Common use of Grossing-up of Payments Clause in Contracts

Grossing-up of Payments. If Company or any other Person is required by law to make any deduction or withholding on account of any Tax from any sum paid or payable by Company to Administrative Agent or any Lender under any of the Loan Documents: (a) Company shall notify Administrative Agent of any such requirement or any change in any such requirement as soon as Company becomes aware of it; (b) Company shall timely pay any such Tax to the relevant Government Authority when such Tax is due, in accordance with applicable law; (c) unless such Tax is an Excluded Tax, the sum payable by Company shall be increased to the extent necessary to ensure that, after making the required deductions (including deductions applicable to additional sums payable under this subsection 2.7B(ii)), Administrative Agent or such Lender, as the case may be, receives on the due date a net sum equal to the sum it would have received had no such deduction been required or made; and (d) within 30 days after paying any sum from which it is required by law to make any such deduction, and within 30 days after the due date of payment of any Tax which it is required by clause (b) above to pay, Company shall deliver to Administrative Agent the original or a certified copy of an official receipt or other document satisfactory to the other affected parties to evidence the payment and its remittance to the relevant Government Authority.

Appears in 9 contracts

Samples: Credit Agreement (Hexcel Corp /De/), Credit Agreement (Ruths Chris Steak House, Inc.), Credit Agreement (Ruths Chris Steak House, Inc.)

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Grossing-up of Payments. If Company or any other Person is required by law to make any deduction or withholding on account of any Tax Indemnified Taxes or Other Taxes from any sum paid or payable by Company to Administrative Agent or any Lender under any of the Loan Documents: (aA) Company shall notify Administrative Agent of any such requirement or any change in any such requirement as soon as Company becomes aware of it; (bB) Company shall timely pay any such Indemnified Tax and Other Tax to the relevant Government Authority when such Tax amount is due, in accordance with applicable law; (cC) unless such Tax is an Excluded Tax, the The sum payable by Company shall be increased to the extent necessary to ensure that, after making the required deductions (including deductions applicable to additional sums payable under this subsection 2.7B(iiSection 2.7(b)(ii)), Administrative Agent or such Lender, as the case may be, receives on the due date a net sum equal to the sum it would have received had no such deduction been required or made; and (dD) within 30 days As soon as practicable after paying any sum from which it is required by law to make any such deduction, and within 30 days after the due date of payment of any Indemnified Tax or Other Tax which it is required by clause (bB) above to pay, Company shall deliver to Administrative Agent the original or a certified copy of an official receipt or other document reasonably satisfactory to the other affected parties to evidence the payment and its remittance to the relevant Government Authority.

Appears in 3 contracts

Samples: Credit Agreement (U.S. Silica Holdings, Inc.), Credit Agreement (U.S. Silica Holdings, Inc.), Credit Agreement (U.S. Silica Holdings, Inc.)

Grossing-up of Payments. If Company or any other Person is required by law to make any deduction or withholding on account of any Tax from any sum paid or payable by Company to Administrative Agent or any Lender under any of the Loan Documents: (a) Company shall notify Administrative Agent of any such requirement or any change in any such requirement as soon as Company becomes aware of it; (b) Company shall timely pay any such Tax to the relevant Government Authority when such Tax is due, in accordance with applicable law; (c) unless such Tax is an Excluded Tax, the sum payable by Company shall be increased to the extent necessary to ensure that, after making the required deductions (including deductions applicable to additional sums payable under this subsection 2.7B(ii)), Administrative Agent or such Lender, as the case may be, receives on the due date a net sum equal to the sum it would have received had no such deduction been required or made; and (d) within 30 days after paying any sum from which it is required by law to make any such deduction, and within 30 days after the due date of payment of any Tax which it is required by clause (b) above to pay, Company shall shall, upon the written request of Administrative Agent, deliver to Administrative Agent the original or a certified copy of an official receipt or other document documentation reasonably satisfactory to the other affected parties to evidence the payment and its remittance to the relevant Government Authority.

