Common use of Payer Tax Representations Clause in Contracts

Payer Tax Representations. For the purpose of Section 3(e) of the Agreement, each of Dealer and Counterparty 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 the Agreement) to be made by it to the other party under the Agreement. In making this representation, it may rely on (A) the accuracy of any representations made by the other party pursuant to Section 3(f) of the Agreement, (B) the satisfaction of the agreement contained in Section 4(a)(i) or Section 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 Section 4(a)(iii) of the Agreement and (C) the satisfaction of the agreement of the other party contained in Section 4(d) of the Agreement, except that it will not be a breach of this representation where reliance is placed on clause (B) 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: Equity Distribution Agreement (Extra Space Storage LP), Forward Confirmation (Broadstone Net Lease, Inc.), Forward Confirmation (Broadstone Net Lease, Inc.)

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Payer Tax Representations. For the purpose of Section 3(e) of the this Agreement, each of Dealer Party A and Counterparty 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 to make any deduction or withholding for or on account of any Tax from any payment (other than interest under Section 9(h) of the this Agreement) to be made by it to the other party under the this Agreement. In making this representation, it may rely on (Ai) the accuracy of any representations made by the other party pursuant to Section 3(f) of the this Agreement, (Bii) the satisfaction of the agreement contained in Section 4(a)(i) or Section 4(a)(iii) of the this Agreement and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or Section 4(a)(iii) of the this Agreement and (Ciii) the satisfaction of the agreement of the other party contained in Section 4(d) of the this Agreement, except that it will not be a breach of this representation where reliance is placed on clause (Bii) 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 4 contracts

Samples: 2002 Master Agreement (FSP 50 South Tenth Street Corp), 2002 Master Agreement (Natural Alternatives International Inc), Isda Master Agreement (American Pacific Corp)

Payer Tax Representations. For the purpose purposes of Section 3(e) of the Agreement), each of Dealer Xxxx and Counterparty 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 to make any deduction or withholding for or on account of any Tax from any payment (other than interest under Section 9(h2(e), 6(d)(ii), or 6(e) of the this Agreement) to be made by it to the other party under the this Agreement. In making this representation, it may rely on (Ai) the accuracy of any representations made by the other party pursuant to Section 3(f) of the this Agreement, (Bii) the satisfaction of the agreement contained in Section 4(a)(i) or Section 4(a)(iii) of the Agreement this Agreement, and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or Section 4(a)(iii) of the Agreement this Agreement, and (Ciii) the satisfaction of the agreement of the other party contained in Section 4(d) of the this Agreement, except provided that it will shall not be a breach of this representation where reliance is placed on clause (Bii) 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 4 contracts

Samples: Isda Master Agreement (Chesapeake Energy Corp), Isda Master Agreement (Tekoil & Gas Corp), Isda Master Agreement (Pacific Energy Resources LTD)

Payer Tax Representations. For the purpose purposes of Section 3(e) of the Agreement), each of Dealer Party A and Counterparty 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 to make any deduction or withholding for or on account of any Tax from any payment (other than interest under Section 9(h2(e), 6(d)(ii), or 6(e) of the this Agreement) to be made by it to the other party under the this Agreement. In making this representation, it may rely on (Ai) the accuracy of any representations made by the other party pursuant to Section 3(f) of the this Agreement, (Bii) the satisfaction of the agreement contained in Section 4(a)(i) or Section 4(a)(iii) of the Agreement this Agreement, and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or Section 4(a)(iii) of the Agreement this Agreement, and (Ciii) the satisfaction of the agreement of the other party contained in Section 4(d) of the this Agreement, except provided that it will shall not be a breach of this representation where reliance is placed on clause (Bii) 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 4 contracts

Samples: Derivative Agreement, Isda Master Agreement (Olden Lane Trust C/O Olden Lane Securities LLC), Isda Master Agreement (Equinox Trust)

Payer Tax Representations. For the purpose of Section 3(e) of the Agreement), each of Dealer Party A and Counterparty 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 to make any deduction or withholding for or on account of any Tax from any payment (other than interest under Section 9(h) of the this Agreement) to be made by it to the other party under the this Agreement. In making this representation, it may rely on (Ai) the accuracy of any representations made by the other party pursuant to Section 3(f) of the this Agreement, (Bii) the satisfaction of the agreement contained in Section 4(a)(i) or Section 4(a)(iii) of the this Agreement and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or Section 4(a)(iii) of the this Agreement and (Ciii) the satisfaction of the agreement of the other party contained in Section 4(d) of the this Agreement, except that it will not be a breach of this representation where reliance is placed on clause (Bii) 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 2 contracts

Samples: Isda Master Agreement (Arcos Dorados Holdings Inc.), Isda Master Agreement (Arcos Dorados Holdings Inc.)

