Common use of Evidence of Exemption from Withholding Clause in Contracts

Evidence of Exemption from Withholding. To the extent it is legally entitled to do so, each Lender which is not a “United States person” within the meaning of Section 7701(a)(30) of the Code, including the Administrative Agent acting as an intermediary or agent for such a Lender (each, a “Foreign Lender”), shall deliver to the Company and the Administrative Agent such certificates, documents or other evidence as the Company or the Administrative Agent may reasonably require from time to time as are necessary to establish that such Foreign Lender is not subject to withholding, including backup withholding (or is subject to a reduced rate of withholding) under Section 1441 or 1442 of the Code or as may be necessary to establish, under any law hereafter imposing upon any Borrower or the Administrative Agent, an obligation to withhold any portion of the payments made under the Loan Documents, that payments to the Administrative Agent for the account of such Foreign Lender are not subject to withholding (or are subject to a reduced rate of withholding). Without limiting the foregoing, each Foreign Lender shall deliver to the Company and the Administrative Agent, on or prior to the date such Foreign Lender becomes a party to this Agreement: (i) two certified copies of Internal Revenue Service Form X-0XXX, X-0XXX-X, X-0XXX or W-8EXP, as appropriate (or any successor forms), properly completed and duly executed by such Foreign Lender, and such other documentation required under the Code and reasonably requested by the Company or the Administrative Agent to establish that such Foreign Lender is not subject to, or is subject to a reduced rate of, deduction or withholding of United States federal income Tax with respect to any payments to such Foreign Lender of principal, interest, fees or other amounts payable under any of the Loan Documents, (ii) if such Foreign Lender is not a “bank” or other Person described in Section 881(c)(3) of the Code and cannot deliver either Internal Revenue Service Form W-8BEN or W-8BEN-E (to the extent such form would document a claim or exemption from withholding pursuant to an applicable income tax treaty) or W-8ECI or W-8EXP pursuant to clause (i) above, a certificate substantially in the form of Exhibit G-1 to the effect that such Foreign Lender is not a “bank” within the meaning of Section 881(c)(3)(A) of the Code, a “10-percent shareholder” of the Company within the meaning of Section 871(h)(3)(B) of the Code, or a “controlled foreign corporation” described in Section 881(c)(3)(C) of the Code (a “U.S. Tax Compliance Certificate”) together with two certified copies of Internal Revenue Service Form W-8BEN or W-8BEN-E (or any successor form) (to the extent such forms document the status of the Foreign Lender as other than a United States Person), properly completed and duly executed by such Foreign Lender, and such other documentation required under the Code and reasonably requested by the Company or the Administrative Agent to establish that such Foreign Lender is not subject to deduction or withholding of United States federal income Tax with respect to any payments to such Foreign Lender of interest under any of the Loan Documents or (iii) to the extent such Foreign Lender is not the beneficial owner, two certified copies of Internal Revenue Service Form W-8IMY, accompanied by Internal Revenue Service Form W-8ECI, W-8BEN or W-8BEN-E, a U.S. Tax Compliance Certificate substantially in the form of Exhibit G-2 or Exhibit G-3, Internal Revenue Service Form W-9, and/or other certification documents from each beneficial owner, as applicable (provided that if the Foreign Lender is a partnership and one or more direct or indirect partners of such Foreign Lender are claiming the portfolio interest exemption, such Foreign Lender may provide a U.S. Tax Compliance Certificate substantially in the form of Exhibit G-4 on behalf of each such direct and indirect partner), and such other documentation required under the Code and reasonably requested by the Company or the Administrative Agent to establish that such Foreign Lender is not subject to, or is subject to a reduced rate of, deduction or withholding of United States federal income Tax with respect to any payments to such Foreign Lender of principal, interest, fees or other amounts payable under any of the Loan Documents. Each Lender which is a “United States person” within the meaning of Section 7701(a)(30) shall deliver to the Company and the Administrative Agent on or prior to the date such Lender becomes a Lender under this Agreement (and form time to time thereafter upon reasonable request by the Company or the Administrative Agent) certified copies of Internal Revenue Service Form W-9 certifying that such Lender is a United States person and is exempt from U.S. federal backup withholding tax.

