Common use of FATCA Clause in Contracts

FATCA. If a payment made to any Lender under any Loan Document would be subject to U.S. federal withholding Tax imposed by FATCA if such Lender were to fail to comply with the applicable reporting requirements necessary for an exemption from withholding under such provisions (including those contained in Sections 1471(b) or Section 1472(b) of the Code, as applicable), such Lender shall deliver to the Borrowers and the Administrative Agent at the time or times prescribed by Law, and at such time or times reasonably requested by the Borrowers or the Administrative Agent, such documentation prescribed by applicable Law (including as prescribed by Section 1471(b)(3)(C)(i) of the Code) and any such additional documentation reasonably requested by the Borrowers or the Administrative Agent as may be necessary for the Borrowers and the Administrative Agent to comply with their obligations under FATCA, to determine whether such Lender has complied with its obligations under FATCA or to determine the amount, if any, to deduct and withhold from such payment. Solely for purposes of this clause (g), “FATCA” shall include any amendments made to FATCA after the Closing Date.

FATCA. If a payment made to any a Lender under any Loan Credit Document would be subject to U.S. federal withholding Tax imposed by FATCA if such Lender were to fail to comply with the applicable reporting requirements necessary for an exemption from withholding under such provisions of FATCA (including those contained in Sections Section 1471(b) or Section 1472(b) of the Code, as applicable), such Lender shall deliver to the Borrowers Borrower and the Administrative Agent at the time or times prescribed by Law, law and at such time or times reasonably requested by the Borrowers Borrower or the Administrative Agent, Agent such documentation prescribed by applicable any Requirement of Law (including as prescribed by Section 1471(b)(3)(C)(i) of the Code) and any such additional documentation reasonably requested by the Borrowers Borrower or the Administrative Agent as may be necessary for the Borrowers Borrower and the Administrative Agent to comply with their obligations under FATCA, FATCA and to determine whether that such Lender has complied with its such Lender’s obligations under FATCA or to determine the amount, if any, to deduct and withhold from such payment. Solely for purposes of this clause (gSection 4.04(f), “FATCA” shall include any amendments made to FATCA after the Closing Datedate of this Agreement.

FATCA. If a payment made to any a Lender under any Loan Document would be subject to U.S. federal withholding Tax imposed by FATCA if such Lender were to fail to comply with the applicable reporting requirements necessary for an exemption from withholding under such provisions of FATCA (including those contained in Sections Section 1471(b) or Section 1472(b) of the Code, as applicable), such Lender shall deliver to the Borrowers Borrower and the Administrative Agent at the time or times prescribed by Law, law and at such time or times reasonably requested by the Borrowers Borrower or the Administrative Agent, Agent such documentation prescribed by applicable Law law (including as prescribed by Section 1471(b)(3)(C)(i) of the Code) and any such additional documentation reasonably requested by the Borrowers Borrower or the Administrative Agent as may be necessary for the Borrowers Borrower and the Administrative Agent to comply with their obligations under FATCA, FATCA and to determine whether that such Lender has complied with its such Lender’s obligations under FATCA or to determine the amount, if any, amount to deduct and withhold from such payment. Solely for purposes of this clause (gSection 3.11(h), “FATCA” shall include any amendments made to FATCA after the Closing Datedate of this Agreement.

FATCA. If a payment made to any a Lender under this Agreement or any Loan other Credit Facility Document would be subject to U.S. federal Federal withholding Tax imposed by FATCA if such Lender were to fail to comply with the applicable reporting requirements necessary for an exemption from withholding under such provisions of FATCA (including those contained in Sections Section 1471(b) or Section 1472(b) of the Code, as applicable), such Lender shall deliver to the Borrowers Borrower and the Administrative Agent (each, a “Withholding Agent”), at the time or times prescribed by Law, law and at such time or times reasonably requested by any Withholding Agent, as the Borrowers or the Administrative Agentcase may be, such documentation prescribed by applicable Law law (including as prescribed by Section 1471(b)(3)(C)(i) of the Code) and any such additional documentation reasonably requested by the Borrowers or the Administrative such Withholding Agent as may be necessary for the Borrowers and the Administrative such Withholding Agent to comply with their its obligations under FATCA, to determine whether that such Lender has or has not complied with its such Xxxxxx’s obligations under FATCA or to determine the amount, if any, amount to deduct and withhold from such payment. Solely for purposes of this clause (g)Section 2.5.4.4, “FATCA” FATCA shall include any amendments made to FATCA after the Closing Datedate of this Agreement.

