Common use of Payer Tax Representations Clause in Contracts

Payer Tax Representations. For the purpose of Section 3(e), each of the Counterparty and the Trust makes the following representation: It is not required by any applicable law, as modified by the practice 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 representation made by the other party pursuant to Section 3(f); (ii) the satisfaction of the agreement of the other party contained in Section 4(a)(i) or 4(a)(iii) and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or 4(a)(iii) and (iii) the satisfaction of the agreement of the other party contained in Section 4(d), 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 17 contracts

Samples: Master Agreement (Capital Auto Receivables Asset Trust 2007-1), The Isda Master Agreement (Capital Auto Receivables LLC), The Isda Master Agreement (Superior Wholesale Inventory Financing Trust 2007-Ae-1)

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Payer Tax Representations. For the purpose purposes of Section 3(e), each of the Counterparty Party A and the Trust makes 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, 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)(ii9(h) 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 representation 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 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 15 contracts

Samples: Master Agreement, Master Agreement, 2002 Master Agreement (Booz Allen Hamilton Holding Corp)

Payer Tax Representations. For the purpose of Section 3(e)) of this Agreement, each of the Counterparty and the Trust 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, 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 a party may rely on (i) the accuracy of any representation 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 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) 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 11 contracts

Samples: Master Agreement (Ashford Hospitality Trust Inc), Isda Master Agreement (Farmer Brothers Co), Master Agreement (Popular ABS Mortgage Pass-Through Trust 2006-D)

Payer Tax Representations. For the purpose of Section 3(e), each ) of the Counterparty Agreement, Party A and the Trust makes 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, 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)(ii9(h) or 6(e)of the Agreement) 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 representation representations made by the other party pursuant to Section Sections 3(f); ) and 3(g) of the Agreement, (ii) the satisfaction of the agreement of the other party contained in Section 4(a)(i) or 4(a)(iii) of the 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 the Agreement and (iii) the satisfaction of the agreement of the other party contained in Section 4(d)) of the 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 the Agreement by reason of material prejudice to its legal or commercial position.

Appears in 5 contracts

Samples: Letter Agreement (Corporate Office Properties Trust), Letter Agreement (Corporate Office Properties Trust), Registration Rights Agreement (Corporate Office Properties Trust)

Payer Tax Representations. For the purpose of Section 3(e), each of the Counterparty Party A and the Trust Party B 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, 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 representation made by the other party pursuant to Section 3(f); , (ii) the satisfaction of the agreement of the other party contained in Section 4(a)(i) or 4(a)(iii) and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or 4(a)(iii) ), and (iii) the satisfaction of the agreement of the other party contained in Section 4(d), provided 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 5 contracts

Samples: Master Agreement (Caterpillar Financial Funding Corp), Master Agreement (Caterpillar Financial Funding Corp), Master Agreement (Caterpillar Financial Funding Corp)

Payer Tax Representations. For the purpose of Section 3(e)) of this Agreement, Party A and Party B will each of the Counterparty and the Trust makes 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, 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 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 and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or and 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 of document under Section 4(a)(iii) by reason of material prejudice to its legal or commercial position.

Appears in 3 contracts

Samples: Master Agreement (Credit Suisse First Boston Mortgage Securities Corp), Master Agreement (Credit Suisse First Boston Mortgage Securities Corp), Master Agreement (Credit Suisse First Boston Mortgage Securities Corp)

Payer Tax Representations. For the purpose of Section 3(e), each of the Counterparty and the Trust makes the following representation: It is not required by any applicable law, as modified by the practice practice, 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 Agreement. In making this representation, it may rely on (i) the accuracy of any representation made by the other party pursuant to Section 3(f); (ii) the satisfaction of the agreement of the other party contained in Section 4(a)(i) or 4(a)(iii) and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or 4(a)(iii) and (iii) the satisfaction of the agreement of the other party contained in Section 4(d), 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: Exhibit 99 (Capital Auto Receivables Inc), The Master Agreement (Capital Auto Receivables Inc), The Master Agreement (Capital Auto Receivables Inc)

Payer Tax Representations. For the purpose of Section 3(e), each of the Counterparty Party A and the Trust Party B makes the following representation: It is not required re­quired by any applicable ap­pli­ca­ble law, as modified modi­fied by the practice 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 Agreement. In making this representationrepresenta­tion, it may rely on (i) the accuracy of any representation repre­sentation made by the other party pursuant to Section 3(f); , (ii) the satisfaction of the agreement of the other party agree­ment contained in Section 4(a)(i) or 4(a)(iii) and the accuracy and effectiveness of any document provided by the other party pursuant pursu­ant to Section 4(a)(i) or 4(a)(iii) ), and (iii) the satisfaction of the agreement of the other party contained in Section 4(d), provided 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 mate­rial prejudice to its legal or commercial position.