Appears in 2 contracts

Samples: Assignment and Assumption Agreement (Fluor Corp), Assignment and Assumption (Fluor Corp)

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Evidence of Exemption from Withholding. To the extent it is legally entitled to do so, each Each Lender which is not a “United States person” foreign corporation within the meaning of Section 7701(a)(30) 1442 of the Code, including the Administrative Agent acting as an intermediary or agent for such a Lender (each, a “Foreign Lender”), shall deliver to the Company and the Administrative Agent Borrower such certificates, documents or other evidence as the Company or the Administrative Agent Borrower may reasonably require from time to time as are necessary to establish that such Foreign Lender is not subject to withholding, including backup withholding (or is subject to a reduced rate of withholding) under Section 1441 or 1442 of the Code or as may be necessary to establish, under any law hereafter imposing upon any Borrower or the Administrative AgentBorrower, an obligation to withhold any portion of the payments made by the Borrower under the Loan Documents, that payments to the Administrative Agent for the account of such Foreign Lender are not subject to withholding (or are subject withholding, in any event to a reduced rate of withholding). Without limiting the foregoing, each Foreign Lender shall deliver to the Company and the Administrative Agent, on or prior to the date such Foreign Lender becomes a party to this Agreementinclude: (i) two certified original copies of Internal Revenue Service Form X-0XXX, X-0XXX-X, X-0XXX or W-8EXPW-8IMY, as appropriate (or any successor forms), properly completed and duly executed by such Foreign Lender, and such other documentation required under the Code and reasonably requested by the Company or the Administrative Agent Borrower, to establish that such Foreign Lender is not subject to, or is subject to a reduced rate of, deduction or withholding of United States federal income Tax tax with respect to any payments to such Foreign Lender of principal, interest, fees or other amounts payable under any of the Loan Documents, or (ii) if such Foreign Lender is not a “bank” or other Person described in Section 881(c)(3) of the Code and cannot deliver either Internal Revenue Service Form W-8BEN or W-8BEN-E (to the extent such form would document a claim or exemption from withholding pursuant to an applicable income tax treaty) or W-8ECI or W-8EXP W-8IMY pursuant to clause (i) above, a certificate substantially in the form of Exhibit G-1 to the effect that such Foreign Lender is not a “bank” within the meaning of Section 881(c)(3)(A) of the Code, a “10Certificate re Non-percent shareholder” of the Company within the meaning of Section 871(h)(3)(B) of the Code, or a “controlled foreign corporation” described in Section 881(c)(3)(C) of the Code (a “U.S. Tax Compliance Certificate”) Bank Status together with two certified original copies of Internal Revenue Service Form W-8BEN or W-8BEN-E (or any successor form) (to the extent such forms document the status of the Foreign Lender as other than a United States Person), properly completed and duly executed by such Foreign Lender, and such other documentation required under the Code and reasonably requested by the Company or the Administrative Agent Borrower to establish that such Foreign Lender is not subject to deduction or withholding of United States federal income Tax with respect to any payments to such Foreign Lender of interest under any of the Loan Documents or (iii) to the extent such Foreign Lender is not the beneficial owner, two certified copies of Internal Revenue Service Form W-8IMY, accompanied by Internal Revenue Service Form W-8ECI, W-8BEN or W-8BEN-E, a U.S. Tax Compliance Certificate substantially in the form of Exhibit G-2 or Exhibit G-3, Internal Revenue Service Form W-9, and/or other certification documents from each beneficial owner, as applicable (provided that if the Foreign Lender is a partnership and one or more direct or indirect partners of such Foreign Lender are claiming the portfolio interest exemption, such Foreign Lender may provide a U.S. Tax Compliance Certificate substantially in the form of Exhibit G-4 on behalf of each such direct and indirect partner), and such other documentation required under the Code and reasonably requested by the Company or the Administrative Agent to establish that such Foreign Lender is not subject to, or is subject to a reduced rate of, deduction or withholding of United States federal income Tax tax with respect to any payments to such Foreign Lender of principal, interest, fees or other amounts payable under any of the Loan Documents. Each If the form provided by a Lender which is a “United States person” within at the meaning of Section 7701(a)(30) shall deliver to the Company and the Administrative Agent on or prior to the date time such Lender first becomes a Lender under party to this Agreement (and form time to time thereafter upon reasonable request by the Company or the Administrative Agent) certified copies of Internal Revenue Service Form W-9 certifying that such Lender is indicates a United States person and is exempt interest withholding tax rate in excess of zero, interest withholding tax at such rate shall be considered excluded from U.S. federal backup withholding tax“Taxes” as defined in Section 2.16(a).