FATCA. If a any payment made to any a Lender or an Issuing Bank under any Loan Document would be subject to U.S. United States federal withholding Tax imposed by FATCA if such Lender or Issuing Bank were to fail to comply with the applicable reporting requirements necessary for an exemption from withholding under such provisions of FATCA (including those contained in Sections Section 1471(b) or Section 1472(b) of the Code, as applicable), such Lender or Issuing Bank shall deliver to the Borrowers Borrower and the Administrative Agent at the time or times prescribed by Law, law and at such time or times reasonably requested by the Borrowers Borrower or the Administrative Agent, Agent such documentation prescribed by applicable Law law (including as prescribed by Section 1471(b)(3)(C)(i) of the Code) and any such additional documentation reasonably requested by the Borrowers Borrower or the Administrative Agent as may be necessary for the Borrowers Borrower and the Administrative Agent to comply with their obligations under FATCA, to determine whether such Lender or Issuing Bank has complied with its such Lender’s or Issuing Bank’s obligations under FATCA or and to determine the amount, if any, to deduct and withhold from such payment. Solely for purposes of this clause (giii), “FATCA” shall include any amendments made to FATCA after the Closing Datedate of this Agreement.

FATCA. If a payment made to any a Lender under any Loan Document would be subject to U.S. federal Federal withholding Tax imposed by FATCA if such Lender were to fail to comply with the applicable reporting requirements necessary for an exemption from withholding under such provisions of FATCA (including those contained in Sections Section 1471(b) or Section 1472(b) of the Code, as applicable), such Lender shall deliver to the Borrowers Obligor Representative and the Administrative Agent at the time or times prescribed by Law, law and at such time or times reasonably requested by the Borrowers Obligor Representative or the Administrative Agent, Agent such documentation prescribed by applicable Law law (including as prescribed by Section 1471(b)(3)(C)(i) of the Code) and any such additional documentation reasonably requested by the Borrowers Obligor Representative or the Administrative Agent as may be necessary for the Borrowers Obligor Representative and the Administrative Agent to comply with their obligations under FATCA, FATCA and to determine whether that such Lender has complied with its such Lender’s obligations under FATCA or to determine the amount, if any, amount to deduct and withhold from such payment. Solely for purposes of this clause (gf)(iii), “FATCA” shall include any amendments made to FATCA after the Closing Datedate of this Agreement.

FATCA. If a payment made to any a Lender or a Participant under any Loan Document would be subject to U.S. United States federal withholding Tax imposed by FATCA if such Lender or Participant were to fail to comply with the applicable reporting requirements necessary for an exemption from withholding under such provisions of FATCA (including those contained in Sections Section 1471(b) or Section 1472(b) of the Code, as applicable), such Lender or Participant shall deliver to the Borrowers Borrower and the Administrative Agent at the time or times prescribed by Law, law and at such time or times reasonably requested by the Borrowers Borrower or the Administrative Agent, Agent such documentation prescribed by applicable Applicable Law (including as prescribed by Section 1471(b)(3)(C)(i) of the Code) and any such additional documentation reasonably requested by the Borrowers Borrower or the Administrative Agent as may be necessary for the Borrowers Borrower and the Administrative Agent to comply with their obligations under FATCA, FATCA and to determine whether that such Lender or Participant has complied with its such Lender’s or Participant’s obligations under FATCA or to determine the amount, if any, amount to deduct and withhold from such payment. Solely for purposes of this clause (gd), “FATCA” shall include any amendments made to FATCA after the Closing Datedate of this Agreement.

