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), Broadstone Net Lease, Inc., Broadstone Net Lease, Inc.
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: Master Agreement, Securities Account Control 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 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), Master Agreement (Natural Alternatives International Inc), 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 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: 2002 Master Agreement (Arcos Dorados Holdings Inc.), 2002 Master Agreement (Arcos Dorados Holdings 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: www.sec.gov, 2002 Master Agreement (ETFS Collateralized Commodities Trust)
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: On Semiconductor Corp, 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: Arcos Dorados Holdings Inc., Master Agreement (Arcos Dorados Holdings 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: On Semiconductor Corp, On Semiconductor Corp
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: 2002 Master Agreement (Advanced Energy Industries Inc), 2002 Master Agreement (Advanced Energy Industries Inc)
Payer Tax Representations. For the purpose purposes of Section 3(e) of the Agreement), UBS and 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(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.. Payee Tax Representations. For the purposes of Section 3(f), UBS makes the following representations:
Appears in 1 contract
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: Equity Offering Sales Agreement (Pebblebrook Hotel 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: It is not required by any applicable lawApplicable 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 (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 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
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)
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(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 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.. ISDA® 2002
Appears in 1 contract
Samples: 2002 Master Agreement (Booz Allen Hamilton Holding Corp)
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
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 a party 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 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.. (b)
Appears in 1 contract
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 2002 Master Agreement (Calumet Specialty Products Partners, L.P.)
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: Master Agreement (Qad 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) 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: 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
Payer Tax Representations. For the purpose purposes of Section 3(e) of the Agreement), GSCM and 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(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
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: SITE Centers Corp.