Appears in 2 contracts

Samples: Assignment and Assumption (Fluor Corp), Credit Agreement (Fluor Corp)

Evidence of Exemption from Withholding. To the extent it is legally entitled to do so, each Each Lender which is not a “United States person” foreign corporation within the meaning of Section 7701(a)(30) 1442 of the Code, including the Administrative Agent acting as an intermediary or agent for such a Lender (each, a “Foreign Lender”), shall deliver to the Company and the Administrative Agent Borrower such certificates, documents or other evidence as the Company or the Administrative Agent Borrower may reasonably require from time to time as are necessary to establish that such Foreign Lender is not subject to withholding, including backup withholding (or is subject to a reduced rate of withholding) under Section 1441 or 1442 of the Code or as may be necessary to establish, under any law hereafter imposing upon any Borrower or the Administrative AgentBorrower, an obligation to withhold any portion of the payments made by the Borrower under the Loan Documents, that payments to the Administrative Agent for the account of such Foreign Lender are not subject to withholding (or are subject to a reduced rate of withholding). Without limiting the foregoing, each Foreign Lender shall deliver in any event to the Company and the Administrative Agent, on or prior to the date such Foreign Lender becomes a party to this Agreementinclude: (i) two certified original copies of Internal Revenue Service Form X-0XXX, X-0XXX-X, X-0XXX or W-8EXPW-8IMY, as appropriate (or any successor forms), properly completed and duly executed by such Foreign Lender, and such other documentation required under the Code and reasonably requested by the Company or the Administrative Agent Borrower, to establish that such Foreign Lender is not subject to, or is subject to a reduced rate of, deduction or withholding of United States federal income Tax tax with respect to any payments to such Foreign Lender of principal, interest, fees or other amounts payable under any of the Loan Documents, or (ii) if such Foreign Lender is not a “bank” or other Person described in Section 881(c)(3) of the Code and cannot deliver either Internal Revenue Service Form W-8BEN or W-8BEN-E (to the extent such form would document a claim or exemption from withholding pursuant to an applicable income tax treaty) or W-8ECI or W-8EXP W-8IMY pursuant to clause (i) above, a certificate substantially in the form of Exhibit G-1 to the effect that such Foreign Lender is not a “bank” within the meaning of Section 881(c)(3)(A) of the Code, a “10Certificate re Non-percent shareholder” of the Company within the meaning of Section 871(h)(3)(B) of the Code, or a “controlled foreign corporation” described in Section 881(c)(3)(C) of the Code (a “U.S. Tax Compliance Certificate”) Bank Status together with two certified original copies of Internal Revenue Service Form W-8BEN or W-8BEN-E (or any successor form) (to the extent such forms document the status of the Foreign Lender as other than a United States Person), properly completed and duly executed by such Foreign Lender, and such other documentation required under the Code and reasonably requested by the Company or the Administrative Agent Borrower to establish that such Foreign Lender is not subject to deduction or withholding of United States federal income Tax tax with respect to any payments to such Foreign Lender of interest under any of the Loan Documents or (iii) to the extent such Foreign Lender is not the beneficial owner, two certified copies of Internal Revenue Service Form W-8IMY, accompanied by Internal Revenue Service Form W-8ECI, W-8BEN or W-8BEN-E, a U.S. Tax Compliance Certificate substantially in Documents. If the form of Exhibit G-2 or Exhibit G-3, Internal Revenue Service Form W-9, and/or other certification documents from each beneficial owner, as applicable (provided that if by a Lender at the Foreign time such Lender is first becomes a partnership and one or more direct or indirect partners of such Foreign Lender are claiming the portfolio interest exemption, such Foreign Lender may provide party to this Agreement indicates a U.S. Tax Compliance Certificate substantially in the form of Exhibit G-4 on behalf of each such direct and indirect partner), and such other documentation required under the Code and reasonably requested by the Company or the Administrative Agent to establish that such Foreign Lender is not subject to, or is subject to a reduced rate of, deduction or withholding of United States federal income Tax with respect to any payments to such Foreign Lender withholding tax rate in excess of principalzero, interest, fees or other amounts payable under any of the Loan Documents. Each Lender which is a “United States personfederal withholding tax at such rate shall be considered excluded from “Taxeswithin the meaning of as defined in Section 7701(a)(30) shall deliver to the Company and the Administrative Agent on or prior to the date such Lender becomes a Lender under this Agreement (and form time to time thereafter upon reasonable request by the Company or the Administrative Agent) certified copies of Internal Revenue Service Form W-9 certifying that such Lender is a United States person and is exempt from U.S. federal backup withholding tax2.16(a).

