Common use of Passport Scheme Clause in Contracts

Passport Scheme. Without limiting the foregoing, and in relation to the HMRC DT Treaty Passport Scheme: (i) A Foreign Currency Lender which becomes a party on the Closing Date that holds a passport under the HMRC DT Treaty Passport Scheme, and which wishes that scheme to apply to this Credit Agreement, shall include an indication to that effect (for the benefit of the Agent and without liability to any Borrower) by including its scheme reference number opposite its name in Schedule 2.1(a) (Lenders and Commitments). (ii) Where a Lender includes the indication described in subsection (A) above in Schedule 2.1(a) (Lenders and Commitments): (A) each UK Borrower shall, to the extent that that Foreign Currency Lender is a Lender under a Loan made available to that UK Borrower pursuant to Article III (Foreign Currency Loans), file a duly completed form DTTP-2 (or such alternative form as may be specified by the United Kingdom HM Revenue & Customs from time to time) in respect of such Lender with the United Kingdom HM Revenue & Customs within 30 days of the Closing Date and shall promptly provide the Lender with a copy of that filing; and (B) each new Foreign Borrower designated as such pursuant to Section 3.2(b) which is a UK Borrower shall, to the extent that that Foreign Currency Lender is a Lender under a Loan made available to that new UK Borrower pursuant to Article III (Foreign Currency Loans), file a duly completed form DTTP-2 (or such alternative form as may be specified by the United Kingdom HM Revenue & Customs from time to time) in respect of such Lender with the United Kingdom HM Revenue & Customs within 30 days of becoming a Borrower and shall promptly provide the Lender with a copy of that filing. (iii) A new Foreign Currency Lender that holds a passport under the HMRC DT Treaty Passport Scheme, and which wishes that scheme to apply to this Credit Agreement, shall include an indication to that effect (for the benefit of the Agent and without liability to any Borrower) in the Assignment and Assumption or other documentation which it executes to become a Lender by including its scheme reference number in such documentation. (iv) Where a new Foreign Currency Lender includes the indication described in subsection (iii) of this Section 4.10(g) in the relevant Assignment and Assumption or other documentation which it executes to become a Lender: (A) each UK Borrower which is a party as a Borrower as at the date on which the new Foreign Currency Lender becomes a party shall, to the extent that that Foreign Currency Lender becomes a Lender under a Loan which is made available to that UK Borrower pursuant to Article III (Foreign Currency Loans), file a duly completed form DTTP-2 (or such alternative form as may be specified by the United Kingdom HM Revenue & Customs from time to time) in respect of such Lender with the United Kingdom HM Revenue & Customs within 30 days of the date on which the new Foreign Currency Lender becomes a party and shall promptly provide the Lender with a copy of that filing; and (B) each new Foreign Borrower designated as such pursuant to Section 3.2(b) which is a UK Borrower and which becomes a Borrower after the date on which the new Foreign Currency Lender becomes a party shall, to the extent that that Foreign Currency Lender becomes a Lender under a Loan which is made available to that new UK Borrower pursuant to Article III (Foreign Currency Loans), file a duly completed form DTTP-2 (or such alternative form as may be specified by the United Kingdom HM Revenue & Customs from time to time) in respect of such Lender with the United Kingdom HM Revenue & Customs within 30 days of becoming a Borrower and shall promptly provide the Lender with a copy of that filing.