FATCA. If a payment made to any a Lender under any Loan Document would be subject to U.S. federal withholding Tax imposed by FATCA if such Lender were to fail to comply with the applicable reporting requirements necessary for an exemption from withholding under such provisions of FATCA (including those contained in Sections Section 1471(b) or Section 1472(b) of the Code, as applicable), such Lender shall deliver to the Borrowers Borrower and the Administrative Agent at the time or times prescribed by Law, law and at such time or times reasonably requested by the Borrowers Borrower or the Administrative Agent, Agent such documentation prescribed by applicable Law law (including as prescribed by Section 1471(b)(3)(C)(i) of the Code) and any such additional documentation reasonably requested by the Borrowers Borrower or the Administrative Agent as may be necessary for the Borrowers Borrower and the Administrative Agent to comply with their obligations under FATCA, FATCA and to determine whether that such Lender has complied with its such Lender’s obligations under FATCA or to determine the amount, if any, amount to deduct and withhold from such payment. Solely for purposes of this clause (gSection 3.5(f)(i), “FATCA” shall include any amendments made to FATCA after the Closing Datedate of this Agreement.

FATCA. If a payment made to any a Lender under any Loan Document would be subject to U.S. federal withholding Tax imposed by under FATCA if such Lender were to fail to comply with the applicable reporting requirements necessary for an exemption from withholding under such provisions of FATCA (including those contained in Sections Section 1471(b) or Section 1472(b) of the Code, as applicable), such Lender shall deliver to the Borrowers Borrower and the Administrative Agent at the time or times prescribed by Law, and at such time or times reasonably requested by the Borrowers or the Administrative Agent, such documentation prescribed by applicable Law law (including as prescribed by Section 1471(b)(3)(C)(i) of the Code) and any at such time or times reasonably requested by the Borrower or the Agent such documentation prescribed by applicable Law and such additional documentation reasonably requested by the Borrowers or Borrower and the Administrative Agent as may be necessary for the Borrowers and Borrower or the Administrative Agent to comply with their obligations under FATCA, to determine whether such Lender has complied with its such Lender's obligations under FATCA or to determine the amount, if any, to deduct and withhold from such payment. Solely for the purposes of this clause (g)Section, “"FATCA” " shall include any amendments made to FATCA after the Closing Datedate of this Agreement.

FATCA. If a payment made to a Lender or any Lender Agent under any Loan Document would be subject to U.S. federal withholding Tax imposed by FATCA if such Lender were to fail to comply with the applicable reporting requirements necessary for an exemption from withholding under such provisions of FATCA (including those contained in Sections Section 1471(b) or Section 1472(b) of the Code, as applicable), such Lender or Agent shall deliver to the Borrowers and the Administrative Agent Borrower or Agent, as applicable, at the time or times prescribed by Law, Law and at such time or times reasonably requested by the Borrowers Borrower or the Administrative Agent, as applicable, such documentation prescribed by applicable Law (including as prescribed by Section 1471(b)(3)(C)(i) of the Code) and any such additional documentation reasonably requested by the Borrowers Borrower or the Administrative Agent as may be necessary for the Borrowers Borrower and the Administrative Agent Agent, as applicable, to comply with their obligations under FATCA, FATCA and to determine whether that such Lender or Agent, as applicable, has complied with its such Lender’s or Agent’s obligations under FATCA or to determine the amount, if any, amount to deduct and or withhold from such payment. Solely for purposes of this clause (gSection 3.01(e)(iii), “FATCA” shall include any amendments made to FATCA after the Closing Third Restatement Date.

