Common use of No U Clause in Contracts

No U. S. Borrower shall be required to pay any additional amount pursuant to Clause 12.1 (Gross-up) in respect of United States federal income, branch profits or franchise taxes with respect to a sum payable by it pursuant to this Agreement to a Bank if such Bank: (i) on the date it becomes a Party to this Agreement or has designated a new Facility Office either: (1) in the case of a Bank which is not a United States person (as such term is defined in Section 7701(a)(30) of the Code), is not entitled to submit a Form 1001 or Form W-8 (relating to such Bank and claiming a complete exemption from withholding on interest payable pursuant to this Agreement) or a Form 4224 (relating to interest payable pursuant to this Agreement) (or any successor forms) with respect to interest payable pursuant to this Agreement; or (2) in the case of a Bank which is a United States person, if Clause 12.1 (Gross-up) would apply (other than as a result of the introduction of, suspension, withdrawal or cancellation of, or change in the official interpretation, administration or official application of, any law, regulation having the force -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- of law, tax treaty or any published practice or published concession of the United States Internal Revenue Service or any other relevant taxing or fiscal authority in any jurisdiction with which the relevant Bank has a connection, occurring after the date the Bank becomes a Party to this Agreement or has designated a new Facility Office); or (ii) has failed to submit any form, certificate or other information with respect to such sum payable that it was required to file pursuant to paragraph (b) below and is entitled to file under applicable law, and a Bank (or its Facility Office designated in respect of payments made by a U.S. Borrower) will be a "U.S. Qualifying Bank" for the purposes of lending to a U.S. Borrower unless it falls within paragraphs (i) or (ii) above.