Appears in 2 contracts

Samples: Assignment and Assumption Agreement (Fluor Corp), Assignment and Assumption (Fluor Corp)

Evidence of Exemption from Withholding. To the extent it is legally entitled to do so, each Each Lender which is not a “United States person” foreign corporation within the meaning of Section 7701(a)(30) 1442 of the Code, including the Administrative Agent acting as an intermediary or agent for such a Lender (each, a “Foreign Lender”), shall deliver to the Company and the Administrative Agent Applicant Party such certificates, documents or other evidence as the Company or the Administrative Agent Applicant Party may reasonably require from time to time as are necessary to establish that such Foreign Lender is not subject to withholding, including backup withholding (or is subject to a reduced rate of withholding) under Section 1441 or 1442 of the Code or as may be necessary to establish, under any law hereafter imposing upon any Borrower or the Administrative AgentApplicant Party, an obligation to withhold any portion of the payments made by the Applicant Party under the Loan Credit Documents, that payments to the Administrative Agent for the account of such Foreign Lender are not subject to withholding (or are subject withholding, in any event to a reduced rate of withholding). Without limiting the foregoing, each Foreign Lender shall deliver to the Company and the Administrative Agent, on or prior to the date such Foreign Lender becomes a party to this Agreementinclude: (i) two certified original copies of Internal Revenue Service Form X-0XXX, X-0XXX-X, X-0XXX or W-8EXPW-8IMY, as appropriate (or any successor forms), properly completed and duly executed by such Foreign Lender, and such other documentation required under the Code and reasonably requested by the Company or the Administrative Agent Applicant Party, to establish that such Foreign Lender is not subject to, or is subject to a reduced rate of, deduction or withholding of United States federal income Tax tax with respect to any payments to such Foreign Lender of principal, interest, fees or other amounts payable under any of the Loan Credit Documents, or (ii) if such Foreign Lender is not a “bank” or other Person described in Section 881(c)(3) of the Code and cannot deliver either Internal Revenue Service Form W-8BEN or W-8BEN-E (to the extent such form would document a claim or exemption from withholding pursuant to an applicable income tax treaty) or W-8ECI or W-8EXP W-8IMY pursuant to clause (i) above, a certificate substantially in the form of Exhibit G-1 to the effect that such Foreign Lender is not a “bank” within the meaning of Section 881(c)(3)(A) of the Code, a “10Certificate re Non-percent shareholder” of the Company within the meaning of Section 