Common use of Ownership of Collateral Accounts; Tax Forms Clause in Contracts

Ownership of Collateral Accounts; Tax Forms. For the avoidance of doubt, each Collateral Account (including income, if any, earned on the investments of funds in such Collateral Account) will be owned by the Company (and to the extent that the Company is treated as a disregarded entity for tax purposes, by Parent, as its sole owner), for federal income tax purposes. The Company is required to provide to the Securities Intermediary (i) an IRS Form W-9 of Parent for U.S. federal income tax purposes no later than the date of this Agreement, and (ii) any additional IRS forms (or updated versions of any previously submitted IRS forms) or other documentation at such time or times required by Applicable Law or upon the reasonable request of the Securities Intermediary as may be necessary (x) to reduce or eliminate the imposition of U.S. withholding taxes and (y) to permit the Securities Intermediary to fulfill its tax reporting obligations under Applicable Law with respect to the Collateral Accounts or any amounts paid to the Company. If any IRS form or other documentation previously delivered becomes obsolete or inaccurate in any respect, the Company shall timely provide to the Securities Intermediary accurately updated and complete versions of such IRS forms or other documentation. Wilmington Trust, National Association both in its individual capacity and in its capacity as Securities Intermediary, shall have no liability to the Company or any other person in connection with any tax withholding amounts paid or withheld from the Collateral Accounts pursuant to Applicable Law arising from the Company’s failure to timely provide an accurate, correct and complete IRS Form W-9 of Parent as its sole owner or such other documentation contemplated under this paragraph for U.S. federal income tax purposes. For the avoidance of doubt, no funds shall be invested with respect to such Collateral Accounts absent the Securities Intermediary having first received the IRS forms and other documentation required by this paragraph.

Appears in 1 contract

Samples: Loan and Security Agreement (Kayne Anderson BDC, Inc.)

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Ownership of Collateral Accounts; Tax Forms. For the avoidance of doubt, each Collateral Account (including income, if any, earned on the investments of funds in such Collateral Account) will be owned by the Company (and to the extent that the Company is treated as a disregarded entity for tax purposes, by Parent, as its sole owner)Company, for federal income tax purposes. The Company is required to provide to the Securities Intermediary (i) an IRS Form W-9 of Parent for U.S. federal income tax purposes FormW-9 or appropriate IRS FormW-8 no later than the date of this Agreement, and (ii) any additional IRS forms (or updated versions of any previously submitted IRS forms) or other documentation at such time or times required by Applicable Law applicable law or upon the reasonable request of the Securities Intermediary as may be necessary (x) to reduce or eliminate the imposition of U.S. withholding taxes and (y) to permit the Securities Intermediary to fulfill its tax reporting obligations under Applicable Law applicable law with respect to the Collateral Accounts or any amounts paid to the Company. If any IRS form or other documentation previously delivered becomes obsolete or inaccurate in any respect, the Company shall timely provide to the Securities Intermediary accurately updated and complete versions of such IRS forms or other documentation. Wilmington TrustXxxxx Fargo Bank, National Association Association, both in its individual capacity and in its capacity as Securities Intermediary, shall have no liability to the Company or any other person in connection with any tax withholding amounts paid or withheld from the Collateral Accounts pursuant to Applicable Law applicable law arising from the Company’s failure to timely provide an accurate, correct and complete IRS Form W-9 of Parent FormW-9 or an appropriate IRS FormW-8, as its sole owner applicable, or such other documentation contemplated under this paragraph for U.S. federal income tax purposesparagraph. For the avoidance of doubt, no funds shall be invested with respect to such Collateral Accounts absent the Securities Intermediary having first received the IRS forms and other documentation required by this paragraph.

Appears in 1 contract

Samples: Loan and Security Agreement (Bain Capital Specialty Finance, Inc.)