Payer Tax Representations. For the purpose of Section 3(e) of the Agreement, each of Company and Dealer and Counterparty makes 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 the Agreement) to be made by it to the other party under the Agreement. In making this representation, it may rely on (Ai) the accuracy of any representations made by the other party pursuant to Section 3(f) of the Agreement, (Bii) the satisfaction of the agreement contained in Section 4(a)(i) or Section 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 Section 4(a)(iii) of the Agreement and (Ciii) the satisfaction of the agreement of the other party contained in Section 4(d) of the Agreement, except that it will not be a breach of this representation where reliance is placed on sub-clause (Bii) 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 2 contracts

Samples: Warrant Agreement (On Semiconductor Corp), Warrant Agreement (On Semiconductor Corp)

Payer Tax Representations. For the purpose of Section 3(e) of the Agreement), each of Dealer Party A and Counterparty 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 to make any deduction or withholding for or on account of any Tax from any payment (other than interest under Section 9(h2(e), 6(d)(ii) or 6(e)) of the this Agreement) to be made by it to the other party under the this Agreement. In making this representation, it may rely on (Ai) the accuracy of any representations made by the other party pursuant to Section 3(f) of the this Agreement, (Bii) the satisfaction of the agreement contained in Section 4(a)(i) or Section 4(a)(iii) of the this Agreement and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or Section 4(a)(iii) of the this Agreement and (Ciii) the satisfaction of the agreement of the other party contained in Section 4(d) of the this Agreement, except that it will not be a breach of this representation where reliance is placed on clause (Bii) 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 2 contracts

Samples: Isda Master Agreement (Arcos Dorados Holdings Inc.), Isda Master Agreement (Arcos Dorados Holdings Inc.)

Payer Tax Representations. For the purpose of Section 3(e) of the this Agreement, each of Dealer Party A and Counterparty makes 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 9(h) of the this Agreement) to be made by it to the other party under the this Agreement. In making this representation, it may rely on (Ai) the accuracy of any representations made by the other party pursuant to Section 3(f) or 3(g) of the this Agreement, (Bii) the satisfaction of the agreement contained in Section 4(a)(i) or Section 4(a)(iii) of the this Agreement and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or Section 4(a)(iii) of the this Agreement and (Ciii) the satisfaction of the agreement of the other party contained in Section 4(d) of the this Agreement, except that it will not be a breach of this representation where reliance is placed on clause (Bii) 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 2 contracts

Samples: Isda Master Agreement (Advanced Energy Industries Inc), Isda Master Agreement (Advanced Energy Industries Inc)

Payer Tax Representations. For the purpose of Section 3(e) of the this Agreement, Counterparty and the Fund each of Dealer and Counterparty 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 the this Agreement) to be made by it to the other party under the this Agreement. In making this representation, it may rely on (Ai) the accuracy of any representations made by the other party pursuant to Section 3(f) of the this Agreement, (Bii) the satisfaction of the agreement contained in Section 4(a)(i) or Section 4(a)(iii) of the this Agreement and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or Section 4(a)(iii) of the this Agreement and (Ciii) the satisfaction of the agreement of the other party contained in Section 4(d) of the this Agreement, except PROVIDED that it will shall not be a breach of this representation where reliance is placed on sub-clause (Bii) 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 2 contracts

Samples: Master Agreement, Master Agreement (ETFS Collateralized Commodities Trust)

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

Appears in 2 contracts

Samples: Master Agreement (Cinedigm Digital Cinema Corp.), Master Agreement (Access Integrated Technologies Inc)

Payer Tax Representations. For the purpose of Section 3(e) of the Agreement, each of Counterparty and Dealer and Counterparty makes 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 the Agreement) to be made by it to the other party under the Agreement. In making this representation, it may rely on (Ai) the accuracy of any representations made by the other party pursuant to Section 3(f) of the Agreement, (Bii) the satisfaction of the agreement contained in Section 4(a)(i) or Section 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 Section 4(a)(iii) of the Agreement and (Ciii) the satisfaction of the agreement of the other party contained in Section 4(d) of the Agreement, except that it will not be a breach of this representation where reliance is placed on sub-clause (Bii) 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 2 contracts