FATCA. If a payment made to any a Lender under any Loan Document would be subject to U.S. federal withholding Tax imposed by FATCA if such Lender were to fail to comply with the applicable reporting requirements necessary for an exemption from withholding under such provisions of FATCA (including those contained in Sections Section 1471(b) or Section 1472(b) of the Internal Revenue Code, as applicable), such Lender shall deliver to the Borrowers and the Administrative Agent at the time or times prescribed by Law, Applicable Law and at such time or times reasonably requested by the Borrowers or the Administrative Agent, Agent such documentation prescribed by applicable Applicable Law (including as prescribed by Section 1471(b)(3)(C)(i) of the Internal Revenue Code) and any such additional documentation reasonably requested by the Borrowers or the Administrative Agent as may be necessary for the Borrowers and the Administrative Agent to comply with their obligations under FATCA, FATCA and to determine whether that such Lender has complied with its such Lender’s obligations under FATCA or to determine the amount, if any, amount to deduct and withhold from such payment. Solely for purposes of this clause (gSection 4.1(g), “FATCA” shall include any amendments made to FATCA after the Closing Datedate of this Credit Agreement, and any fiscal or regulatory legislation adopted pursuant to any intergovernmental agreement entered into with the United States in connection with the implementation of FATCA.

FATCA. If a payment made to any a Lender under any Loan Document would be subject to U.S. federal withholding Tax imposed by FATCA if such Lender were to fail to comply with the applicable reporting requirements necessary for an exemption from withholding under such provisions of FATCA (including those contained in Sections Section 1471(b) or Section 1472(b) of the Internal Revenue Code, as applicable), such Lender shall deliver to the Borrowers Borrower and the Administrative Agent at the time or times prescribed by Law, Applicable Law and at such time or times reasonably requested by the Borrowers Borrower or the Administrative Agent, Agent such documentation prescribed by applicable Applicable Law (including as prescribed by Section 1471(b)(3)(C)(i) of the Internal Revenue Code) and any such additional documentation reasonably requested by the Borrowers Borrower or the Administrative Agent as may be necessary for the Borrowers Borrower and the Administrative Agent to comply with their obligations under FATCA, FATCA and to determine whether that such Lender has complied with its such Lender’s obligations under FATCA or to determine the amount, if any, amount to deduct and withhold from such payment. Solely for purposes of this clause (gc), “FATCA” shall include any amendments made to FATCA after the Closing Datedate of this Agreement.

FATCA. If a payment made to any a Lender under any Loan Document would be subject to U.S. federal Federal withholding Tax imposed by FATCA if such Lender were to fail to comply with the applicable reporting requirements necessary for an exemption from withholding under such provisions of FATCA (including those contained in Sections Section 1471(b) or Section 1472(b) of the Code, as applicable), such Lender shall deliver to the Borrowers Borrower and the Administrative Agent Agent, at the time or times prescribed by Law, law and at such time or times reasonably requested by the Borrowers Borrower or the Administrative Agent, such documentation prescribed by applicable lawApplicable Law (including as prescribed by Section 1471(b)(3)(C)(i) of the Code) and any such additional documentation reasonably requested by the Borrowers Borrower or the Administrative Agent as may be necessary for the Borrowers and Borrower or the Administrative Agent to comply with their its obligations under FATCA, to determine whether that such Lender has or has not complied with its such Lender's obligations under FATCA or to determine the amount, if any, amount to deduct and withhold from such payment. Solely for purposes of this clause (gSection 2.17(g), “FATCA” shall include any amendments made to FATCA after the Closing Datedate of this Agreement.

FATCA. If a payment made to any a Lender under any Loan Document would be subject to U.S. federal withholding Tax imposed by FATCA if such Lender were to fail to comply with the applicable reporting requirements necessary for an exemption from withholding under such provisions of FATCA (including those contained in Sections Section 1471(b) or Section 1472(b) of the Code, as applicable), such Lender shall deliver to the Borrowers Borrower and the Administrative Agent Agent, at the time or times prescribed by Law, applicable Requirements of Law and otherwise at such time or times reasonably requested by the Borrowers Borrower or the Administrative Agent, such documentation prescribed by applicable Requirements of Law (including as prescribed by Section 1471(b)(3)(C)(i) of the Code) and any such additional documentation reasonably requested by the Borrowers Borrower or the Administrative Agent as may be necessary for the Borrowers Borrower and the Administrative Agent to comply with their obligations under FATCA, FATCA and to determine whether that such Lender has complied with its such Lender’s obligations under FATCA or to determine the amount, if any, amount to deduct and withhold from such payment. Solely for purposes of this clause (gSection 3.10(f), “FATCA” shall include any amendments made to FATCA after the Closing Datedate of this Agreement.

