Common use of Payments Free and Clear of Taxes, Etc Clause in Contracts

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by any Guarantor under or in respect of this Guaranty or any other Loan Document shall be made, in accordance with Section 2.12 of the Credit Agreement, free and clear of and without deduction for any and all present or future Taxes. If any Guarantor shall be required by law to deduct any Taxes from or in respect of any sum payable under or in respect of this Guaranty or any other Loan Document to any Secured Party, (i) the sum payable by such Guarantor shall be increased as may be necessary so that after such Guarantor and the Administrative Agent have made all required deductions (including deductions applicable to additional sums payable under this Section 5), such Secured Party receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Guarantor shall make all such deductions and (iii) such Guarantor shall pay the full amount deducted to the relevant taxation authority or other authority in accordance with applicable law.

Appears in 3 contracts

Samples: Security Agreement (International Rectifier Corp /De/), Intellectual Property Security Agreement (TLC Vision Corp), Credit Agreement (International Rectifier Corp /De/)

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Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by any Guarantor under or in respect of this Guaranty or any other Loan Document shall be made, in accordance with Section 2.12 2.11 of the Credit Agreement, free and clear of and without deduction for any and all present or future Taxes. If any Guarantor shall be required by law to deduct any Taxes from or in respect of any sum payable under or in respect of this Guaranty or any other Loan Document to any Secured Party, (i) the sum payable by such Guarantor shall be increased as may be necessary so that after such Guarantor and the Administrative Agent have made all required deductions (including deductions applicable to additional sums payable under this Section 5), such Secured Party receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Guarantor shall make all such deductions and (iii) such Guarantor shall pay the full amount deducted to the relevant taxation authority or other authority in accordance with applicable law.

Appears in 3 contracts

Samples: Credit Agreement (Esterline Technologies Corp), Guaranty (Landrys Restaurants Inc), Credit Agreement (International Rectifier Corp /De/)

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by any Guarantor under or in respect of this Guaranty or any other Loan Document shall be made, in accordance with Section 2.12 2.14 of the Credit Agreement, free and clear of and without deduction for any and all present or future Taxes. If any Guarantor shall be required by law to deduct any Taxes from or in respect of any sum payable under or in respect of this Guaranty or any other Loan Document to any Secured Guaranteed Party, (i) the sum payable by such Guarantor shall be increased as may be necessary so that after such Guarantor and the Administrative Agent have made all required deductions (including deductions applicable to additional sums payable under this Section 5), such Secured Guaranteed Party receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Guarantor shall make all such deductions and (iii) such Guarantor shall pay the full amount deducted to the relevant taxation authority or other authority in accordance with applicable law.

Appears in 2 contracts

Samples: Credit Agreement (Lubrizol Corp), Credit Agreement (Sealed Air Corp/De)

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by any Guarantor under or in respect of this Guaranty or any other Loan Document shall be made, in accordance with Section 2.12 2.13 of the Credit Agreement, free and clear of and without deduction for any and all present or future Taxes. If any Guarantor shall be required by law to deduct any Taxes from or in respect of any sum payable under or in respect of this Guaranty or any other Loan Document to the Agent or any Secured PartyLender, (i) the sum payable by such Guarantor shall be increased as may be necessary so that after such Guarantor and the Administrative Agent have made all required deductions (including deductions applicable to additional sums payable under this Section 5), the Agent or such Secured Party Lender receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Guarantor shall make all such deductions and (iii) such Guarantor shall pay the full amount deducted to the relevant taxation authority or other authority in accordance with applicable law.

Appears in 2 contracts

Samples: Five Year Credit Agreement (Packaging Corp of America), Credit Agreement (Packaging Corp of America)

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by any Guarantor under or in respect of this Guaranty or any other Loan Document shall be made, in accordance with Section 2.12 2.11 of the Credit Agreement, free and clear of and without deduction for any and all present or future Taxes. If any Guarantor shall be required by law to deduct any Taxes from or in respect of any sum payable under or in respect of this Guaranty or any other Loan Document to any Secured PartyLender, (i) the sum payable by such Guarantor shall be increased as may be necessary so that after such Guarantor and the Administrative Agent have made all required deductions (including deductions applicable to additional sums payable under this Section 5), such Secured Party Lender receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Guarantor shall make all such deductions and (iii) such Guarantor shall pay the full amount deducted to the relevant taxation authority or other authority in accordance with applicable law.