Appears in 2 contracts

Samples: Credit Agreement (United Online Inc), Credit Agreement (United Online Inc)

Grossing-up of Payments. If Company or any other Person is required by law to make any deduction or withholding on account of any Tax from any sum paid or payable by Company to Administrative Agent or any Lender under any of the Loan Documents: (a) Company shall notify Administrative Agent of any such requirement or any change in any such requirement as soon as Company becomes aware of it; (b) Company shall timely pay any such Tax to the relevant Government Authority when such Tax is due, in accordance with applicable law; (c) unless such Tax is an Excluded Tax, the sum payable by Company shall be increased to the extent necessary to ensure that, after making the required deductions (including deductions applicable to additional sums payable under this subsection 2.7B(ii)), Administrative Agent or such Lender, as the case may be, receives on the due date a net sum equal to the sum it would have received had no such deduction been required or made; and (d) within 30 days after paying any sum from which it is required by law to make any such deduction, and within 30 days as soon as practicable after the due date of payment of any Tax which it is required by clause (b) above to pay, Company shall deliver to Administrative Agent the original or a certified copy of an official receipt or other document reasonably satisfactory to the other affected parties to evidence the payment and its remittance to the relevant Government Authority.

Appears in 2 contracts

Samples: Credit Agreement (Ameriprise Financial Inc), Credit Agreement (Ameriprise Financial Inc)

Grossing-up of Payments. If Company or any other Person is required by law to make any deduction or withholding on account of any Tax from any sum paid or payable by Company to Administrative Agent or any Lender under any of the Loan Documents: (a) Company shall notify Administrative Agent of any such requirement or any change in any such requirement as soon as Company becomes aware of it; (b) Company shall timely pay any such Tax to the relevant Government Authority when such Tax is due, in accordance with applicable law; (c) unless such Tax is an Excluded Tax, the sum payable by Company shall be increased to the extent necessary to ensure that, after making the required deductions (including deductions applicable to additional sums payable under this subsection 2.7B(ii)), Administrative Agent or such Lender, as the case may be, receives on the due date a net sum equal to the sum it would have received had no such deduction been required or made; and (d) within 30 days after paying any sum from which it is required by law to make any such deduction, and within 30 days after the due date of payment of any Tax which it is required by clause (b) above to pay, Company shall deliver to Administrative Agent the original or a certified copy of an official receipt or other document satisfactory to the other affected parties to evidence the payment and its remittance to the relevant Government Authority.

Appears in 2 contracts

Samples: Credit Agreement (Stancorp Financial Group Inc), Credit Agreement (Volt Information Sciences, Inc.)

Grossing-up of Payments. If Company or any other Person is required by law to make any deduction or withholding on account of any Tax from any sum paid or payable by Company to Administrative Agent or any Lender under any of the Loan Documents: (a) Company shall notify Administrative Agent of any such requirement or any change in any such requirement as soon as Company becomes aware of it; (b) Company shall timely pay any such Tax to the relevant Government Authority when such Tax is due, in accordance with applicable law; (c) unless such Tax is an Excluded Tax, the sum payable by Company shall be increased to the extent necessary to ensure that, after making the required deductions (including deductions applicable to additional sums payable under this subsection 2.7B(ii)), Administrative Agent or such Lender, as the case may be, receives on the due date a net sum equal to the sum it would have received had no such deduction been required or made; and (d) within 30 days after paying any sum from which it is required by law to make any such deduction, and within 30 days after the due date of payment of any Tax which it is required by clause (b) above to pay, Company shall deliver to Administrative Agent the original or a certified copy of an official receipt or other document satisfactory to the other affected parties to that provides reasonable evidence the payment and its remittance to the relevant Government Authority.

Appears in 2 contracts

Samples: Credit Agreement (Ameriprise Financial Inc), Credit Agreement (Ameriprise Financial Inc)

Grossing-up of Payments. If Company or any other Person is required by law to make any deduction or withholding on account of any Tax from any sum paid or payable by Company to Administrative Agent or any Lender under any of the Loan Documents: (a) Company shall notify Administrative Agent of any such requirement or any change in any such requirement as soon as Company becomes aware of it; (b) Company shall timely pay any such Tax to the relevant Government Authority when such Tax is due, in accordance with applicable law; (c) unless such Tax is an Excluded Tax, the sum payable by Company shall be increased to the extent necessary to ensure that, after making the required deductions (including deductions applicable to additional sums payable under this subsection 2.7B(ii2.6B(ii)), Administrative Agent or such Lender, as the case may be, receives on the due date a net sum equal to the sum it would have received had no such deduction been required or made; and (d) within 30 days after paying any sum from which it is required by law to make any such deduction, and within 30 days after the due date of payment of any Tax which it is required by clause (b) above to pay, Company shall deliver to Administrative Agent the original or a certified copy of an official receipt or other document satisfactory to the other affected parties to evidence the payment and its remittance to the relevant Government Authority.