871(h)(3)(B) of the Code, or a “controlled foreign corporation” described in Section 881(c)(3)(C) of the Code (a “U.S. Tax Compliance Certificate”) Bank Status together with two certified original copies of Internal Revenue Service Form W-8BEN or W-8BEN-E (or any successor form) (to the extent such forms document the status of the Foreign Lender as other than a United States Person), properly completed and duly executed by such Foreign Lender, and such other documentation required under the Code and reasonably requested by the Company or the Administrative Agent Applicant Party to establish that such Foreign Lender is not subject to deduction or withholding of United States federal income Tax with respect to any payments to such Foreign Lender of interest under any of the Loan Documents or (iii) to the extent such Foreign Lender is not the beneficial owner, two certified copies of Internal Revenue Service Form W-8IMY, accompanied by Internal Revenue Service Form W-8ECI, W-8BEN or W-8BEN-E, a U.S. Tax Compliance Certificate substantially in the form of Exhibit G-2 or Exhibit G-3, Internal Revenue Service Form W-9, and/or other certification documents from each beneficial owner, as applicable (provided that if the Foreign Lender is a partnership and one or more direct or indirect partners of such Foreign Lender are claiming the portfolio interest exemption, such Foreign Lender may provide a U.S. Tax Compliance Certificate substantially in the form of Exhibit G-4 on behalf of each such direct and indirect partner), and such other documentation required under the Code and reasonably requested by the Company or the Administrative Agent to establish that such Foreign Lender is not subject to, or is subject to a reduced rate of, deduction or withholding of United States federal income Tax tax with respect to any payments to such Foreign Lender of principal, interest, fees or other amounts payable under any of the Loan Credit Documents. Each If the form provided by a Lender which is a “United States person” within at the meaning of Section 7701(a)(30) shall deliver to the Company and the Administrative Agent on or prior to the date time such Lender first becomes a Lender under party to this Agreement (and form time to time thereafter upon reasonable request by the Company or the Administrative Agent) certified copies of Internal Revenue Service Form W-9 certifying that such Lender is indicates a United States person and is exempt interest withholding tax rate in excess of zero, interest withholding tax at such rate shall be considered excluded from U.S. federal backup withholding tax“Taxes” as defined in Section 2.16(a).

Appears in 2 contracts

Samples: Assignment and Assumption (Fluor Corp), Letter of Credit Facility Agreement (Fluor Corp)

