Other Tax Certificates. Each Indemnified Tax Person agrees to use reasonable efforts to deliver to any Loan Party, promptly upon any request therefor from time to time by such Loan Party, such forms, documents and information as may be required by applicable treaty, law or regulation from time to time and to file all appropriate forms to obtain a certificate or other appropriate documents from the appropriate Governmental Authorities to establish that payments made in respect of any Alternate Currency Loan or Letter of Credit denominated in an Alternate Currency by such Loan Party can be made without (or at a reduced rate of) withholding of Taxes, provided that if such Indemnified Tax Person is or becomes unable by virtue of any applicable treaty, law or regulation, to establish such exemption or reduction, such Loan Party shall nonetheless remain obligated under Subsection 3.6(a) to pay the amounts described therein, and provided further, that no Indemnified Tax Person shall be required to take any action hereunder which, in the sole discretion of such Indemnified Tax Person, would cause such Indemnified Tax Person or any affiliate thereof to suffer a material economic, legal or regulatory disadvantage.
Appears in 2 contracts
Samples: Credit Agreement (Tiffany & Co), Credit Agreement (Tiffany & Co)
Other Tax Certificates. Each Indemnified Tax Person agrees to use reasonable efforts to deliver to any Loan Credit Party, promptly upon any reasonable request therefor from time to time by such Loan Credit Party, such forms, documents and information as may be required by applicable treatylaw, law regulation or regulation treaty from time to time and to file all appropriate forms to obtain a certificate or other appropriate documents from the appropriate Governmental Authorities to establish that payments made in respect of any Alternate Currency Loan or Letter of Credit denominated in an Alternate Currency by such Loan Credit Party can be made without (or at a reduced rate of) withholding of Taxes, provided provided, however, that if such Indemnified Tax Person is or becomes unable by virtue of any applicable law, regulation or treaty, law or regulation, to establish such exemption or reduction, such Loan Credit Party shall nonetheless remain obligated under Subsection 3.6(aSection 3.9(a) to pay the amounts described therein, and provided further, further that no Indemnified Tax Person shall be required to take any action hereunder under this Section 3.9(e) which, in the sole discretion of such Indemnified Tax Person, would cause such Indemnified Tax Person or any affiliate thereof to suffer a material economic, legal or regulatory disadvantage.
Appears in 2 contracts
Samples: Credit Agreement (Bowne & Co Inc), Credit Agreement (Bowne & Co Inc)
Other Tax Certificates. Each Indemnified Tax Person agrees to use reasonable efforts to deliver to any Loan Partythe Borrower, the Borrower, promptly upon any request therefor from time to time by such Loan Partythe Borrower, such forms, documents and information as may be required by applicable treatylaw, law regulation or regulation treaty from time to time and to file all appropriate forms to obtain a certificate or other appropriate documents from the appropriate Governmental Authorities to establish that payments made in respect of any Alternate Currency Revolving Credit Loan or Letter of Credit denominated in an Alternate Currency by such Loan Party can be made without (or at a reduced rate of) withholding of Taxes, provided provided, however, that if such Indemnified Tax Person is or becomes unable by virtue of any applicable law, regulation or treaty, law or regulation, to establish such exemption or reduction, such Loan Party the Borrower shall nonetheless remain obligated under Subsection 3.6(a3.7
(a) to pay the amounts described therein, and provided further, that no Indemnified Tax Person shall be required to take any action hereunder which, in the sole discretion of such Indemnified Tax Person, would cause such Indemnified Tax Person or any affiliate thereof to suffer a material economic, legal or regulatory disadvantage.
Appears in 2 contracts
Samples: Credit Agreement (Furon Co), Credit Agreement (Furon Co)
Other Tax Certificates. Each Indemnified Tax Person agrees to use reasonable efforts to deliver to any Loan Party, Borrower promptly upon any reasonable request therefor from time to time by such Loan PartyBorrower, such forms, documents and information as may be required by applicable treatylaw, law regulation or regulation treaty from time to time and to file all appropriate forms to obtain a certificate or other appropriate documents from the appropriate Governmental Authorities to establish that payments made in respect of any Alternate Currency Loan or Letter of Credit denominated in an Alternate Currency by such Loan Party Borrower can be made without (or at a reduced rate of) withholding of Taxes, provided provided, however, that if such Indemnified Tax Person is or becomes unable by virtue of any applicable law, regulation or treaty, law or regulation, to establish such exemption or reduction, such Loan Party Borrower shall nonetheless remain obligated under Subsection 3.6(aSection 3.9(a) to pay the amounts described therein, and provided further, further that no Indemnified Tax Person shall be required to take any action hereunder under this Section 3.9(d) which, in the sole discretion of such Indemnified Tax Person, would cause such Indemnified Tax Person or any affiliate thereof to suffer a material economic, legal or regulatory disadvantage.
Appears in 1 contract
Samples: Credit Agreement (Bowne & Co Inc)
Other Tax Certificates. Each Indemnified Tax Person agrees to use reasonable efforts to deliver to any Loan Credit Party, promptly upon any request therefor from time to time by such Loan Credit Party, such forms, documents and information as may be required by applicable treatylaw, law regulation or regulation treaty from time to time and to file all appropriate forms to obtain a certificate or other appropriate documents from the appropriate Governmental Authorities to establish that payments made in respect of any Alternate Currency Loan or Letter of Credit denominated designated in an Alternate Currency by such Loan Credit Party can be made without (or at a reduced rate of) withholding of Taxes, provided provided, however, that if such Indemnified Tax Person is or becomes unable by virtue of any applicable law, regulation or treaty, law or regulation, to establish such exemption or reduction, such Loan Credit Party shall nonetheless remain obligated under Subsection 3.6(a2.13
(a) to pay the amounts described therein, and provided further, that no Indemnified Tax Person shall be required to take any action hereunder which, in the sole discretion of such Indemnified Tax Person, would cause such Indemnified Tax Person or any affiliate thereof to suffer a material economic, legal or regulatory disadvantage.
Appears in 1 contract
Samples: Credit Agreement (Tiffany & Co)
Other Tax Certificates. Each Indemnified Tax Person agrees to use reasonable efforts to deliver to any Loan Credit Party, promptly upon any request therefor from time to time by such Loan Credit Party, such forms, documents and information as may be required by applicable treatylaw, law regulation or regulation treaty from time to time and to file all appropriate forms to obtain a certificate or other appropriate documents from the appropriate Governmental Authorities to establish that payments made in respect of any Alternate Currency Loan or participation in any Letter of Credit denominated in an Alternate Currency by such Loan Party can be made without (or at a reduced rate of) withholding of Taxes, provided provided, however, that if such Indemnified Tax Person is or becomes unable by virtue of any applicable law, regulation or treaty, law or regulation, to establish such exemption or reduction, such Loan Credit Party shall nonetheless remain obligated under Subsection 3.6(aunder
(a) to pay the amounts described therein, and provided further, that no Indemnified Tax Person shall be required to take any action hereunder which, in the sole discretion of such Indemnified Tax Person, would cause such Indemnified Tax Person or any affiliate thereof to suffer a material economic, legal or regulatory disadvantage.
Appears in 1 contract