Common use of Payer Representations Clause in Contracts

Payer Representations. For the purpose of Section 3(e) of this Agreement, Party A and Party B make the following representation: It is not required by any applicable law, as modified by the practice of any relevant governmental revenue authority, of any Relevant Jurisdiction to make any deduction or withholding for or on account of any Tax from any payment to be made by it to the other party under this Agreement. In making this representation, it may rely on (i) the accuracy of any representations made by the other party pursuant to Section 3(f) of this Agreement, (ii) the satisfaction of the agreement contained in Section 4(a)(i) or 4(a)(iii) of this Agreement, and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or 4(a)(iii) of this Agreement, and (iii) the satisfaction of the agreement of the other party contained in Section 4(d) of this Agreement; provided that it shall not be a breach of this representation where reliance is placed on clause (ii) and the other party does not deliver a form or document under Section 4(a)(iii) by reason of material prejudice to its legal or commercial position.

Appears in 3 contracts

Samples: Master Agreement (CNH Capital Receivables LLC), Master Agreement (CNH Capital Receivables LLC), Master Agreement (CNH Capital Receivables LLC)

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Payer Representations. For the purpose of Section 3(e) of this Agreement, each of Party A and Party B make makes the following representation: It is not required by any applicable law, as modified by the practice of any relevant governmental revenue authority, of any Relevant Jurisdiction to make any deduction or withholding for or on account of any Tax from any payment (other than interest under Section 9(h) of this Agreement) to be made by it to the other party under this Agreement. In making this representation, it may rely on (i) the accuracy of any representations made by the other party pursuant to Section 3(f) of this Agreement, (ii) the satisfaction of the agreement contained in Section 4(a)(i) or 4(a)(iii) of this Agreement, Agreement and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or 4(a)(iii) of this Agreement, Agreement and (iii) the satisfaction of the agreement of the other party contained in Section 4(d) of this Agreement; provided , except that it shall will not be a breach of this representation where reliance is placed on clause (ii) above and the other party does not deliver a form or document under Section 4(a)(iii) by reason of material prejudice to its legal or commercial position.

Appears in 2 contracts

Samples: Second Amendment Agreement (Residential Capital, LLC), Master Agreement (Residential Capital, LLC)

Payer Representations. For the purpose of Section 3(e) of this Agreement, Party A and Party B make each makes the following representation: It is not required by any applicable law, as modified by the practice of any relevant governmental revenue authority, of any Relevant Jurisdiction to make any deduction or withholding for or on account of any Tax from any payment (other than interest under Section 9(h) of this Agreement) to be made by it to the other party under this Agreement. In making this representation, it may rely on (i) the accuracy of any representations made by the other party pursuant to Section 3(f3(1) or 3(g) of this Agreement, (ii) the satisfaction of the agreement contained in Section 4(a)(i) or 4(a)(iii) of this Agreement, Agreement and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or 4(a)(iii) of this Agreement, Agreement and (iii) the satisfaction of the agreement of the other party contained in Section 4(d) of this Agreement; provided , except that it shall will not be a breach of this representation where reliance is placed on clause (ii) above and the other party does not deliver a form or document under Section 4(a)(iii) of this Agreement by reason of material prejudice to its legal or commercial position.

Appears in 1 contract

Samples: Fuelcell Energy Inc

Payer Representations. For the purpose purposes of Section 3(e) of this Agreement, Party A and Party B make : Each party makes the following representation: It is not required by any applicable law, as modified by the practice of any relevant governmental revenue authority, of any Relevant Jurisdiction to make any deduction or withholding for or on account of any Tax from any payment (other than interest under Section 2 (e), 6(d)(ii) or 6(e) of this Agreement) to be made by it to the other party under this Agreementagreement. In making this representation, it may rely on (ix) the accuracy of any representations made by the other party pursuant to Section 3(f) of this Agreement, (iiy) the satisfaction of the agreement contained in Section 4(a)(i) or 4(a)(iii) of this Agreement, Agreement and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or 4(a)(iii) of this Agreement, Agreement and (iiiz) the satisfaction of the agreement of the other party contained in Section 4(d) of this Agreement; Agreement provided that it shall not be a breach of this representation where reliance is placed on clause (iiy) and the other party does not deliver a form or document under Section 4(a)(iii) by reason of material prejudice to its legal or commercial position.

Appears in 1 contract

Samples: Master Agreement (Met Pro Corp)

Payer Representations. For the purpose purposes of Section 3(e) ), each of this Agreement, Party A and Party B make the following representationrepresents as follows: It is not required by any applicable law, as modified by the practice of any relevant governmental revenue authority, of any Relevant Jurisdiction Jurisdiction, to make any deduction or withholding for or on account of any Tax from any payment (other than interest under Section 2(e), 6(d)(ii) or 6(e)) to be made by it to the other party under this the Agreement. In making this representation, it may rely on (i) the accuracy of any representations representations, if any, made by the other party pursuant to Section 3(f) of this Agreement), (ii) the satisfaction of the agreement contained in Section 4(a)(i) or 4(a)(iii) of this Agreement, and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or 4(a)(iii) of this Agreement), and (iii) the satisfaction of the agreement of the other party contained in Section 4(d) of this Agreement; ), provided that it shall not be a breach of this representation where reliance is placed on clause Clause (ii) above and the other party does not deliver a form form, document or document certificate under Section 4(a)(iii) by reason of material prejudice to its legal or commercial position.

