Payment Net of Taxes. Any and all payments by the Borrower in respect of amounts due under this Agreement, the Notes and any other Financing Document shall be made free and clear of, and without withholding or deduction for or on account of, any present or future taxes (including, without limitation, income taxes, value added taxes, sales taxes, use taxes, stamp or documenting taxes, excise taxes, property taxes and asset taxes), duties, levies, fees, imposts, deductions, charges or withholdings, and all liabilities with respect thereto, of whatever nature now or hereafter imposed, assessed or levied by any Argentine Governmental Authority or by any other Governmental Authority from or through which any payment is made hereunder or under the other Financing Documents ("TAXES"), except income or franchise taxes imposed on any Lender by the laws of the jurisdiction, whether federal, state or local, in which it is resident or organized ("EXCLUDED TAXES"). If any Taxes, other than any Excluded Taxes, are required by Applicable Law to be withheld or deducted from or in respect of any sum payable under this Agreement, the Notes or any other Financing Document: (1) the Borrower shall pay such additional amount as may be necessary to ensure that after reduction for all required withholdings or deductions for Taxes, other than Excluded Taxes (including withholdings or deductions applicable to additional sums payable under this Section 5.1), the net amount actually received by the Lenders free and clear of such withholding or deduction is equal to the amount the Lenders would have received had no such withholdings or deductions been made; (2) the Borrower shall make such withholdings or deductions; and (3) the Borrower shall pay the full amount withheld or deducted to the relevant Governmental Authorities in accordance with the Applicable Laws and prior to the date on which penalties attach thereto.
Appears in 2 contracts
Samples: Financing Agreement (Impsat Fiber Networks Inc), Financing Agreement (Impsat Fiber Networks Inc)
Payment Net of Taxes. (a) For purposes of this Section 2.15, the term “applicable law” includes FATCA.
(b) Any and all payments by or on account of any obligation of the Borrower in respect of amounts due Issuer under this Agreement, the Notes and any other Financing Note Document shall be made free and clear of, and without deduction or withholding or deduction for or on account of, any present or future taxes (including, without limitation, income taxes, value added taxes, sales taxes, use taxes, stamp or documenting taxes, excise taxes, property taxes and asset taxes), duties, levies, fees, imposts, deductions, charges or withholdings, and all liabilities with respect thereto, of whatever nature now or hereafter imposed, assessed or levied by any Argentine Governmental Authority or by any other Governmental Authority from or through which any payment is made hereunder or under the other Financing Documents ("TAXES")Taxes, except income or franchise taxes imposed on any Lender as required by the laws of the jurisdiction, whether federal, state or local, in which it is resident or organized ("EXCLUDED TAXES")applicable law. If any Taxes, other than any Excluded Taxes, are required by Applicable Law to be withheld applicable law (as determined in the good faith discretion of the Issuer) requires the deduction or deducted from or in respect withholding of any Tax from any such payment by the Issuer, then the Issuer shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable under this Agreement, the Notes or any other Financing Document:
(1) the Borrower by Issuer shall pay such additional amount be increased as may be necessary to ensure so that after reduction for all required withholdings such deduction or deductions for Taxes, other than Excluded Taxes withholding has been made (including such deductions and withholdings or deductions applicable to additional sums payable under this Section 5.12.15), the net each holder receives an amount actually received by the Lenders free and clear of such withholding or deduction is equal to the amount the Lenders sum it would have received had no such withholdings deduction or deductions withholding been made;.
(2c) the Borrower Without duplication of any obligation under Section 2.15(b), Issuer shall make such withholdings or deductions; and
(3) the Borrower shall timely pay the full amount withheld or deducted to the relevant Governmental Authorities Authority in accordance with applicable law, or at the Applicable Laws and prior option of each holder timely reimburse it for the payment of, any Other Taxes.
(d) Without duplication of any obligation under Section 2.15(b) or (c), Issuer shall indemnify each holder, within ten (10) days after demand therefor, for the full amount of any Indemnified Taxes (including Indemnified Taxes imposed or asserted on or attributable to the date on which penalties attach thereto.amounts payable under this
Appears in 2 contracts
Samples: Fourth Supplemental Indenture (Sunnova Energy International Inc.), Fourth Supplemental Indenture (Sunnova Energy International Inc.)