Appears in 2 contracts

Samples: Credit Agreement (Littelfuse Inc /De), Assignment and Assumption Agreement (Littelfuse Inc /De)

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by any the Guarantor under or in respect of this Guaranty or any other Loan Document shall be made, in accordance with Section 2.12 2.16 of the Credit Agreement, free and clear of and without deduction for any and all present or future Taxes. If any the Guarantor shall be required by law to deduct any Taxes from or in respect of any sum payable under or in respect of this Guaranty or any other Loan Document to any Secured PartyBeneficiary, (i) the sum payable by such the Guarantor shall be increased as may be necessary so that after such the Guarantor and the Administrative Agent have made all required deductions (including deductions applicable to additional sums payable under this Section 5), such Secured Party Beneficiary receives an amount equal to the sum it would have received had no such deductions been made, (ii) such the Guarantor shall make all such deductions and (iii) such the Guarantor shall pay the full amount deducted to the relevant taxation authority or other authority in accordance with applicable law.

Appears in 2 contracts

Samples: Credit Agreement (Firstenergy Corp), Credit Agreement (Jersey Central Power & Light Co)

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by any the Guarantor under or in respect of this Guaranty or any other Loan Credit Document shall be made, in accordance with Section 2.12 2.16 of the Credit Reimbursement Agreement, free and clear of and without deduction for any and all present or future Taxes. If any the Guarantor shall be required by law to deduct any Taxes from or in respect of any sum payable under or in respect of this Guaranty or any other Loan Credit Document to any Secured PartyBeneficiary, (i) the sum payable by such the Guarantor shall be increased as may be necessary so that after such the Guarantor and the Administrative Agent have made all required deductions (including deductions applicable to additional sums payable under this Section 5), such Secured Party Beneficiary receives an amount equal to the sum it would have received had no such deductions been made, (ii) such the Guarantor shall make all such deductions and (iii) such the Guarantor shall pay the full amount deducted to the relevant taxation authority or other authority in accordance with applicable law.

Appears in 2 contracts

Samples: Guaranty (Jersey Central Power & Light Co), Firstenergy Corp

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by any each Subsidiary Guarantor under or in respect of this Guaranty or any other Loan Document hereunder shall be made, in accordance with Section 2.12 2.11 of the Credit Agreement, free and clear of and without deduction for any and all present or future Taxes. If any Subsidiary Guarantor shall be required by law to deduct any Taxes from or in respect of any sum payable under or in respect of this Guaranty or any other Loan Document hereunder to any Secured PartyParty or the Administrative Agent, (i) the sum payable by such Subsidiary Guarantor shall be increased as may be necessary so that after such Subsidiary Guarantor and the Administrative Agent have made all required deductions (including deductions applicable to additional sums payable under this Section 5), ) such Secured Party or the Administrative Agent (as the case may be) receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Subsidiary Guarantor shall make all such deductions and (iii) such Subsidiary Guarantor shall pay the full amount deducted to the relevant taxation authority or other governmental authority in accordance with applicable law.

Appears in 1 contract

Samples: Credit Agreement (Mediq Inc)

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by any Guarantor under or in respect of this Guaranty or any other Loan Document shall be made, in accordance with Section 2.12 of the Credit Agreement, free and clear of and without deduction for any and all present or future Taxes. If any Guarantor shall be required by law to deduct any Taxes from or in respect of any sum payable under or in respect of this Guaranty or any other Loan Document to any Secured Party, (i) the sum payable by such Guarantor shall be increased as may be necessary so that after such Guarantor and the Administrative Agent have made all required deductions (including deductions applicable to additional sums payable under this Section 5), such Secured Party receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Guarantor shall make all such deductions and (iii) such Guarantor shall pay the full amount deducted to the relevant taxation authority or other authority in accordance with applicable law.and

Appears in 1 contract

Samples: Security Agreement (International Rectifier Corp /De/)

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by any the Guarantor under or in respect of this Guaranty or any other Loan Document shall be made, in accordance with Section 2.12 3.5 of the Credit Agreement, free and clear of and without deduction for any and all present or future Taxestaxes. If any the Guarantor shall be required by law to deduct any Taxes taxes from or in respect of any sum payable under or in respect of this Guaranty or any other Loan Document to any Secured PartyBeneficiary, (i) the sum payable by such the Guarantor shall be increased as may be necessary so that after such the Guarantor and the Administrative Agent have made all required deductions (including deductions applicable to additional sums payable under this Section 5), such Secured Party Beneficiary receives an amount equal to the sum it would have received had no such deductions been made, (ii) such the Guarantor shall make all such deductions and (iii) such the Guarantor shall pay the full amount deducted to the relevant taxation authority or other authority in accordance with applicable law.

