Common use of No Offset, etc Clause in Contracts

No Offset, etc. All payments by the Borrower hereunder and under any of the other Loan Documents shall be made without setoff or counterclaim and free and clear of and without deduction for any taxes, levies, imposts, duties, charges, fees, deductions, withholdings, compulsory loans, restrictions or conditions of any nature now or hereafter imposed or levied by any jurisdiction or any political subdivision thereof or taxing or other authority therein unless the Borrower is compelled by law to make such deduction or withholding. If any such obligation is imposed upon the Borrower with respect to any amount payable by it hereunder or under any of the other Loan Documents, other than (a) with respect to taxes based upon the Agent's or any Lender's net income, or (b) with respect to amounts owing to a Lender that (i) is not incorporated under the laws of the United States of America or a state thereof and (ii) has not delivered to the Agent the forms referred to in section 3.3.3 hereof, the Borrower will pay to the Agent, for the account of the Lenders or (as the case may be) the Agent, on the date on which such amount is due and payable hereunder or under such other Loan Document, such additional amount in Dollars as shall be necessary to enable the Lenders or the Agent to receive the same net amount which the Lenders or the Agent would have received on such due date had no such obligation been imposed upon the Borrower. The Borrower will deliver promptly to the Agent certificates or other valid vouchers for all taxes or other charges deducted from or paid with respect to payments made by the Borrower hereunder or under such other Loan Document.

No Offset, etc. All payments by the Borrower hereunder and Company hereunder, under the Notes or under any of the other Loan Documents Document shall be made without setoff or counterclaim and free and clear of and without deduction for any taxes, levies, imposts, duties, charges, fees, deductions, withholdings, compulsory loans, restrictions or conditions of any nature now or hereafter imposed or levied by any jurisdiction or any political subdivision thereof or taxing or other authority therein unless the Borrower Company is compelled by law to make such deduction or withholding. If any such obligation is imposed upon the Borrower Company with respect to any amount payable by it hereunder hereunder, under the Notes or under any of the other Loan DocumentsDocument, other than (a) with respect to taxes based upon the Agent's Company will make such deduction or any Lender's net incomewithholding, will pay the full amount deducted or (b) with respect to amounts owing to a Lender that (i) is not incorporated under the laws of the United States of America or a state thereof and (ii) has not delivered withheld to the Agent the forms referred to in section 3.3.3 hereofapplicable authority, the Borrower and will also pay to the Administrative Agent, for its own account or for the account of the Lenders or (as the case may be) the AgentHolders, on the date on which such amount is due and payable hereunder hereunder, under the Notes or under such other Loan Document, such additional amount in Dollars as shall be necessary to enable the Lenders Holders or the Administrative Agent (as the case may be) to receive the same net amount in the same currency which the Lenders Holders or the Administrative Agent would have received on such due date had no such obligation been imposed upon the BorrowerCompany. The Borrower Company will deliver promptly deliver, within thirty (30) days of any such deduction or payment, to the Administrative Agent certificates or other valid vouchers for all taxes or other charges deducted from or paid with respect to payments made by the Borrower hereunder Company hereunder, under the Notes or under such other Loan Document.

No Offset, etc. All payments by the Borrower Borrowers hereunder and under any of the other Loan Documents shall be made without setoff or counterclaim and free and clear of and without deduction for any taxes, levies, imposts, duties, charges, fees, deductions, withholdings, compulsory loans, restrictions or conditions of any nature now or hereafter imposed or levied by any jurisdiction or any political subdivision thereof or taxing or other authority therein unless the Borrower is compelled by law to make such deduction or withholding. If any such obligation is imposed upon the any such Borrower with respect to any amount payable by it hereunder or under any of the other Loan Documents, other than (a) with respect subject to taxes based upon the Agent's or any Lender's net income, or (b) with respect to amounts owing to a Lender that (i) is not incorporated under the laws of the United States of America or a state thereof Section 6.11 and (ii) has not delivered to the Agent the forms referred to in section 3.3.3 Section 20.8 hereof, the such Borrower will pay to the Agent, for the account of the Lenders Banks or (as the case may be) the Agent, on the date on which such amount is due and payable hereunder or under such other Loan Document, such additional amount in Dollars as shall be necessary to enable the Lenders Banks or the Agent to receive the same net amount which the Lenders Banks or the Agent would have received on such due date had no such obligation been imposed upon the such Borrower. The Each such Borrower will deliver promptly to the Agent certificates or other valid vouchers for all taxes or other charges deducted from or paid with respect to payments made by the Borrower Borrowers hereunder or under such other Loan Document.

No Offset, etc. All payments by the Borrower hereunder and under any of the other Loan Documents shall be made without setoff or counterclaim and free and clear of and without deduction for any taxes, levies, imposts, duties, charges, fees, deductions, withholdings, compulsory loans, restrictions or conditions of any nature now or hereafter imposed or levied by any jurisdiction or any political subdivision thereof or taxing or other authority therein unless the Borrower is compelled by law to make such deduction or withholding. If any such obligation is imposed upon the Borrower with respect to any amount payable by it hereunder or under any of the other Loan Documents, other than (a) with respect subject to taxes based upon the Agent's or any Lender's net income, or (b) with respect to amounts owing to a Lender that (i) is not incorporated under the laws of the United States of America or a state thereof Section 6.12 and (ii) has not delivered to the Agent the forms referred to in section 3.3.3 Section 20.8 hereof, the Borrower will pay to the Agent, for the account of the Lenders Banks or (as the case may be) the 41 -33- Agent, on the date on which such amount is due and payable hereunder or under such other Loan Document, such additional amount in Dollars as shall be necessary to enable the Lenders Banks or the Agent to receive the same net amount which the Lenders Banks or the Agent would have received on such due date had no such obligation been imposed upon the Borrower. The Borrower will deliver promptly to the Agent certificates or other valid vouchers for all taxes or other charges deducted from or paid with respect to payments made by the Borrower hereunder or under such other Loan Document.