Passport Scheme. Without limiting the foregoing, and in relation to the HMRC DT Treaty Passport Scheme: (iA) A Foreign Currency Lender which becomes a party to this Agreement on the Closing Date that holds a passport under the HMRC DT Treaty Passport Scheme, and which wishes that scheme to apply to this Credit Agreement, Scheme shall include an indication to that effect (for the benefit of the Administrative Agent and without liability to any BorrowerLoan Party) by including its scheme reference number opposite such Xxxxxx’s name on its name in Schedule 2.1(a) (Lenders and Commitments)respective signature page to this Agreement. (iiB) Where a Lender includes the indication described in subsection (A) above in Schedule 2.1(a) (Lenders and Commitments): (A) each UK Borrower above, the applicable Loan Party shall, to the extent that that Foreign Currency if such Lender is a Lender under a Loan made available to that UK Borrower pursuant to Article III (Foreign Currency Loans)the applicable Loan Party, file a duly completed form DTTP-2 (or such alternative form as may be specified by the United Kingdom HM Revenue & Customs from time to time, a “DTTP-2 Form”) in respect of such Lender with the United Kingdom HM Revenue & Customs within 30 thirty (30) days of the Closing Date and shall promptly provide the Lender with a copy of that filing; and (B) each new Foreign Borrower designated as such pursuant to Section 3.2(b) which is a UK Borrower shall, to the extent that that Foreign Currency Lender is a Lender under a Loan made available to that new UK Borrower pursuant to Article III (Foreign Currency Loans), file a duly completed form DTTP-2 (or such alternative form as may be specified by the United Kingdom HM Revenue & Customs from time to time) in respect of such Lender with the United Kingdom HM Revenue & Customs within 30 days of becoming a Borrower and shall promptly provide the Lender with a copy of that filing. (iiiC) A new Foreign Currency Lender that holds a passport under the HMRC DT Treaty Passport Scheme, and which wishes that scheme to apply to this Credit Agreement, Scheme shall include an indication to that effect (for the benefit of the Administrative Agent and without liability to any BorrowerLoan Party) in the Assignment and Assumption or other documentation which it executes to become a Lender by including its scheme reference number in such documentation. (ivD) Where a new Foreign Currency Lender includes the indication described in subsection (iiiC) of this Section 4.10(g3.01(j)(iii) in the relevant Assignment and Assumption or other documentation which it executes to become a Lender: (A) each UK Borrower which is a party as a Borrower as at , the date on which the new Foreign Currency Lender becomes a party applicable Loan Party shall, to the extent that that Foreign Currency if such Lender becomes a Lender under a Loan which is made available to that UK Borrower pursuant to Article III (Foreign Currency Loans)the applicable Loan Party, file a duly completed form DTTP-2 (or such alternative form as may be specified by the United Kingdom HM Revenue & Customs from time to time) Form in respect of such Lender with the United Kingdom HM Revenue & Customs within 30 days of the date on which the new Foreign Currency Lender becomes a party and shall promptly provide the Lender with a copy of that filing; and (B) each new Foreign Borrower designated as such pursuant to Section 3.2(b) which is a UK Borrower and which becomes a Borrower after the date on which the new Foreign Currency Lender becomes a party shall, to the extent that that Foreign Currency Lender becomes a Lender under a Loan which is made available to that new UK Borrower pursuant to Article III (Foreign Currency Loans), file a duly completed form DTTP-2 (or such alternative form as may be specified by the United Kingdom HM Revenue & Customs from time to time) in respect of such Lender with the United Kingdom HM Revenue & Customs within 30 days of becoming a Borrower this Agreement and shall promptly provide the Lender with a copy of that filing.

Passport Scheme. Without limiting the foregoing, and in relation to the HMRC DT Treaty Passport Scheme: (iA) A Foreign Currency Lender which becomes a party to this Agreement on the Closing Date that holds a passport under the HMRC DT Treaty Passport Scheme, and which wishes that scheme to apply to this Credit Agreement, Scheme shall include an indication to that effect (for the benefit of the Administrative Agent and without liability to any Borrower) by including its scheme reference number opposite such Lender’s name on its name in Schedule 2.1(a) (Lenders and Commitments)respective signature page to this Agreement. (iiB) Where a Lender includes the indication described in subsection (Ai) above in Schedule 2.1(a) (Lenders and Commitments): (A) each above, Jxxxxx UK Borrower shall, to the extent that that Foreign Currency if such Lender is a Lender under a Loan made available to that UK Borrower pursuant to Article III (Foreign Currency Loans)Jxxxxx UK, file a duly completed form DTTP-2 (or such alternative form as may be specified by the United Kingdom HM Revenue & Customs from time to time, a “DTTP-2 Form”) in respect of such Lender with the United Kingdom HM Revenue & Customs within 30 thirty (30) days of the Closing Date and shall promptly provide the Lender with a copy of that filing; and (B) each new Foreign Borrower designated as such pursuant to Section 3.2(b) which is a UK Borrower shall, to the extent that that Foreign Currency Lender is a Lender under a Loan made available to that new UK Borrower pursuant to Article III (Foreign Currency Loans), file a duly completed form DTTP-2 (or such alternative form as may be specified by the United Kingdom HM Revenue & Customs from time to time) in respect of such Lender with the United Kingdom HM Revenue & Customs