Appears in 1 contract

Samples: Credit Agreement (Hypercom Corp)

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Grossing-up of Payments. If Company or any other Person is required by law to make any deduction or withholding on account of any Tax Indemnified Taxes or Other Taxes from any sum paid or payable by Company to Administrative Agent or any Lender Purchaser under any of the Loan Note Documents: (aA) Company shall notify Administrative Agent such Purchaser of any such requirement or any change in any such requirement as soon as Company becomes aware of it; (bB) Company shall timely pay any such Indemnified Tax and Other Tax to the relevant Government Authority when such Tax amount is due, in accordance with applicable law; (cC) unless such Tax is an Excluded Tax, the The sum payable by Company shall be increased to the extent necessary to ensure that, after making the required deductions (including deductions applicable to additional sums payable under this subsection 2.7B(iiSection 2.7(b)(ii)), Administrative Agent or such Lender, as the case may be, Purchaser receives on the due date a net sum equal to the sum it would have received had no such deduction been required or made; and (dD) within 30 days As soon as practicable after paying any sum from which it is required by law to make any such deduction, and within 30 days after the due date of payment of any Indemnified Tax or Other Tax which it is required by clause (b) above to pay, Company shall deliver to Administrative Agent such Purchaser the original or a certified copy of an official receipt or other document reasonably satisfactory to the other affected parties to evidence the payment and its remittance to the relevant Government Authority.

Appears in 1 contract

Samples: Note Purchase Agreement (U.S. Silica Holdings, Inc.)

Grossing-up of Payments. If Company or any other Person is required by law to make any deduction or withholding on account of any Tax from any sum paid or payable by Company to Administrative Agent or any Lender under any of the Loan Documents: (a) Company shall notify Administrative Agent of any such requirement or any change in any such requirement as soon as Company becomes aware of it; (b) Company shall timely pay any such Tax to the relevant Government Authority when such Tax is due, in accordance with applicable law; (c) unless such Tax is an Excluded Tax, the sum payable by Company shall be increased to the extent necessary to ensure that, after making the required deductions (including deductions applicable to additional sums payable under this subsection 2.7B(ii)), Administrative Agent or such Lender, as the case may be, receives on the due date a net sum equal to the sum it would have received had no such deduction been required or made; and (d) within 30 days after paying any sum from which it is required by law to make any such deduction, and within 30 days after the due date of payment of any Tax which it is required by clause (b) above to pay, Company shall deliver to Administrative Agent the original or a certified copy of an official receipt or other document reasonably satisfactory to the other affected parties to evidence the payment and its remittance to the relevant Government Authority.

Appears in 1 contract

Samples: Credit Agreement (Panolam Industries International Inc)

Grossing-up of Payments. If Company Borrowers are or any other Person is required by law to make any deduction or withholding on account of any Tax from any sum paid or payable by Company Borrowers to Administrative Agent or any Lender under any of the Loan Documents: (a) Company Parent shall notify Administrative Agent of any such requirement or any change in any such requirement as soon as Company Parent becomes aware of it; (b) Company Borrowers shall timely pay any such Tax to the relevant Government Authority when such Tax is due, in accordance with applicable law; (c) unless such Tax is an Excluded Tax, the sum payable by Company Borrowers shall be increased to the extent necessary to ensure that, after making the required deductions (including deductions applicable to additional sums payable under this subsection 2.7B(ii)), Administrative Agent or such Lender, as the case may be, receives on the due date a net sum equal to the sum it would have received had no such deduction been required or made; and (d) within 30 days after paying any sum from which it is required by law to make any such deduction, and within 30 days after the due date of payment of any Tax which it is required by clause (b) above to pay, Company Parent shall deliver to Administrative Agent the original or a certified copy of an official receipt or other document satisfactory to the other affected parties to evidence the payment and its remittance to the relevant Government Authority.

Appears in 1 contract

Samples: Credit Agreement (Granite Broadcasting Corp)

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