Samples: Call Option Transaction (On Semiconductor Corp), Call Option Transaction (On Semiconductor Corp)

Payer Tax Representations. For the purpose of Section 3(e) of the this Agreement, Party A and Party B each of Dealer and Counterparty makes make the following representationrepresentations: 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 the this Agreement) to be made by it to the other party under the this Agreement. In making this representation, it may rely on (Ai) the accuracy of any representations made by the other party pursuant to Section 3(f) of the this Agreement, (Bii) the satisfaction of the agreement contained in Section 4(a)(i) or Section 4(a)(iii) of the this Agreement and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or Section 4(a)(iii) of the this Agreement and (Ciii) the satisfaction of the agreement of the other party contained in Section 4(d) of the this Agreement, except that it will not be a breach of this representation where reliance is placed on clause (Bii) 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 1 contract

Samples: 2002 Master Agreement (Qad Inc)

Payer Tax Representations. For the purpose of Section 3(e) of the Agreement, each of Dealer Party A and Counterparty 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 to make any deduction or withholding for or on account of any Tax from any payment (other than interest under Section 9(h) of the Agreement) to be made by it to the other party under the Agreement. In making this representation, it may rely on (A) the accuracy of any representations made by the other party pursuant to Section 3(f) of the Agreement, (B) the satisfaction of the agreement contained in Section 4(a)(i) or Section 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 Section 4(a)(iii) of the Agreement and (C) the satisfaction of the agreement of the other party contained in Section 4(d) of the Agreement, except that it will not be a breach of this representation where reliance is placed on clause (B) 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 1 contract

Samples: Atm Equity Offering Sales Agreement (Pebblebrook Hotel Trust)

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Payer Tax Representations. For the purpose of Section 3(e) of the Agreement, each of Dealer and Counterparty 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 to make any deduction or withholding for or on account of any Tax from any payment (other than interest under Section 9(h) of the Agreement) to be made by it to the other party under the Agreement. In making this representation, it may rely on (A) the accuracy of any representations made by the other party pursuant to Section 3(f) of the Agreement, (B) the satisfaction of the agreement contained in Section 4(a)(i) or Section 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 Section 4(a)(iii) of the Agreement and (C) the satisfaction of the agreement of the other party contained in Section 4(d) of the Agreement, except that it will not be a breach of this representation where reliance is placed on clause (B) 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 1 contract

Samples: Master Confirmation for Forward Stock Sale Transactions (SITE Centers Corp.)

Payer Tax Representations. For the purpose of Section 3(e) of the this Agreement, each of Dealer and Counterparty 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 9(h) of the this Agreement) to be made by it to the other party under the this Agreement. In making this representation, it a party may rely on (Ai) the accuracy of any representations made by the other party pursuant to Section 3(f) or 3(g) of the this Agreement, (Bii) the satisfaction of the agreement contained in Section 4(a)(i) or Section 4(a)(iii) of the Agreement this Agreement, and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or Section 4(a)(iii) of the Agreement this Agreement, and (Ciii) the satisfaction of the agreement of the other party contained in Section 4(d) of the this Agreement, except that it will not be a breach of this representation where reliance is placed on clause (Bii) 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 1 contract

Samples: Isda Master Agreement (Calumet Specialty Products Partners, L.P.)

Payer Tax Representations. For the purpose of Section 3(e) of the this Agreement, each of Dealer Party A and Counterparty makes 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 9(h) of the this Agreement) to be made by it to the other party under the this Agreement. In making this representation, it may rely on (Ai) the accuracy of any representations made by the other party pursuant to Section 3(f) of the this Agreement, (Bii) the satisfaction of the agreement contained in Section 4(a)(i) or Section 4(a)(iii) of the this Agreement and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or Section 4(a)(iii) of the this Agreement and (Ciii) the satisfaction of the agreement of the other party contained in Section 4(d) of the this Agreement, except that it will not be a breach of this representation where reliance is placed on clause (Bii) 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 1 contract

Samples: 2002 Master Agreement (Bel Fuse Inc /Nj)