Appears in 1 contract

Samples: Master Agreement (Antigua Funding Corp)

Payer Representations. For the purpose of Section 3(e) of this Agreement, the Master Agreement Party A and Party B each make the following representation: It is not required by any applicable law, as modified by the practice of any relevant governmental revenue authority, of any Relevant Jurisdiction to make any deduction or withholding for or on account of any Tax from any payment (other than interest under Section 9(h) of this Agreement) to be made by it to the other party under this Agreement. In making this representation, it may rely on (i) the accuracy of any representations made by the other party pursuant to Section 3(f) of this Agreement, ; (ii) the satisfaction of the agreement contained in Section 4(a)(i) or 4(a)(iii) of this Agreement, Agreement and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or 4(a)(iii) of this Agreement, ; and (iii) the satisfaction of the agreement of the other party contained in Section 4(d) of this Agreement; provided , except that it shall will not be a breach of this representation where reliance is placed on clause (ii) above and the other party does not deliver a form or document under Section 4(a)(iii) by reason of material prejudice to its legal or commercial position.

Appears in 1 contract

Samples: 2002 Master Agreement

Payer Representations. For the purpose of Section 3(e) of this Agreement, : Party A and Party B each make the following representation: . It is not required by any applicable law, as modified by the practice of any relevant governmental revenue authority, of any Relevant Jurisdiction to make any deduction or withholding for or on account of any Tax from any payment (other than interest under Section 9(h) of this Agreement) to be made by it to the other party under this Agreement. In making this representation, it may rely on (i) the accuracy of any representations made by the other party pursuant to Section 3(f) of this Agreement, (ii) the satisfaction of the agreement contained in Section 4(a)(i) or 4(a)(iii) of this Agreement, Agreement and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or 4(a)(iii) of this Agreement, Agreement and (iii) the satisfaction of the agreement of the other party contained in Section 4(d) of this Agreement; provided , except that it shall will not be a breach of this representation where reliance is placed on clause (ii) above and the other party does not deliver a form or document under Section 4(a)(iii) by reason of material prejudice to its legal or commercial position.

Appears in 1 contract

Samples: 2002 Master Agreement (GraniteShares ETF Trust)

Payer Representations. For the purpose of Section 3(e) of this Agreement), Party A and Party B make the following representation: It is not required by any applicable law, as modified by the practice of any relevant governmental revenue authority, of any Relevant Jurisdiction to make any deduction or withholding for or on account of any Tax from any payment (other than interest under Section 2(e), 6(d)(ii), or 6(e)) to be made by it to the other party under this Agreement. In making this representation, it may rely on (i) the accuracy of any representations made by the other party pursuant to Section 3(f) of this Agreement), (ii) the satisfaction of the agreement contained in Section 4(a)(i) or 4(a)(iii) of this Agreement, and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or 4(a)(iii) of this Agreement), and (iii) the satisfaction of the agreement of the other party contained in Section 4(d) of this Agreement; ), provided that it shall not be a breach of this representation where reliance is placed on clause (ii) and the other party does not deliver a form or document under Section 4(a)(iii) by reason of material prejudice to its legal or commercial position.

Appears in 1 contract

Samples: Master Agreement (Brooke Group LTD)

Payer Representations. For the purpose of Section 3(e) of this Agreement, Party A and Party B make each makes the following representation: It is not required by any applicable law, as modified by the practice of any relevant governmental revenue authority, of any Relevant Jurisdiction to make any deduction or withholding for or on account of any Tax from any payment (other than interest under Section 9(h) of this Agreement) to be made by it to the other party under this Agreement. In making this representation, it may rely on (i) the accuracy of any representations made by the other party pursuant to Section 3(f) or 3(g) of this Agreement, (ii) the satisfaction of the agreement contained in Section 4(a)(i) or 4(a)(iii) of this Agreement, Agreement and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or 4(a)(iii) of this Agreement, Agreement and (iii) the satisfaction of the agreement of the other party contained in Section 4(d) of this Agreement; provided , except that it shall will not be a breach of this representation where reliance is placed on clause (ii) above and the other party does not deliver a form or document under Section 4(a)(iii) of this Agreement by reason of material prejudice to its legal or commercial position.