FATCA. If a payment made to any a Lender under any Loan Document would be subject to U.S. federal withholding Tax tax imposed by FATCA if such Lender were to fail to comply with the applicable reporting requirements necessary for an exemption from withholding under such provisions of FATCA (including those contained in Sections Section 1471(b) or Section 1472(b) of the CodeCode and Treasury Regulation Section 1.1471-3(d), as applicable), such Lender shall deliver to the Borrowers Administrative Agent and the Administrative Agent Company, at the time or times prescribed by Law, law and at such time or times reasonably requested by the Borrowers Administrative Agent or the Administrative AgentCompany, such documentation prescribed by applicable Law law (including as prescribed by Section 1471(b)(3)(C)(i) of the Code) and any such additional documentation reasonably requested by the Borrowers Administrative Agent or the Administrative Agent Company as may be necessary for the Borrowers Administrative Agent, the Company and the Administrative Agent any Subsidiary Borrower that is a Domestic Subsidiary to comply with their its obligations under FATCA, to determine whether that such Lender has or has not complied with its such Lender’s obligations under FATCA or and, as necessary, to determine the amount, if any, amount to deduct and withhold from such payment. Solely for purposes of this clause (gSection 2.16(i), “FATCA” shall include any amendments made to FATCA after the Closing Datedate of this Agreement.

FATCA. If a payment made to any a Lender under any Loan Credit Document would be subject to U.S. federal withholding Tax imposed by FATCA if such Lender were to fail GS/Landec – Credit and Guaranty Agreement to comply with the applicable reporting requirements necessary for an exemption from withholding under such provisions of FATCA (including those contained in Sections Section 1471(b) or Section 1472(b) of the Internal Revenue Code, as applicable), such Lender shall deliver to the Borrowers Credit Party Representative and the Administrative Agent at the time or times prescribed by Law, law and at such time or times reasonably requested by the Borrowers Credit Party Representative or the Administrative Agent, Agent such documentation prescribed by applicable Law law (including as prescribed by Section 1471(b)(3)(C)(i) of the Internal Revenue Code) and any such additional documentation reasonably requested by the Borrowers Credit Party Representative or the Administrative Agent as may be necessary for the Borrowers Credit Parties and the Administrative Agent to comply with their obligations under FATCA, FATCA and to determine whether that such Lender has complied with its such Lender’s obligations under FATCA or to determine the amount, if any, amount to deduct and withhold from such payment. Solely for purposes of the immediately preceding sentence of this clause (gd), “FATCA” shall include any amendments made to FATCA after the Closing Datedate hereof.

FATCA. If a payment made to any a Lender under any Loan Document would be subject to U.S. federal withholding Tax imposed by FATCA if such Lender were to fail to comply with the applicable reporting requirements necessary for an exemption from withholding under such provisions of FATCA (including those contained in Sections Section 1471(b) or Section 1472(b) of the Code, as applicable), such Lender shall deliver to the Borrowers Loan Parties and the Administrative Agent at the time or times prescribed by Law, Law and at such time or times reasonably requested by the Borrowers Loan Parties or the Administrative Agent, Agent such documentation prescribed by applicable Law (including as prescribed by Section 1471(b)(3)(C)(i) of the Code) and any such additional documentation reasonably requested by the Borrowers Loan Parties or the Administrative Agent as may be necessary for the Borrowers Loan Parties and the Administrative Agent to comply with their obligations under FATCA, FATCA and to determine whether such Lender has complied with its such Lender’s obligations under FATCA or to determine the amount, if any, to deduct and withhold from such payment. Solely for purposes of this clause (g), “FATCA” shall include any amendments made to FATCA after the Closing Date.date of this Agreement. - 56-