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Evidence of Exemption from Withholding. To the extent it is legally entitled to do so, each Each Lender which is not a “United States person” foreign corporation within the meaning of Section 7701(a)(30) 1442 of the Code, including the Administrative Agent acting as an intermediary or agent for such a Lender (each, a “Foreign Lender”), shall deliver to the Company and the Administrative Agent Borrower such certificates, documents or other evidence as the Company or the Administrative Agent Borrower may reasonably require from time to time as are necessary to establish that such Foreign Lender is not subject to withholding, including backup withholding (or is subject to a reduced rate of withholding) under Section 1441 or 1442 of the Code or as may be necessary to establish, under any law hereafter imposing upon any Borrower or the Administrative AgentBorrower, an obligation to withhold any portion of the payments made by the Borrower under the Loan Documents, that payments to the Administrative Agent for the account of such Foreign Lender are not subject to withholding (or are subject withholding, in any event to a reduced rate of withholding). Without limiting the foregoing, each Foreign Lender shall deliver to the Company and the Administrative Agent, on or prior to the date such Foreign Lender becomes a party to this Agreementinclude: (i) two certified original copies of Internal Revenue Service Form X-0XXX, X-0XXX-X, X-0XXX or W-8EXPW-8IMY, as appropriate (or any successor forms), properly completed and duly executed by such Foreign Lender, and such other documentation required under the Code and reasonably requested by the Company or the Administrative Agent Borrower, to establish that such Foreign Lender is not subject to, or is subject to a reduced rate of, deduction or withholding of United States federal income Tax tax with respect to any payments to such Foreign Lender of principal, interest, fees or other amounts payable under any of the Loan Documents, or (ii) if such Foreign Lender is not a "bank" or other Person described in Section 881(c)(3) of the Code and cannot deliver either Internal Revenue Service Form W-8BEN or W-8BEN-E (to the extent such form would document a claim or exemption from withholding pursuant to an applicable income tax treaty) or W-8ECI or W-8EXP W-8IMY pursuant to clause (i) above, a certificate substantially in the form of Exhibit G-1 to the effect that such Foreign Lender is not a “bank” within the meaning of Section 881(c)(3)(A) of the Code, a “10Certificate re Non-percent shareholder” of the Company within the meaning of Section 871(h)(3)(B) of the Code, or a “controlled foreign corporation” described in Section 881(c)(3)(C) of the Code (a “U.S. Tax Compliance Certificate”) Bank Status together with two certified original copies of Internal Revenue Service Form W-8BEN or W-8BEN-E (or any successor form) (to the extent such forms document the status of the Foreign Lender as other than a United States Person), properly completed and duly executed by such Foreign Lender, and such other documentation required under the Internal Revenue Code and reasonably requested by the Company or the Administrative Agent Borrower to establish that such Foreign Lender is not subject to deduction or withholding of United States federal income Tax tax with respect to any payments to such Foreign Lender of interest under any of the Loan Documents or (iii) to the extent such Foreign Lender is not the beneficial owner, two certified copies of Internal Revenue Service Form W-8IMY, accompanied by Internal Revenue Service Form W-8ECI, W-8BEN or W-8BEN-E, a U.S. Tax Compliance Certificate substantially in the form of Exhibit G-2 or Exhibit G-3, Internal Revenue Service Form W-9, and/or other certification documents from each beneficial owner, as applicable (provided that if the Foreign Lender is a partnership and one or more direct or indirect partners of such Foreign Lender are claiming the portfolio interest exemption, such Foreign Lender may provide a U.S. Tax Compliance Certificate substantially in the form of Exhibit G-4 on behalf of each such direct and indirect partner), and such other documentation required under the Code and reasonably requested by the Company or the Administrative Agent to establish that such Foreign Lender is not subject to, or is subject to a reduced rate of, deduction or withholding of United States federal income Tax with respect to any payments to such Foreign Lender of principal, interest, fees or other amounts payable under any of the Loan Documents. Each If the form provided by a Lender which is a “United States person” within at the meaning of Section 7701(a)(30) shall deliver to the Company and the Administrative Agent on or prior to the date time such Lender first becomes a Lender under party to this Agreement (and form time to time thereafter upon reasonable request by the Company or the Administrative Agent) certified copies of Internal Revenue Service Form W-9 certifying that such Lender is indicates a United States person and is exempt interest withholding tax rate in excess of zero, interest withholding tax at such rate shall be considered excluded from U.S. federal backup withholding tax"Taxes" as defined in Section 2.16(a).

Appears in 1 contract

Samples: Credit Agreement (Fluor Corp)