Appears in 1 contract

Samples: Fuelcell Energy Inc

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Payer Representations. For the purpose of Section 3(e) of this Agreement, Party A and Party B each make the following representation: It is not required by any applicable law, as modified by the practice of any relevant governmental revenue authority, of any Relevant Jurisdiction to make any deduction or withholding for or on account of any Tax from any payment (other than interest under Section 9(h) of this Agreement) to be made by it to the other party under this Agreement. In making this representation, it may rely on (i) the accuracy of any representations made by the other party pursuant to Section 3(f) of this Agreement, (ii) the satisfaction of the agreement contained in Section 4(a)(i) or 4(a)(iii) of this Agreement, Agreement and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or 4(a)(iii) of this Agreement, Agreement and (iii) the satisfaction of the agreement of the other party contained in Section 4(d) of this Agreement; provided , except that it shall will not be a breach of this representation where reliance is placed on clause (ii) above and the other party does not deliver a form or document under Section 4(a)(iii) of this Agreement by reason of material prejudice to its legal or commercial position.

Appears in 1 contract

Samples: Client Agreement

Payer Representations. For the purpose of Section 3(e) of this Agreement, Party A and Party B will make the following representation: It is not required by any applicable law, as modified by the practice of any relevant governmental revenue authority, of any Relevant Jurisdiction to make any deduction or withholding for or on account of any Tax from any payment (other than interest under Section 2(e), 6(d)(ii) or 6(e) of this Agreement) to be made by it to the other party under this Agreement. In making this representation, it may rely on (i) the accuracy of any representations made by the other party pursuant to Section 3(f) of this Agreement, (ii) the satisfaction of the agreement of the other party contained in Section section 4(a)(i) or 4(a)(iii) of this Agreement, Agreement and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or 4(a)(iii) of this Agreement, Agreement and (iii) the satisfaction of the agreement of the other party contained in Section 4(d) of this Agreement; , provided that it shall not be a breach of this representation where reliance is placed on clause (ii) and the other party does not deliver a form or document under Section 4(a)(iii) by reason of material prejudice to its legal or commercial position.

Appears in 1 contract

Samples: Master Agreement (Barclaycard Funding PLC)

Payer Representations. For the purpose purposes of Section 3(e) ), each of this Agreement, Party A and Party B make makes the following representation: It is not required by any applicable law, as modified by the practice of any relevant governmental revenue authority, of any Relevant Jurisdiction to make any deduction or withholding for or on account of any Tax from any payment (other than interest under Section 9(h) of this Agreement) to be made by it to the other party under this Agreement. In making this representation, it may rely on (i) the accuracy of any representations representation made by the other party pursuant to Section 3(f) of this Agreement, ; (ii) the satisfaction of the agreement of the other party contained in Section 4(a)(i) or 4(a)(iii) of this Agreement, Agreement and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or 4(a)(iii) of this Agreement, ; and (iii) the satisfaction of the agreement of the other party contained in Section 4(d) of this Agreement; provided except that it shall not be a breach of this representation where reliance is placed on clause Clause (ii) above and the other party does not deliver a form form, document or document certificate under Section 4(a)(iii) by reason of material prejudice to its legal or commercial position.

Appears in 1 contract

Samples: Master Agreement (NextEra Energy Partners, LP)

Payer Representations. For the purpose of Section 3(e) of this Agreement, Party A and Party B will make the following representation: representation:- It is not required by any applicable law, as modified by the practice of any relevant governmental revenue authority, authority of any Relevant Jurisdiction to make any deduction or withholding for or on account of any Tax from any payment (other than interest under Section 9(h) of this Agreement) to be made by it to the other party under this Agreement. In making this representation, it may rely on (i) the accuracy of any representations made by the other party pursuant to Section 3(f) of this Agreement, (ii) the satisfaction of the agreement contained in Section 4(a)(i) or 4(a)(iii) of this Agreement, Agreement and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or 4(a)(iii) of this Agreement, Agreement and (iii) the satisfaction of the agreement of the other party contained in Section 4(d) of this Agreement; provided , except that it shall will not be a breach of this representation where reliance is placed on clause (ii) above and the other party does not deliver a form or document under Section 4(a)(iii) by reason of material prejudice to its legal or commercial position.

Appears in 1 contract

Samples: 2002 Master Agreement (First Majestic Silver Corp)

Payer Representations. For the purpose of Section 3(e) of this Agreement, Party A and Party B each will make the following representation: It is not required by any applicable law, as modified by the practice of any relevant governmental revenue authority, of any Relevant Jurisdiction to make any deduction or withholding for or on account of any Tax from any payment (other than interest under Section 9(h) of this Agreement) to be made by it to the other party under this Agreement. In making this representation, it may rely on (i) the accuracy of any representations made by the other party pursuant to Section 3(f) of this Agreement, (ii) the satisfaction of the agreement contained in Section 4(a)(i) or 4(a)(iii) of this Agreement, Agreement and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or 4(a)(iii) of this Agreement, Agreement and (iii) the satisfaction of the agreement of the other party contained in Section 4(d) of this Agreement; , provided that it shall not be a breach of this representation where reliance is placed on clause (ii) and the other party does not deliver a form or document under Section 4(a)(iii) by reason of material prejudice to its legal or commercial position.

Appears in 1 contract

Samples: 2002 Master Agreement

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