FATCA. If a payment made to any a Lender under any Loan Document would be subject to U.S. federal withholding Tax Taxes imposed by FATCA if such Lender were to fail to comply with the applicable reporting requirements necessary for an exemption from withholding under such provisions of FATCA (including those contained in Sections Section 1471(b) or Section 1472(b) of the Code, as applicable), such Lender shall deliver to the Borrowers Borrower and the Administrative Agent at the time or times prescribed by Law, Applicable Law and at such time or times reasonably requested by the Borrowers Borrower or the Administrative Agent, Agent such documentation prescribed by applicable Applicable Law (including as prescribed by Section 1471(b)(3)(C)(i) of the Code) and any such additional documentation reasonably requested by the Borrowers Borrower or the Administrative Agent as may be necessary for the Borrowers Borrower and the Administrative Agent to comply with their obligations under FATCA, FATCA and to determine whether that such Lender has complied with its such Lender's obligations under FATCA or to determine the amount, if any, amount to deduct and withhold from such payment. Solely for purposes of this clause (g), “Section 7.3(g) "FATCA” " shall include any amendments made to FATCA after the Closing Datedate of this Agreement.

FATCA. If a payment made to any Lender under any Loan Document would be subject to U.S. federal withholding Tax imposed by FATCA if such Lender were to fail to comply with the applicable reporting requirements necessary for an exemption from withholding under such provisions (including those contained in Sections 1471(b) or Section 1472(b) of the Code, as applicable), such Lender shall deliver to the Borrowers and the Administrative Agent at the time or times prescribed by Law, and at such time or times reasonably requested by the Borrowers or the Administrative Agent, such documentation prescribed by applicable Law (including as prescribed by Section 1471(b)(3)(C)(i) of the Code) and any such additional documentation reasonably requested by the Borrowers or the Administrative Agent as may be necessary for the Borrowers and the Administrative Agent to comply with their obligations under FATCA, to determine whether such Lender has complied with its obligations under FATCA or to determine the amount, if any, to deduct and withhold from such payment. Solely for purposes of this clause (g), “FATCA” shall include any amendments made to FATCA after the Closing Date. [Reserved].

FATCA. If a payment made to any a Lender under any Loan Document would be subject to U.S. federal withholding Tax imposed by FATCA if such Lender were to fail to comply with the applicable reporting requirements necessary for an exemption from withholding under such provisions of FATCA (including those contained in Sections Section 1471(b) or Section 1472(b) of the Code, as applicable), such Lender shall deliver to the Borrowers Borrower and the Administrative Agent at the time or times prescribed by Law, law and at such time or times reasonably requested by the Borrowers Borrower or the Administrative Agent, Agent such documentation prescribed by applicable Law law (including as prescribed by Section 1471(b)(3)(C)(i) of the Code) and any such additional documentation reasonably requested by the Borrowers Borrower or the Administrative Agent as may be necessary for the Borrowers Borrower and the Administrative Agent to comply with their obligations under FATCA, FATCA and to determine whether that such Lender has complied with its such Lender’s obligations under FATCA or to determine the amount, if any, amount to deduct and withhold from such payment. Solely for purposes of this clause (gD), “FATCA” shall include any amendments made to FATCA after the Closing Datedate of this Agreement and any fiscal or regulatory legislation, rules or practices adopted pursuant to any intergovernmental agreement entered into in connection with FATCA.

FATCA. If a payment made to any a Lender or Issuing Bank under any Loan Document would be subject to U.S. United States federal withholding Tax imposed by FATCA if such Lender or Issuing Bank were to fail to comply with the applicable reporting requirements necessary for an exemption from withholding under such provisions of FATCA (including those contained in Sections Section 1471(b) or Section 1472(b) of the Code, as applicable), such Lender or Issuing Bank shall deliver to the Borrowers Borrower and the Administrative Agent at the time or times prescribed by Law, Xxxxxx and at such time or times reasonably requested by the Borrowers Borrower or the Administrative Agent, Agent such documentation prescribed by applicable Law (law (including as prescribed by Section 1471(b)(3)(C)(i) of the Code) and any such additional documentation reasonably requested by the Borrowers Borrower or the Administrative Agent as may be necessary for the Borrowers Borrower and the Administrative Agent to comply with their obligations under FATCA, FATCA and to determine whether that such Lender or Issuing Bank has complied with its such Lender or Issuing Bank’s obligations under FATCA or to determine the amount, if any, amount to deduct and withhold from such payment. Solely for purposes of this clause (g), “FATCA” shall include any amendments made to FATCA after the Closing Date.for