Payer Tax Representations. For the purpose of Section 3(e) of the this Agreement, each of Dealer Party A and Counterparty makes 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 9(h) of the this Agreement) to be made by it to the other party under the this Agreement. In making this representation, it may rely on (Ai) the accuracy of any representations made by the other party pursuant to Section 3(f) of the this Agreement, (Bii) the satisfaction of the agreement contained in Section 4(a)(i) or Section 4(a)(iii) of the this Agreement and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or Section 4(a)(iii) of the this Agreement and (Ciii) the satisfaction of the agreement of the other party contained in Section 4(d) of the this Agreement, except that it will not be a breach of this representation where reliance is placed on clause (Bii) above and the other party Y 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 1 contract

Samples: 2002 Master Agreement (Bel Fuse Inc /Nj)

Payer Tax Representations. For the purpose of Section 3(e) of the this Agreement, each of Dealer Party A and Counterparty makes 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, 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(h2(e), 6(d)(ii) or 6(e) of the this Agreement) to be made by it to the other party under the this Agreement. In making this representation, it may rely on (Ax) the accuracy of any representations made by the other party pursuant to Section 3(f) of the this Agreement, (By) the satisfaction of the agreement contained in Section 4(a)(i) or Section 4(a)(iii) of the this Agreement and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or Section 4(a)(iii) of the this Agreement and (Cz) the satisfaction of the agreement of the other party contained in Section 4(d) of the this Agreement, except provided that it will shall not be a breach of this representation where reliance is placed on clause (By) 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 1 contract

Samples: Isda Master Agreement (Packaging Dynamics Corp)

Payer Tax Representations. For the purpose of Section 3(e) of the this Agreement, Party A and Party B each of Dealer and Counterparty 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 to make any deduction or withholding for or on account of any Tax from any payment (other than interest under Section 9(h2(e), 6(d)(ii) or 6(e) of the this Agreement) to be made by it to the other party under the this Agreement. In making this representation, it may rely on (Ai) the accuracy of any representations representation made by the other party pursuant to Section 3(f) of the Agreement), (Bii) the satisfaction of the agreement of the other party contained in Section 4(a)(i) or Section 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 Section 4(a)(iii) of the this Agreement and (Ciii) the satisfaction of the agreement of the other party contained in Section 4(d) of the this Agreement, except provided that it will shall not be a breach of this representation where reliance is placed on clause (Bii) 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 1 contract

Samples: Master Agreement (Matria Healthcare Inc)

Payer Tax Representations. For the purpose of Section 3(e) of the Agreement), Party A and Party B each of Dealer and Counterparty makes 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 to make any deduction or withholding for or on account of any Tax from any payment (other than interest under Section 9(h2(e), 6(d)(ii) or 6(e) of the this Agreement) to be made by it to the other party Party under the this Agreement. In making this representation, it may rely on on:- (Ai) the accuracy of any representations representation made by the other party Party pursuant to Section 3(f) of the Agreement, ); (Bii) the satisfaction of the agreement of the other Party contained in Section 4(a)(i) or Section 4(a)(iii) of the this Agreement and the accuracy and effectiveness of any document provided by the other party Party pursuant to Section 4(a)(i) or Section 4(a)(iii) of the Agreement and ); and (Ciii) the satisfaction of the agreement of the other party Party contained in Section 4(d) of the this Agreement, except PROVIDED that it will shall not be a breach of this representation where reliance is placed on clause Clause (Bii) above and the other party 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 1 contract

Samples: Facility Agreement (Barnes Group Inc)

Payer Tax Representations. For the purpose of Section 3(e) of the this Agreement, each of Dealer and Counterparty 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 9(h2(e), 6(d)(ii), or 6(e) of the this Agreement) to be made by it to the other party under the this Agreement. In making this representation, it may rely on (Ai) the accuracy of any representations made by the other party pursuant to Section 3(f) of the this Agreement, (Bii) the satisfaction of the agreement contained in Section 4(a)(i) or Section 4(a)(iii) of the Agreement this Agreement, and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or Section 4(a)(iii) of the Agreement this Agreement, and (Ciii) the satisfaction of the agreement of the other party contained in Section 4(d) of the this Agreement, except provided that it will shall not be a breach of this representation where reliance is placed on clause (Bii) 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 1 contract

Samples: Master Agreement (Wachovia Auto Loan Owner Trust 2007-1)

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