Ownership of Collateral Accounts; Tax Forms. For the avoidance of doubt, each Collateral Account (including income, if any, earned on the investments of funds in such Collateral Account) will be owned by the Company (and to the extent that the Company is treated as a disregarded entity for tax purposes, by Parent, as its sole owner)Company, for federal income tax purposes. The Company is required to shall (i) provide to the Securities Intermediary (i) an IRS Form W-9 of Parent for U.S. federal income tax purposes or appropriate IRS Form W-8 no later than the date of this Agreement, and (ii) use commercially reasonable efforts to provide any additional IRS forms (or updated versions of any previously submitted IRS forms) or other documentation at such time or times required by Applicable Law or upon the reasonable request of the Securities Intermediary as may be necessary (x) to reduce or eliminate the imposition of U.S. withholding taxes and (y) to permit the Securities Intermediary to fulfill its tax reporting obligations under Applicable Law with respect to the Collateral Accounts or any amounts paid to the Company. If any IRS form or other documentation previously delivered becomes obsolete or inaccurate in any respect, the Company shall timely provide to the Securities Intermediary accurately updated and complete versions of such IRS forms or other documentationdocumentation or promptly notify the Securities Intermediary of its legal inability to do so. Wilmington TrustDBNTC, National Association both in its individual capacity and in its capacity as Securities Intermediary, shall have no liability to the Company or any other person in connection with any tax withholding amounts paid or withheld from the Collateral Accounts pursuant to Applicable Law arising from the Company’s failure to timely provide an accurate, correct and complete IRS Form W-9 of Parent FormW-9 or an appropriate IRS FormW-8, as its sole owner applicable, or such other documentation contemplated under this paragraph for U.S. federal income tax purposesparagraph. For the avoidance of doubt, no funds shall be invested with respect to such Collateral Accounts absent the Securities Intermediary having first received the IRS forms and other documentation required by this paragraph.

Appears in 1 contract

Samples: Loan and Security Agreement (Bain Capital Private Credit)

Ownership of Collateral Accounts; Tax Forms. For the avoidance of doubt, each Collateral Account (including income, if any, earned on the investments of funds in such Collateral Account) will be owned by the Company (and to the extent that the Company is treated as a disregarded entity for tax purposes, by Parent, as its sole owner)Company, for federal income tax purposes. The Company is required to shall (i) provide to the Securities Intermediary (i) an IRS Form W-9 of Parent for U.S. federal income tax purposes or appropriate IRS Form W-8 no later than the date of this Agreement, and (ii) use commercially reasonable efforts to provide any additional IRS forms (or updated versions of any previously submitted IRS forms) or other documentation at such time or times required by Applicable Law or upon the reasonable request of the Securities Intermediary as may be necessary (x) to reduce or eliminate the imposition of U.S. withholding taxes and (y) to permit the Securities Intermediary to fulfill its tax reporting obligations under Applicable Law with respect to the Collateral Accounts or any amounts paid to the Company. If any IRS form or other documentation previously delivered becomes obsolete or inaccurate in any respect, the Company shall timely provide to the Securities Intermediary accurately updated and complete versions of such IRS forms or other documentationdocumentation or promptly notify the Securities Intermediary of its legal inability to do so. Wilmington TrustU.S. Bank, National Association Association, both in its individual capacity and in its capacity as Securities Intermediary, shall have no liability to the Company or any other person in connection with any tax withholding amounts paid or withheld from the Collateral Accounts pursuant to Applicable Law arising from the Company’s 's failure to timely provide an accurate, correct and complete IRS Form W-9 of Parent FormW-9 or an appropriate IRS FormW-8, as its sole owner applicable, or such other documentation contemplated under this paragraph for U.S. federal income tax purposesparagraph. For the avoidance of doubt, no funds shall be invested with respect to such Collateral Accounts absent the Securities Intermediary having first received the IRS forms and other documentation required by this paragraph.

Appears in 1 contract

Samples: Loan and Security Agreement (Bain Capital Specialty Finance, Inc.)