FATCA. If a payment made to a Lender or any Lender Agent under any Loan Document would be subject to U.S. federal withholding Tax imposed by FATCA if such Lender were to fail to comply with the applicable reporting requirements necessary for an exemption from withholding under such provisions of FATCA (including those contained in Sections Section 1471(b) or Section 1472(b) of the Code, as applicable), such Lender or Agent shall deliver to the Borrowers and the Administrative Agent Borrower or Agent, as applicable, at the time or times prescribed by Law, Law and at such time or times reasonably requested by the Borrowers Borrower or the Administrative Agent, as applicable, such documentation prescribed by applicable Law (including as prescribed by Section 1471(b)(3)(C)(i) of the Code) and any such additional documentation reasonably requested by the Borrowers Borrower or the Administrative Agent as may be necessary for the Borrowers Borrower and the Administrative Agent Agent, as applicable, to comply with their obligations under FATCA, FATCA and to determine whether that such Lender or Agent, as applicable, has complied with its such Lender’s or Agent’s obligations under FATCA or to determine the amount, if any, amount to deduct and or withhold from such payment. Solely for purposes of this clause (gSection 3.01(e)(iii), “FATCA” shall include any amendments made to FATCA after the Closing Second Restatement Date.

FATCA. If a payment made to any the Lender under any Loan Document this Agreement would be subject to U.S. federal withholding Tax tax imposed by FATCA if such the Lender were to fail to comply with the applicable reporting requirements necessary for an exemption from withholding under such provisions of FATCA (including those contained in Sections Section 1471(b) or Section DOCPROPERTY "DocID" \* MERGEFORMAT 065093/564287 MT MTDOCS 45761290 1472(b) of the CodeIRC, as applicable), such the Lender shall deliver to the Borrowers and the Administrative Agent at the time or times prescribed by Law, law and at such time or times reasonably requested by the Borrowers or the Administrative Agent, Borrower such documentation prescribed by applicable Applicable Law (including as prescribed by Section 1471(b)(3)(C)(i) of the CodeIRC) and any such additional documentation reasonably requested by the Borrowers or the Administrative Agent as may be necessary for the Borrowers and the Administrative Agent to comply with their its obligations under FATCA, FATCA and to determine whether such that the Lender has complied with its the Lender’s obligations under FATCA or to determine the amount, if any, amount to deduct and withhold from such payment. Solely The Borrowers shall provide such information as the Lender may reasonably require in order for purposes of this clause (g)the Lender to satisfy its obligations, “if any, relating to FATCA” shall include any amendments made to FATCA after the Closing Date.

FATCA. If a payment made to any a Lender under any Loan Document would be subject to U.S. federal withholding Tax tax imposed by FATCA if such Lender were to fail to comply with the applicable reporting requirements necessary for an exemption from withholding under such provisions of FATCA (including those contained in Sections Section 1471(b) or Section 1472(b) of the CodeCode and Treasury Regulation Section 1.1471-3(d), as applicable), such Lender shall deliver to the Borrowers Administrative Agent and the Administrative Agent Company, at the time or times prescribed by Law, law and at such time or times reasonably requested by the Borrowers Administrative Agent or the Administrative AgentCompany, such documentation prescribed by applicable Law law (including as prescribed by Section 1471(b)(3)(C)(i) of the Code) and any such additional documentation reasonably requested by the Borrowers Administrative Agent or the Administrative Agent Company as may be necessary for the Borrowers Administrative Agent, the Company and the Administrative Agent any Subsidiary Borrower that is a Domestic Subsidiary to comply with their its obligations under FATCA, to determine whether that such Lender has or has not complied with its such Lender’s obligations under FATCA or and, as necessary, to determine the amount, if any, amount to deduct and withhold from such payment. Solely for purposes of this clause (gSection 2.17(i), “FATCA” shall include any amendments made to FATCA after the Closing Datedate of this Agreement.