Evidence of Exemption from Withholding. To the extent it is legally entitled to do so, each Each Lender which is not a “United States person” foreign corporation within the meaning of Section 7701(a)(30) 1442 of the Code, including the Administrative Agent acting as an intermediary or agent for such a Lender (each, a “Foreign Lender”), shall deliver to the Company and the Administrative Agent Borrower such certificates, documents or other evidence as the Company or the Administrative Agent Borrower may reasonably require from time to time as are necessary to establish that such Foreign Lender is not subject to withholding, including backup withholding (or is subject to a reduced rate of withholding) under Section 1441 or 1442 of the Code or as may be necessary to establish, under any law hereafter imposing upon any Borrower or the Administrative AgentBorrower, an obligation to withhold any portion of the payments made by the Borrower under the Loan Documents, that payments to the Administrative Agent for the account of such Foreign Lender are not subject to withholding (or are subject withholding, in any event to a reduced rate of withholding). Without limiting the foregoing, each Foreign Lender shall deliver to the Company and the Administrative Agent, on or prior to the date such Foreign Lender becomes a party to this Agreementinclude: (i) two certified original copies of Internal Revenue Service Form X-0XXX, X-0XXX-XW-0XXX, X-0XXX or W-8EXPW-8IMY, as appropriate (or any successor forms), properly completed and duly executed by such Foreign Lender, and such other documentation required under the Code and reasonably requested by the Company or the Administrative Agent Borrower, to establish that such Foreign Lender is not subject to, or is subject to a reduced rate of, deduction or withholding of United States federal income Tax tax with respect to any payments to such Foreign Lender of principal, interest, fees or other amounts payable under any of the Loan Documents, or (ii) if such Foreign Lender is not a “bank” or other Person described in Section 881(c)(3) of the Code and cannot deliver either Internal Revenue Service Form W-8BEN or W-8BEN-E (to the extent such form would document a claim or exemption from withholding pursuant to an applicable income tax treaty) or W-8ECI or W-8EXP W-8IMY pursuant to clause (i) above, a certificate substantially in the form of Exhibit G-1 to the effect that such Foreign Lender is not a “bank” within the meaning of Section 881(c)(3)(A) of the Code, a “10Certificate re Non-percent shareholder” of the Company within the meaning of Section 871(h)(3)(B) of the Code, or a “controlled foreign corporation” described in Section 881(c)(3)(C) of the Code (a “U.S. Tax Compliance Certificate”) Bank Status together with two certified original copies of Internal Revenue Service Form W-8BEN or W-8BEN-E (or any successor form) (to the extent such forms document the status of the Foreign Lender as other than a United States Person), properly completed and duly executed by such Foreign Lender, and such other documentation required under the Code and reasonably requested by the Company or the Administrative Agent Borrower to establish that such Foreign Lender is not subject to deduction or withholding of United States federal income Tax with respect to any payments to such Foreign Lender of interest under any of the Loan Documents or (iii) to the extent such Foreign Lender is not the beneficial owner, two certified copies of Internal Revenue Service Form W-8IMY, accompanied by Internal Revenue Service Form W-8ECI, W-8BEN or W-8BEN-E, a U.S. Tax Compliance Certificate substantially in the form of Exhibit G-2 or Exhibit G-3, Internal Revenue Service Form W-9, and/or other certification documents from each beneficial owner, as applicable (provided that if the Foreign Lender is a partnership and one or more direct or indirect partners of such Foreign Lender are claiming the portfolio interest exemption, such Foreign Lender may provide a U.S. Tax Compliance Certificate substantially in the form of Exhibit G-4 on behalf of each such direct and indirect partner), and such other documentation required under the Code and reasonably requested by the Company or the Administrative Agent to establish that such Foreign Lender is not subject to, or is subject to a reduced rate of, deduction or withholding of United States federal income Tax tax with respect to any payments to such Foreign Lender of principal, interest, fees or other amounts payable under any of the Loan Documents. Each If the form provided by a Lender which is a “United States person” within at the meaning of Section 7701(a)(30) shall deliver to the Company and the Administrative Agent on or prior to the date time such Lender first becomes a Lender under party to this Agreement (and form time to time thereafter upon reasonable request by the Company or the Administrative Agent) certified copies of Internal Revenue Service Form W-9 certifying that such Lender is indicates a United States person and is exempt interest withholding tax rate in excess of zero, interest withholding tax at such rate shall be considered excluded from U.S. federal backup withholding tax“Taxes” as defined in Section 2.16(a).

Appears in 1 contract

Samples: Credit Agreement (Fluor Corp)

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