Ownership of Collateral Accounts; Tax Forms. For the avoidance of doubt, each Collateral Account (including income, if any, earned on the investments of funds in such Collateral Account) will be owned by the Company (and to the extent that the Company is treated as a disregarded entity for tax purposes, by Parent, as its sole owner)Company, for federal income tax purposes. The Company is required to shall (i) provide to the Securities Intermediary (i) an IRS Form W-9 of Parent for U.S. federal income tax purposes or appropriate IRS Form W-8 no later than the date of this Agreement, and (ii) use commercially reasonable efforts to provide any additional IRS forms (or updated versions of any previously submitted IRS forms) or other documentation at such time or times required by Applicable Law or upon the reasonable request of the Securities Intermediary as may be necessary (x) to reduce or eliminate the imposition of U.S. withholding taxes and (y) to permit the Securities Intermediary to fulfill its tax reporting obligations under Applicable Law with respect to the Collateral Accounts or any amounts paid to the Company. If any IRS form or other documentation previously delivered becomes obsolete or inaccurate in any respect, the Company shall timely provide to the Securities Intermediary accurately updated and complete versions of such IRS forms or other documentationdocumentation or promptly notify the Securities Intermediary of its legal inability to do so. Wilmington TrustDBNTC, National Association both in its individual capacity and in its capacity as Securities Intermediary, shall have no liability to the Company or any other person in connection with any tax withholding amounts paid or withheld from the Collateral Accounts pursuant to Applicable Law arising from the Company’s 's failure to timely provide an accurate, correct and complete IRS Form W-9 of Parent FormW-9 or an appropriate IRS FormW-8, as its sole owner applicable, or such other documentation contemplated under this paragraph for U.S. federal income tax purposesparagraph. For the avoidance of doubt, no funds shall be invested with respect to such Collateral Accounts absent the Securities Intermediary having first received the IRS forms and other documentation required by this paragraph.

Appears in 1 contract

Samples: Loan and Security Agreement (Bain Capital Private Credit)

Ownership of Collateral Accounts; Tax Forms. For the avoidance of doubt, each Collateral Account (including income, if any, earned on the investments of funds in such Collateral Account) will be owned by the Company (and to the extent that the Company is treated as a disregarded entity for tax purposes, by Parent, as its sole owner)Company, for federal income tax purposes. The Company is required to provide to the Securities Intermediary (i) an IRS Form W-9 of Parent for U.S. federal income tax purposes or appropriate IRS Form W-8 no later than the date of this Agreement, and (ii) any additional IRS forms (or updated versions of any previously submitted IRS forms) or other documentation at such time or times required by Applicable Law applicable law or upon the reasonable request of the Securities Intermediary as may be necessary (x) to reduce or eliminate the imposition of U.S. withholding taxes and (y) to permit the Securities Intermediary to fulfill its tax reporting obligations under Applicable Law applicable law with respect to the Collateral Accounts or any amounts paid to the Company. If any IRS form or other documentation previously delivered becomes obsolete or inaccurate in any respect, the Company shall timely provide to the Securities Intermediary accurately updated and complete versions of such IRS forms or other documentation. Wilmington TrustXxxxx Fargo Bank, National Association Association, both in its individual capacity and in its capacity as Securities Intermediary, shall have no liability to the Company or any other person in connection with any tax withholding amounts paid or withheld from the Collateral Accounts pursuant to Applicable Law applicable law arising from the Company’s failure to timely provide an accurate, correct and complete IRS Form W-9 of Parent or an appropriate IRS Form W-8, as its sole owner applicable, or such other documentation contemplated under this paragraph for U.S. federal income tax purposesparagraph. For the avoidance of doubt, no funds shall be invested with respect to such Collateral Accounts absent the Securities Intermediary having first received the IRS forms and other documentation required by this paragraph.

Appears in 1 contract

Samples: Loan and Security Agreement (SCP Private Credit Income BDC LLC)

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Ownership of Collateral Accounts; Tax Forms. For the avoidance of doubt, each Collateral Account (including income, if any, earned on the investments of funds in such Collateral Account) will be owned by the Company (and to the extent that the Company is treated as a disregarded entity for tax purposes, by Parent, as its sole owner)Company, for federal income tax purposes. The Company is required to provide to the Securities Intermediary (i) an IRS Form W-9 of Parent for U.S. federal income tax purposes or appropriate IRS Form W-8 no later than the date of this Agreement, and (ii) any additional IRS forms (or updated versions of any previously submitted IRS forms) or other documentation at such time or times required by Applicable Law or upon the reasonable request of the Securities Intermediary as may be necessary (x) to reduce or eliminate the imposition of U.S. withholding taxes and (y) to permit the Securities Intermediary to fulfill its tax reporting obligations under Applicable Law with respect to the Collateral Accounts or any amounts paid to the Company. If any IRS form or other documentation previously delivered becomes obsolete or inaccurate in any respect, the Company shall timely provide to the Securities Intermediary accurately updated and complete versions of such IRS forms or other documentation. Wilmington TrustThe Bank of New York Mellon Trust Company, National Association Association, both in its individual capacity and in its capacity as Securities Intermediary, shall have no liability to the Company or any other person in connection with any tax withholding amounts paid or withheld from the Collateral Accounts pursuant to Applicable Law arising from the Company’s failure to timely provide an accurate, correct and complete IRS Form W-9 of Parent or an appropriate IRS Form W-8, as its sole owner applicable, or such other documentation contemplated under this paragraph for U.S. federal income tax purposesparagraph. For the avoidance of doubt, no funds shall be invested with respect to such Collateral Accounts absent the Securities Intermediary having first received the IRS forms and other documentation required by this paragraph.