FATCA. If a payment made to any a Lender or a Participant under any Loan Document would be subject to U.S. United States federal withholding Tax imposed by FATCA if such Lender or Participant were to fail to comply with the applicable reporting requirements necessary for an exemption from withholding under such provisions of FATCA (including those contained in Sections Section 1471(b) or Section 1472(b) of the Code, as applicable), such Lender or Participant shall deliver to the Borrowers Borrower and the Administrative Agent at the time or times prescribed by Law, law and at such time or times reasonably requested by the Borrowers Borrower or the Administrative Agent, Agent such documentation prescribed by applicable Applicable Law (including as prescribed by Section 1471(b)(3)(C)(i) of the Code) and any such additional documentation reasonably requested by the Borrowers Borrower or the Administrative Agent as may be necessary for the Borrowers Borrower and the Administrative Agent to comply with their obligations under FATCA, FATCA and to determine whether that such Lender or Participant has complied with its such Lender’s or Participant’s obligations under FATCA or to determine the amount, if any, amount to deduct and withhold from such payment. Solely for purposes of this clause (ge), “FATCA” shall include any amendments made to FATCA after the Closing Datedate of this Agreement.

FATCA. If a payment made to any Lender a Recipient under any Loan Credit Document would be subject to U.S. federal withholding Tax imposed by FATCA if such Lender Recipient were to fail to comply with the applicable reporting requirements necessary for an exemption from withholding under such provisions of FATCA (including those contained in Sections Section 1471(b) or Section 1472(b) of the Internal Revenue Code, as applicable), such Lender Recipient shall deliver to the Borrowers Company and the Administrative Agent at the time or times prescribed by Law, applicable Requirements of Law and at such time or times reasonably requested by the Borrowers Company or the Administrative Agent, Agent such documentation prescribed by applicable Requirements of Law (including as prescribed by Section 1471(b)(3)(C)(i) of the Internal Revenue Code) and any such additional documentation reasonably requested by the Borrowers Company or the Administrative Agent as may be necessary for the Borrowers Company and the Administrative Agent to comply with their obligations under FATCA, FATCA and to determine whether that such Lender Recipient has complied with its such Recipient’s obligations under FATCA or to determine the amount, if any, amount to deduct and withhold from such payment. Solely for purposes of the preceding sentence of this clause (gd), “FATCA” shall include any amendments made to FATCA after the Closing Datedate hereof.

FATCA. If a payment made to any a Lender hereunder or under any Loan Document Documents would be subject to U.S. federal withholding Tax imposed by FATCA if such Lender were to fail to comply with the applicable reporting requirements necessary for an exemption from withholding under such provisions of FATCA (including those contained in Sections Section 1471(b) or Section 1472(b) of the IR Code, as applicable), such Lender shall deliver to the Borrowers Administrative Borrower and the Administrative Agent at the time or times prescribed by Law, law and at such time or times reasonably requested by the Borrowers Administrative Borrower or the Administrative Agent, Agent such documentation prescribed by applicable Law law (including as prescribed by Section 1471(b)(3)(C)(i) of the IR Code) and any such additional documentation reasonably requested by the Borrowers Administrative Borrower or the Administrative Agent as may be necessary for the Borrowers Administrative Borrower and the Administrative Agent to comply with their obligations under FATCA, FATCA and to determine whether that such Lender has complied with its such Lender’s obligations under FATCA or to determine the amount, if any, amount to deduct and withhold from such payment. Solely for the purposes of this clause subsection (gf), “FATCA” shall include any amendments made to FATCA after the Closing Datedate of this Agreement.