within 30 days of becoming a Borrower and shall promptly provide the Lender with a copy of that filing. (iiiC) A new Foreign Currency Lender that holds a passport under the HMRC DT Treaty Passport Scheme, and which wishes that scheme to apply to this Credit Agreement, Scheme shall include an indication to that effect (for the benefit of the Administrative Agent and without liability to any Borrower) in the Assignment and Assumption or other documentation which it executes to become a Lender by including its scheme reference number in such documentation. (ivD) Where a new Foreign Currency Lender includes the indication described in subsection (iii) of this Section 4.10(g3.01(j) in the relevant Assignment and Assumption or other documentation which it executes to become a Lender: (A) each , Jxxxxx UK Borrower which is a party as a Borrower as at the date on which the new Foreign Currency Lender becomes a party shall, to the extent that that Foreign Currency if such Lender becomes a Lender under a Loan which is made available to that UK Borrower pursuant to Article III (Foreign Currency Loans)Jxxxxx UK, file a duly completed form DTTP-2 (or such alternative form as may be specified by the United Kingdom HM Revenue & Customs from time to time) Form in respect of such Lender with the United Kingdom HM Revenue & Customs within 30 days of the date on which the new Foreign Currency Lender becomes a party and shall promptly provide the Lender with a copy of that filing; and (B) each new Foreign Borrower designated as such pursuant to Section 3.2(b) which is a UK Borrower and which becomes a Borrower after the date on which the new Foreign Currency Lender becomes a party shall, to the extent that that Foreign Currency Lender becomes a Lender under a Loan which is made available to that new UK Borrower pursuant to Article III (Foreign Currency Loans), file a duly completed form DTTP-2 (or such alternative form as may be specified by the United Kingdom HM Revenue & Customs from time to time) in respect of such Lender with the United Kingdom HM Revenue & Customs within 30 days of becoming a Borrower this Agreement and shall promptly provide the Lender with a copy of that filing.

Passport Scheme. Without limiting the foregoing, and in relation to the HMRC DT Treaty Passport Scheme: Any Purchaser (ior holder of a Note) A Foreign Currency Lender which becomes a party on the Closing Date that who holds a passport under the HMRC DT Treaty Passport Scheme, and which wishes that the scheme to apply to this Credit Agreement, shall include an indication to that effect (for the benefit of the Agent and without liability to any Borrower) by including providing its scheme reference number opposite and its name jurisdiction of tax residence as follows: (a) in the case of each Purchaser, providing such information in Schedule 2.1(aA at the date of this Agreement, and (b) (Lenders and Commitments). (ii) in the case of any transferee of a Note, providing such information in the materials provided by the holder of a Note to the Company in writing at the time of transfer. Where a Lender includes the indication described in subsection (A) above Purchaser has provided its HMRC DT Treaty Passport Scheme reference number and jurisdiction of tax residence in Schedule 2.1(a) (Lenders and Commitments): (A) each UK Borrower shall, A at the date of this Agreement or in a written notice delivered to the extent that that Foreign Currency Lender is Company prior to the relevant Closing (or in the information provided by the holder of a Lender under a Loan made available Note to that UK Borrower pursuant to Article III (Foreign Currency Loans)the Company in writing upon transfer) as provided above, the Company shall file a duly completed form DTTP-2 (or such alternative form as may be specified by the United Kingdom HM Revenue & Customs from time to time) DTTP2 in respect of such Lender Purchaser with the United Kingdom HM Revenue & Customs within 30 days of the Closing Date and shall promptly provide the Lender with a copy of that filing; and (B) each new Foreign Borrower designated as such pursuant to Section 3.2(b) which is a UK Borrower shall, to the extent that that Foreign Currency Lender is a Lender under a Loan made available to that new UK Borrower pursuant to Article III (Foreign Currency Loans), file a duly completed form DTTP-2 (or such alternative form as may be specified by the United Kingdom HM Revenue & Customs from time to time) in respect of such Lender with the United Kingdom HM Revenue & Customs within 30 days of becoming a Borrower and shall promptly provide the Lender with a copy of that filing. (iii) A new Foreign Currency Lender that holds a passport under the HMRC DT Treaty Passport Scheme, and which wishes that scheme to apply to this Credit Agreement, shall include an indication to that effect (for the benefit of the Agent and without liability to any Borrower) in the Assignment and Assumption or other documentation which it executes to become a Lender by including its scheme reference number in such documentation. (iv) Where a new Foreign Currency Lender includes the indication described in subsection (iii) of this Section 4.10(g) in the relevant Assignment and Assumption or other documentation which it executes to become a Lender: (A) each UK Borrower which is a party as a Borrower as at the date on which the new Foreign Currency Lender becomes a party shall, to the extent that that Foreign Currency Lender becomes a Lender under a Loan which is made available to that UK Borrower pursuant to Article III (Foreign Currency Loans), file a duly completed form DTTP-2 (or such alternative form as may be specified by the United Kingdom HM Revenue & Customs from time to time) in respect of such Lender with the United Kingdom HM Revenue & Customs within 30 days of the date on which of the new Foreign