No Offset, etc. All payments after November 14, 2003 by the Borrower Company hereunder and under any of the other Loan Documents shall be made without recoupment, setoff or counterclaim and free and clear of and without deduction for any taxes, levies, imposts, duties, charges, fees, deductions, withholdings, compulsory loans, restrictions or conditions of any nature now or hereafter imposed or levied by any jurisdiction or any political subdivision thereof or taxing or other authority therein therein, excluding any taxes that would not have been imposed but for a connection between any Bank or the Agent and the jurisdiction or any political subdivision thereof imposing such tax (other than a connection arising solely as a result of entering into any Loan Document or performing any obligations, receiving any payments or enforcing any rights thereunder) unless the Borrower Company is compelled by law to make such deduction or withholding. If any such obligation is imposed upon the Borrower Company with respect to any amount payable by it after November 14, 2003 hereunder or under any of the other Loan Documents, other than (a) with respect to taxes based upon the Agent's or any Lender's net income, or (b) with respect to amounts owing to a Lender that (i) is not incorporated under the laws of the United States of America or a state thereof and (ii) has not delivered to the Agent the forms referred to in section 3.3.3 hereof, the Borrower Company will pay to the Agent, for the account of the Lenders Banks or (as the case may be) the Agent, on the date on which such amount is due and payable hereunder or under such other Loan Document, such additional amount in Dollars as shall be necessary to enable the Lenders Banks or the Agent to receive the same net amount which the Lenders Banks or the Agent would have received on such due date had no such obligation been imposed upon the BorrowerCompany; provided, however, the Company shall not be required to pay any such additional amount to any Bank or Agent that fails to comply with section 4.12. The Borrower Company will deliver promptly to the Agent certificates or other valid vouchers receipts for all taxes or other charges deducted from or paid with respect to payments made by the Borrower Company hereunder or under such other Loan Document.

No Offset, etc. All payments by the Borrower Company and the Sterling --------------- Subsidiaries hereunder and under any of the other Loan Documents shall be made without setoff or counterclaim and free and clear of and without deduction for any taxes, levies, imposts, duties, charges, fees, deductions, withholdings, compulsory loans, restrictions or conditions of any nature now or hereafter imposed or levied by any jurisdiction or any political subdivision thereof or taxing or other authority therein unless the Borrower Company or such Subsidiary is compelled by law to make such deduction or withholding. If any such obligation is imposed upon the Borrower Company or the Sterling Subsidiaries with respect to any amount payable by it them hereunder or under any of the other Loan Documents, other than (a) with respect to taxes based upon the Agent's or any Lender's net income, or (b) with respect to amounts owing to a Lender that (i) is not incorporated under the laws of the United States of America or a state thereof and (ii) has not delivered to the Agent the forms referred to in section 3.3.3 hereof, the Borrower Company will pay to the Agent, for the account of the Lenders Banks or (as the case may be) the Agent, on the date on which such amount is due and payable hereunder or under such other Loan Document, such additional amount in Dollars as shall be necessary to enable the Lenders Banks or the Agent to receive the same net amount which the Lenders Banks or the Agent would have received on such due date had no such obligation been imposed upon the BorrowerCompany or such Sterling Subsidiary. The Borrower Company will deliver promptly to the Agent certificates or other valid vouchers for all taxes or other charges deducted from or paid with respect to payments made by the Borrower Company or such Sterling Subsidiary hereunder or under such other Loan Document. Nothing contained in this (S)3.1(b) shall be deemed to impose upon the Company any obligation to pay taxes based upon the income or profits of the Agent or any Bank.

No Offset, etc. All payments by the Borrower hereunder and -------------- under any of the other Loan Documents shall be made without recoupment, setoff or counterclaim and free and clear of and without deduction for any taxes, levies, imposts, duties, charges, fees, deductions, withholdings, compulsory loans, restrictions or conditions of any nature now or hereafter imposed or levied by any jurisdiction or any political subdivision thereof or taxing or other authority therein unless the Borrower is compelled by law to make such deduction or withholding. If any such obligation is imposed upon the Borrower with respect to any amount payable by it hereunder or under any of the other Loan Documents, other than (a) with respect to taxes based upon the Agent's or any Lender's net income, or (b) with respect to amounts owing to a Lender that (i) is not incorporated under the laws of the United States of America or a state thereof and (ii) has not delivered to the Agent the forms referred to in section 3.3.3 hereof, the Borrower will pay to the Loan and Collateral Agent or the Letter of Credit Agent, as the case may be, for the account of the Lenders Banks or (as the case may be) the AgentAgents, on the date on which such amount is due and payable hereunder or under such other Loan Document, such additional amount in Dollars as shall be necessary to enable the Lenders Banks or the Agent Agents to receive the same net amount which the Lenders Banks or the Agent Agents would have received on such due date had no such obligation been imposed upon the Borrower. The Borrower will deliver promptly to the Agent Agents certificates or other valid vouchers for all taxes or other charges deducted from or paid with respect to payments made by the Borrower hereunder or under such other Loan Document.