execution or registration of this Agreement or other related documents shall be borne by the Borrower. If any Bank or the Agent pay(s) such taxes on the Borrower’s behalf, the Borrower shall reimburse such amount upon demand, otherwise, the Borrower shall also pay interest at the Default Rate (on floating rate basis) on such sums for the period from the date such Bank or the Agent makes such payment to the date the Borrower actually makes such reimbursement in full.

Cost Increase, Taxes and Change of Law. 4.5.1. In the event of a change in laws law or regulations regulation or the interpretations relevant interpretation by the any competent authorities authority thereof, or a request by the relevant authority, which result in: (a) the Banks having to pay taxes for transactions hereunder, or a change in the rate or bases of the taxes payable by the Borrower to the Banks pursuant to this Agreement (except for changes in the mandatory tax rate imposed on the net income of the Banks by the R.O.C. ROC government or government authorities of jurisdictions in which the jurisdiction of the incorporation of the BanksBanks are incorporated), (b) an increase or change in application of any reserve, special deposit or similar regulations with respect to the Facility, or (c) an increase in the costs for the Banks to perform or maintain Commitments hereunder, or a decrease in the amounts otherwise receivable by the Banks under this Agreement, and to the extent deemed material by the Majority Banks, the Borrower shall, upon demand of the Banks, pay such additional sums to the Agent for further distribution to the Banks as indemnity for the increase in costs or decease in revenue to the Banks. The impact of the above change of law shall be determined based upon the relevant documentary evidence so presented by the affected Bank(s)Banks. 4.5.2. Unless otherwise expressly provided by this Agreement, any and all other present and future taxes and fees payable or arising from this Agreement or this Facility shall be borne by the The Borrower. If any Bank or the Agent pay(s) such taxes on the Borrower’s behalf, the Borrower shall reimburse such amount immediately upon demand, otherwise, the Borrower shall also pay interest at the Default Rate (on a floating rate basis) on such sums for the period from the date such Bank or the Agent makes such payment to the date the Borrower actually makes such reimbursement in full. 4.5.3. The Borrower /Gurantor shall neither make any withholdings or deductions on any payment which is payable under this Agreement, nor offset any payment payable by it against its indebtedness with any Bank. If the Borrower Borrower/Guarantor shall be required by law to make any such withholding or deduction from any payment under this Agreement, the sum payable by the Borrower Borrower/Guarnator shall be increased so that after all required withholdings or deductions deductions, (including additional withholdings or deductions in response to the increase in the sum paid hereunder), the Banks, the Agent and/or the Arrangers will receive an amount equal to the sum they would have received had no such withholdings or deductions been made, and the Borrower Borrower/Guarantor shall provide the original (or copy certified by the Borrower) of the evidence for such payment to the Banks, the Agent and/or the Arrangers within 30 thirty (30) days after such payment. 4.5.44.5.3. Unless otherwise expressly provided by this Agreement, any and all other present and future taxes and fees payable or arising from the execution or registration of in connection with this Agreement or other related documents this Facility shall be borne by the Borrower. If any Bank or the Agent pay(s) pays such taxes on the Borrower’s behalf, the Borrower shall reimburse such amount upon demand, otherwise, the Borrower shall also pay interest at the Default Rate (on floating rate basis) on such sums for the period from the date such Bank or the Agent makes such payment to the date the Borrower actually makes such reimbursement in full.