Currency Lender becomes Closing (or, in the case of any transferee of a party Note, within 30 days of completion of the transfer thereof) and shall promptly provide such Purchaser (or, in the Lender case of any transferee of a Note, such holder) with a copy of that filing; and (B) each new Foreign Borrower designated as filing if so requested by such pursuant to Section 3.2(b) which Purchaser or transferee. In the event that the Company is a UK Borrower and which becomes a Borrower after the date on which the new Foreign Currency Lender becomes a party shall, to the extent that that Foreign Currency Lender becomes a Lender under a Loan which is made available to that new UK Borrower pursuant to Article III (Foreign Currency Loans), file a duly completed form DTTP-2 (or such alternative form as may be specified by the United Kingdom HM Revenue & Customs required from time to time) time by HMRC to renew or refile any form DTTP2 filed under this Section 13.3, the Company, as applicable, shall renew or refile such form DTTP2, as applicable, prior to the expiration thereof. Where a Purchaser or other holder of a Note has provided its Passport Scheme reference number and jurisdiction of tax residence to the Company as contemplated by Section 13.2(a), the relevant Purchaser or holder shall be deemed to have received a written request from the Company relating to Forms for the purposes of Section 13 on but not before the date upon which the Company first informs the relevant Purchaser or holder in respect of such Lender with writing that the United Kingdom HM Revenue & Customs relevant form DTTP2 was not filed within 30 days of becoming a Borrower the Passport Scheme deadline or was otherwise not accepted by HMRC and shall promptly provide requests that the Lender with a copy of that filingrelevant Forms are filed.

Passport Scheme. Without limiting the foregoing, and in relation to the HMRC DT Treaty Passport Scheme: (iA) A Foreign Currency Lender which becomes a party to this Agreement on the Closing Date that holds a passport under the HMRC DT Treaty Passport Scheme, and which wishes that scheme to apply to this Credit Agreement, Scheme shall include an indication to that effect (for the benefit of the Administrative Agent and without liability to any Borrower) by including its scheme reference number opposite such Lender’s name on its name in Schedule 2.1(a) (Lenders and Commitments)respective signature page to this Agreement. (iiB) Where a Lender includes the indication described in subsection (Ai) above in Schedule 2.1(a) (Lenders and Commitments): (A) each UK above, the applicable Borrower shall, to the extent that that Foreign Currency if such Lender is a Lender under a Loan made available to that UK Borrower pursuant to Article III (Foreign Currency Loans)the applicable Borrower, file a duly completed form DTTP-2 (or such alternative form as may be specified by the United Kingdom HM Revenue & Customs from time to time, a “DTTP-2 Form”) in respect of such Lender with the United Kingdom HM Revenue & Customs within 30 thirty (30) days of the Closing Date and shall promptly provide the Lender with a copy of that filing; and (B) each new Foreign Borrower designated as such pursuant to Section 3.2(b) which is a UK Borrower shall, to the extent that that Foreign Currency Lender is a Lender under a Loan made available to that new UK Borrower pursuant to Article III (Foreign Currency Loans), file a duly completed form DTTP-2 (or such alternative form as may be specified by the United Kingdom HM Revenue & Customs from time to time) in respect of such Lender with the United Kingdom HM Revenue & Customs within 30 days of becoming a Borrower and shall promptly provide the Lender with a copy of that filing. (iiiC) A new Foreign Currency Lender that holds a passport under the HMRC DT Treaty Passport Scheme, and which wishes that scheme to apply to this Credit Agreement, Scheme shall include an indication to that effect (for the benefit of the Administrative Agent and without liability to any Borrower) in the Assignment and Assumption or other documentation which it executes to become a Lender by including its scheme reference number in such documentation. (ivD) Where a new Foreign Currency Lender includes the indication described in subsection (iii) of this Section 4.10(g3.01(j) in the relevant Assignment and Assumption or other documentation which it executes to become a Lender: (A) each UK , the applicable Borrower which is a party as a Borrower as at the date on which the new Foreign Currency Lender becomes a party shall, to the extent that that Foreign Currency if such Lender becomes a Lender under a Loan which is made available to that UK Borrower pursuant to Article III (Foreign Currency Loans)the applicable Borrower, file a duly completed form DTTP-2 (or such alternative form as may be specified by the United Kingdom HM Revenue & Customs from time to time) Form in respect of such Lender with the United Kingdom HM Revenue & Customs within 30 days of the date on which the new Foreign Currency Lender becomes a party and shall promptly provide the Lender with a copy of that filing; and (B) each new Foreign Borrower designated as such pursuant to Section 3.2(b) which is a UK Borrower and which becomes a Borrower after the date on which the new Foreign Currency Lender becomes a party shall, to the extent that that Foreign Currency Lender becomes a Lender under a Loan which is made available to that new UK Borrower pursuant to Article III (Foreign Currency Loans), file a duly completed form DTTP-2 (or such alternative form as may be specified by the United Kingdom HM Revenue & Customs from time to time) in respect of such Lender with the United Kingdom HM Revenue & Customs within 30 days of becoming a Borrower this Agreement and shall promptly provide the Lender with a copy of that filing.