Appears in 1 contract

Samples: Assignment Agreement (Nationwide Financial Services Inc/)

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by any Guarantor under or in respect of this Guaranty or any other Loan Document shall be made, in accordance with Section 2.12 2.11 of the Credit Loan Agreement, free and clear of and without deduction for any and all present or future Taxes. If any Guarantor shall be required by law to deduct any Taxes from or in respect of any sum payable under or in respect of this Guaranty or any other Loan Document to any Secured PartyLender, (i) the sum payable by such Guarantor shall be increased as may be necessary so that after such Guarantor and the Administrative Agent have made all required deductions (including deductions applicable to additional sums payable under this Section 5), such Secured Party Lender receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Guarantor shall make all such deductions and (iii) such Guarantor shall pay the full amount deducted to the relevant taxation authority or other authority in accordance with applicable law.

Appears in 1 contract

Samples: Loan Agreement (Littelfuse Inc /De)

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by any Guarantor under or in respect of this Guaranty or any other Loan Document shall be made, in accordance with Section 2.12 2.13 of the Credit Agreement, free and clear of and without deduction for any and all present or future Taxes. If any Guarantor shall be required by law to deduct any Taxes from or in respect of any sum payable under or in respect of this Guaranty or any other Loan Document to the Agent or any Secured PartyLender, (i) the sum payable by such Guarantor shall be increased as may be necessary so that after such Guarantor and the Administrative Agent have made all required deductions (including deductions applicable to additional sums payable under this Section 56), the Agent or such Secured Party Lender receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Guarantor shall make all such deductions and (iii) such Guarantor shall pay the full amount deducted to the relevant taxation authority or other authority in accordance with applicable law.

Appears in 1 contract

Samples: Credit Agreement (Packaging Corp of America)

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Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by any Guarantor under or in respect of this Guaranty or any other Loan Document shall be made, in accordance with Section 2.12 of the Credit Agreement, free and clear of and without deduction for any and all present or future Taxes. If any Guarantor shall be required by law to deduct any Taxes from or in respect of any sum payable under or in respect of this Guaranty or any other Loan Document to any Secured Party, (i) the sum payable by such Guarantor shall be increased as may be necessary so that after such Guarantor and the Administrative Agent have has made all required deductions (including deductions applicable to additional sums payable under this Section 5), such Secured Party receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Guarantor shall make all such deductions and (iii) such Guarantor shall pay the full amount deducted to the relevant taxation authority or other authority in accordance with applicable law.

Appears in 1 contract

Samples: Subsidiary Guaranty (McDermott International Inc)

Payments Free and Clear of Taxes, Etc. (a) SECTION 52.01 Any and all payments made by any Guarantor under or in respect of this Guaranty or any other Loan Document shall be made, in accordance with Section 2.12 2.11 of the Credit Agreement, free and clear of and without deduction for any and all present or future Taxes. If any Guarantor shall be required by law to deduct any Taxes from or in respect of any sum payable under or in respect of this Guaranty or any other Loan Document to any Secured Party, (i) the sum payable by such Guarantor shall be increased as may be necessary so that after such Guarantor and the Administrative Agent have made all required deductions (including deductions applicable to additional sums payable under this Section 5), such Secured Party receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Guarantor shall make all such deductions and (iii) such Guarantor shall pay the full amount deducted to the relevant taxation authority or other authority in accordance with applicable law.