Appears in 1 contract

Samples: Loan and Security Agreement (Manulife Private Credit Fund)

Ownership of Collateral Accounts; Tax Forms. For the avoidance of doubt, each Collateral Account (including income, if any, earned on the investments of funds in such Collateral Account) will be owned by the Company (and to the extent that the Company is treated as a disregarded entity for tax purposes, by Parent, as its sole owner)Company, for federal income tax purposes. The Company is required to provide to the Securities Intermediary (i) an IRS Form W-9 of Parent for U.S. federal income tax purposes or appropriate IRS Form W-8 no later than the date of this Agreement, and (ii) any additional IRS forms (or updated versions of any previously submitted IRS forms) or other documentation at such time or times required by Applicable Law applicable law or upon the reasonable request of the Securities Intermediary as may be necessary (x) to reduce or eliminate the imposition of U.S. withholding taxes and (y) to permit the Securities Intermediary to fulfill its tax reporting obligations under Applicable Law applicable law with respect to the Collateral Accounts or any amounts paid to the Company. If any IRS form or other documentation previously delivered becomes obsolete or inaccurate in any respect, the Company shall timely provide to the Securities Intermediary accurately updated and complete versions of such IRS forms or other documentation. Wilmington TrustXxxxx Fargo Bank, National Association Association, both in its individual capacity and in its capacity as Securities Intermediary, shall have no liability to the Company or any other person in connection with any tax withholding amounts paid or withheld from the Collateral Accounts pursuant to Applicable Law applicable law arising from the Company’s 's failure to timely provide an accurate, correct and complete IRS Form W-9 of Parent FormW-9 or an appropriate IRS FormW-8, as its sole owner applicable, or such other documentation contemplated under this paragraph for U.S. federal income tax purposesparagraph. For the avoidance of doubt, no funds shall be invested with respect to such Collateral Accounts absent the Securities Intermediary having first received the IRS forms and other documentation required by this paragraph.

Appears in 1 contract

Samples: Loan and Security Agreement (Bain Capital Specialty Finance, Inc.)

Ownership of Collateral Accounts; Tax Forms. For the avoidance of doubt, each Collateral Account (including income, if any, earned on the investments of funds in such Collateral Account) will be owned by the Company (and to the extent that the Company is treated as a disregarded entity for tax purposes, by Parent, as its sole owner)Company, for federal income tax purposes. The Company is required to provide to the Securities Intermediary (i) an IRS Form W-9 of Parent for U.S. federal income tax purposes or appropriate IRS Form W-8 no later than the date of this Agreement, and (ii) any additional IRS forms (or updated versions of any previously submitted IRS forms) or other documentation at such time or times required by Applicable Law applicable law or upon the reasonable request of the Securities Intermediary as may be necessary (x) to reduce or eliminate the imposition of U.S. withholding taxes and (y) to permit the Securities Intermediary to fulfill its tax reporting obligations under Applicable Law applicable law with respect to the Collateral Accounts or any amounts paid to the Company. If any IRS form or other documentation previously delivered becomes obsolete or inaccurate in any respect, the Company shall timely provide to the Securities Intermediary accurately updated and complete versions of such IRS forms or other documentation. Wilmington TrustWxxxx Fargo Bank, National Association Association, both in its individual capacity and in its capacity as Securities Intermediary, shall have no liability to the Company or any other person in connection with any tax withholding amounts paid or withheld from the Collateral Accounts pursuant to Applicable Law applicable law arising from the Company’s failure to timely provide an accurate, correct and complete IRS Form W-9 of Parent FormW-9 or an appropriate IRS FormW-8, as its sole owner applicable, or such other documentation contemplated under this paragraph for U.S. federal income tax purposesparagraph. For the avoidance of doubt, no funds shall be invested with respect to such Collateral Accounts absent the Securities Intermediary having first received the IRS forms and other documentation required by this paragraph.

Appears in 1 contract

Samples: Loan and Security Agreement (Bain Capital Specialty Finance, Inc.)

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