Appears in 3 contracts

Samples: Isda Master Agreement (Ford Credit Auto Owner Trust 2007-B), Isda Master Agreement (Ford Credit Auto Owner Trust 2007-A), Isda Master Agreement (Ford Credit Auto Owner Trust 2008-A)

Payer Tax Representations. For the purpose purposes of Section 3(e), Party A and Party B each of the Counterparty and the Trust makes made 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, 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 representation representations made by the other party pursuant to Section 3(f); , (ii) the satisfaction of the agreement of the other party contained in Section 4(a)(i) or 4(a)(iii) and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or 4(a)(iii) ), and (iii) the satisfaction of the agreement of the other party contained in Section 4(d), ; 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: Disclosure Agreement (Goal Capital Funding, LLC), Master Agreement (Nelnet Student Loan Trust 2006-1), Master Agreement (Nelnet Student Loan Trust 2006-2)

Payer Tax Representations. For the purpose of Section 3(e), each of the Counterparty Party A and the Trust Party B makes the following representation: It is not required re-quired 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 Agreement. In making this representation, it may rely on (i) the accuracy of any representation made by the other party pursuant to Section 3(f); , (ii) the satisfaction of the agreement of the other party contained in Section 4(a)(i) or 4(a)(iii) and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or 4(a)(iii) ), and (iii) the satisfaction of the agreement of the other party contained in Section 4(d), provided 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: www.sec.gov, Isda Master Agreement (Ford Credit Auto Owner Trust 2006-B)

Payer Tax Representations. For the purpose of Section 3(e), each of the Counterparty Party A and the Trust Party B makes the following representation: It is not required re-quired by any applicable ap-pli-ca-ble law, as modified modi-fied by the practice prac-xxxx of any relevant govern-mental 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 Agreement. In making this representationrepresenta-tion, it may rely on (i) the accuracy of any representation repre-sentation made by the other party pursuant to Section 3(f); , (ii) the satisfaction of the agreement of the other party agree-ment contained in Section 4(a)(i) or 4(a)(iii) and the accuracy and effectiveness of any document provided by the other party pursuant pursu-ant to Section 4(a)(i) or 4(a)(iii) ), and (iii) the satisfaction of the agreement of the other party contained in Section 4(d), provided 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 mate-rial prejudice to its legal or commercial position.

Appears in 2 contracts

Samples: Isda Master Agreement (Ford Credit Auto Owner Trust 2006-A), Isda Master Agreement (Ford Credit Auto Owner Trust 2006-C)

Payer Tax Representations. For the purpose of Section 3(e), of this Agreement, each of the Counterparty Party A and the Trust Party B makes the following representation: It is not required by any applicable law, as modified by the practice of any Relevant Jurisdictionrelevant 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 on: (i) the accuracy of any representation made by the other party pursuant to Section 3(f); (ii) the satisfaction of the agreement of the other party contained in Section 4(a)(i) or 4(a)(iii) and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or 4(a)(iii) ); and (iii) the satisfaction of the agreement of the other party contained in Section 4(d), 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

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Payer Tax Representations. For the purpose purposes of Section 3(e)) of this Agreement, Party A and Party B each of the Counterparty and the Trust 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, 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 representation 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 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: The Master Agreement (Atlantic Coast Airlines Inc)

Payer Tax Representations. For the purpose purposes of Section 3(e), each ) of the Counterparty Agreement, Party A and the Trust makes Party B each made 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, 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 the Agreement) 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 representation representations made by the other party pursuant to Section 3(f); ) of the Agreement, (ii) the satisfaction of the agreement of the other party contained in Section 4(a)(i) or 4(a)(iii) of the 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 the Agreement, and (iii) the satisfaction of the agreement of the other party contained in Section 4(d), ) of the 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: Assignment and Recognition Agreement (Natixis Real Estate Capital Trust 2007-He2)

Payer Tax Representations. For the purpose of Section 3(e), each of the Counterparty Party A and the Trust Party B 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, 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 representation made by the other party pursuant to Section 3(f); , (ii) the satisfaction of the agreement of the other party contained in Section 4(a)(i) or 4(a)(iii) and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or 4(a)(iii) ), and (iii) the satisfaction of the agreement of the other party contained in Section 4(d), ; provided 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: Master Agreement (Ford Credit Floorplan LLC)

Payer Tax Representations. For the purpose of Section 3(e)) of this Agreement, Party A and Party B each of the Counterparty and the Trust makes hereby 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, 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 representation made by the other party pursuant to Section 3(f); , (ii) the satisfaction of the agreement of the other party contained in Section 4(a)(i) or 4(a)(iii) 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 (Matria Healthcare Inc)

Payer Tax Representations. For the purpose of Section 3(e), each of the Counterparty and the Trust makes the of following representation: It is not required by any applicable law, as modified by the practice practice, 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 Agreement. In making this representation, it may rely on (i) the accuracy of any representation made by the other party pursuant to Section 3(f); (ii) the satisfaction of the agreement of the other party contained in Section 4(a)(i) or 4(a)(iii) and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or 4(a)(iii) and (iii) the satisfaction of the agreement of the other party contained in Section 4(d), 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: The Master Agreement (Capital Auto Receivables Inc)

Payer Tax Representations. For the purpose of Section 3(e), each of the Counterparty Party A and the Trust Party B 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, 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 representation made by the other party pursuant to Section 3(f); (ii) the satisfaction of the agreement of the other party contained in Section 4(a)(i) or 4(a)(iii) and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or 4(a)(iii) and (iii) the satisfaction of the agreement of the other party contained in Section 4(d), 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 (Morgan Stanley Capital I Trust 2007-Iq16)

Payer Tax Representations. For the purpose of Section 3(e), each of the Counterparty Party A and the Trust makes 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, 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 Agreement. In making this representation, it may rely on (i) the accuracy of any representation representations made by the other party pursuant to Section 3(f); , (ii) the satisfaction of the agreement of the other party contained in Section 4(a)(i) or 4(a)(iii) and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or 4(a)(iii) and (iii) the satisfaction of the agreement of the other party contained in Section 4(d), 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 (Apria Healthcare Group Inc)

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