Appears in 1 contract

Samples: Security Agreement (Stage Stores Inc)

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by any the Guarantor under or in respect of this Guaranty or any other Loan Document shall be made, in accordance with Section 2.12 of the Credit Agreement, made free and clear of and without deduction for any and all present or future Taxes. If any the Guarantor shall be required by law to deduct any Taxes from or in respect of any sum payable under or in respect of this Guaranty or any other Loan Document to any Secured Guaranteed Party, (i) the sum payable by such the Guarantor shall be increased as may be necessary so that after such the Guarantor and the Administrative Agent have made all required deductions (including deductions applicable to additional sums payable under this Section 5), such Secured Guaranteed Party receives an amount equal to the sum it would have received had no such deductions been made, (ii) such the Guarantor shall make all such deductions and (iii) such the Guarantor shall pay the full amount deducted to the relevant taxation authority or other authority in accordance with applicable law.

Appears in 1 contract

Samples: Subsidiary Guaranty (Western Union CO)

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by any the Guarantor under or in respect of this Guaranty Guaranty, or any other Loan Document shall be made, in accordance with Section 2.12 2.09 of the Credit Agreement, free and clear of and without deduction for any and all present or future Taxes. If any the Guarantor shall be required by law to deduct any Taxes from or in respect of any sum payable under or in respect of this Guaranty Guaranty, or any other Loan Document to any Secured PartyLender, (i) the sum payable by such the Guarantor shall be increased as may be necessary so that after such the Guarantor and the Administrative Agent have made all required deductions (including deductions applicable to additional sums payable under this Section 5), such Secured Party Lender receives an amount equal to the sum it would have received had no such deductions been made, (ii) such the Guarantor shall make all such deductions and (iii) such the Guarantor shall pay the full amount deducted to the relevant taxation authority or other authority in accordance with applicable law.

Appears in 1 contract

Samples: Time Guaranty (C Quential Inc)

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by any Guarantor under or in respect of this Guaranty Guarantee or any other Loan Document shall be made, in accordance with Section 2.12 of the Credit Agreement5.03, free and clear of and without deduction for any and all present or future Taxes. If any Guarantor shall be required by law to deduct any Taxes from or in respect of any sum payable under or in respect of this Guaranty Guarantee or any other Loan Document to any Secured Finance Party, (i) the sum payable by such Guarantor shall be increased as may be necessary so that after such Guarantor and the Administrative Agent have made all required deductions (including deductions applicable to 95 additional sums payable under this Section 5)12.05, such Secured Finance Party receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Guarantor shall make all such deductions and (iii) such Guarantor shall pay the full amount deducted to the relevant taxation authority or other authority in accordance with applicable law.

Appears in 1 contract

Samples: Credit and Guarantee Agreement (Endeavour International Corp)

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by any Guarantor to or for the account of the Administrative Agent or any Lender under or in respect of this Guaranty or any other Loan Document shall be made, in accordance with Section 2.12 2.11 of the Credit AgreementTerm Loan Agreement or the applicable provisions of such other Loan Document, if any, free and clear of and without deduction for any and all present or future Taxes. If any Guarantor shall be required by law to deduct any Taxes from or in respect of any sum payable under or in respect of this Guaranty or any other Loan Document to the Administrative Agent or any Secured PartyLender, (i) the sum payable by such Guarantor shall be increased as may be necessary so that after such Guarantor and the Administrative Agent have made all required deductions (including deductions applicable to additional sums payable under this Section 5), the Administrative Agent or such Secured Party Lender receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Guarantor shall make all such deductions and (iii) such Guarantor shall pay the full amount deducted to the relevant taxation authority or other authority in accordance with applicable law.

Appears in 1 contract

Samples: Term Loan Agreement (Alliance Resource Partners Lp)

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by any Guarantor under or in respect of this Guaranty or any other Loan Document shall be made, in accordance with Section 2.12 2.09 of the Credit Agreement, free and clear of and without deduction for any and all present or future Taxes. If any Guarantor shall be required by law to deduct any Taxes from or in respect of any sum payable under or in respect of this Guaranty or any other Loan Document to any Secured Party, (i) the sum payable by such Guarantor shall be increased as may be necessary so that after such Guarantor and the Administrative Collateral Agent have made all required deductions (including deductions applicable to additional sums payable under this Section 5), such Secured Party receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Guarantor shall make all such deductions and (iii) such Guarantor shall pay the full amount deducted to the relevant taxation authority or other authority in accordance with applicable law.

Appears in 1 contract

Samples: Security Agreement (TLC Vision Corp)

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