Passport Scheme. Without limiting the foregoing, and in relation to the HMRC DT Treaty Passport Scheme: (i) A Foreign Currency Lender which becomes a party on the Closing Date that holds a passport under the HMRC DT Treaty Passport Scheme, and which wishes that scheme to apply to this Credit Agreement, shall include an indication to that effect (for the benefit of the Agent and without liability to any Borrower) by including its scheme reference number opposite its name in Schedule 2.1(a) (Lenders and Commitments). (ii) Where a Lender includes the indication described in subsection (A) above in Schedule 2.1(a) (Lenders and Commitments): (A) each UK Borrower shall, if the Closing Date is on or after 1 September 2010 and to the extent that that Foreign Currency Lender is a Lender under a Loan made available to that UK Borrower pursuant to Article III (Foreign Currency Loans), file a duly completed form DTTP-2 (or such alternative form as may be specified by the United Kingdom HM Revenue & Customs from time to time) in respect of such Lender with the United Kingdom HM Revenue & Customs within 30 days of the Closing Date and shall promptly provide the Lender with a copy of that filing; and (B) each new Foreign Borrower designated as such pursuant to Section 3.2(b) which is a UK Borrower shall, if it becomes a Borrower on or after 1 September 2010 and to the extent that that Foreign Currency Lender is a Lender under a Loan made available to that new UK Borrower pursuant to Article III (Foreign Currency Loans), file a duly completed form DTTP-2 (or such alternative form as may be specified by the United Kingdom HM Revenue & Customs from time to time) in respect of such Lender with the United Kingdom HM Revenue & Customs within 30 days of becoming a Borrower and shall promptly provide the Lender with a copy of that filing. (iii) A new Foreign Currency Lender that holds a passport under the HMRC DT Treaty Passport Scheme, and which wishes that scheme to apply to this Credit Agreement, shall include an indication to that effect (for the benefit of the Agent and without liability to any Borrower) in the Assignment and Assumption or other documentation which it executes to become a Lender by including its scheme reference number in such documentation. (iv) Where a new Foreign Currency Lender includes the indication described in subsection (iii) of this Section 4.10(g) in the relevant Assignment and Assumption or other documentation which it executes to become a Lender: (A) each UK Borrower which is a party as a Borrower as at the date on which the new Foreign Currency Lender becomes a party shall, if that date is on or after 1 September 2010 and to the extent that that Foreign Currency Lender becomes a Lender under a Loan which is made available to that UK Borrower pursuant to Article III (Foreign Currency Loans), file a duly completed form DTTP-2 (or such alternative form as may be specified by the United Kingdom HM Revenue & Customs from time to time) in respect of such Lender with the United Kingdom HM Revenue & Customs within 30 days of the date on which the new Foreign Currency Lender becomes a party and shall promptly provide the Lender with a copy of that filing; and (B) each new Foreign Borrower designated as such pursuant to Section 3.2(b) which is a UK Borrower and which becomes a Borrower after the date on which the new Foreign Currency Lender becomes a party shall, if it becomes a Borrower on or after 1 September 2010 and to the extent that that Foreign Currency Lender becomes a Lender under a Loan which is made available to that new UK Borrower pursuant to Article III (Foreign Currency Loans), file a duly completed form DTTP-2 (or such alternative form as may be specified by the United Kingdom HM Revenue & Customs from time to time) in respect of such Lender with the United Kingdom HM Revenue & Customs within 30 days of becoming a Borrower and shall promptly provide the Lender with a copy of that filing.