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 each Guarantor hereunder 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 hereunder to the Administrative Agent or any other Secured Party, (i) the sum payable shall be increased as may be necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section) the Administrative Agent or such other Secured Party (as the case may be) receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Guarantor shall make 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: Subsidiary Guaranty (Audio Book Club Inc), Credit Agreement (Audio Book Club Inc), Moran Transportation Co

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Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by each any Guarantor 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 Guarantor shall be required by law to deduct any Taxes from or in respect of any sum payable hereunder to the Administrative Agent or any other Secured Party, (i) the sum payable shall be increased as may be necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section) the Administrative Agent or such other Secured Party (as the case may be) receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Guarantor shall make 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 (Uniroyal Chemical Co Inc), Credit Agreement (Crompton & Knowles Corp), Subsidiary Guaranty (Uniroyal Chemical Co Inc)

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by each or on account of any obligation of any Guarantor hereunder or under 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 reduction or withholding for any and all present Indemnified Taxes or future Other Taxes. If any ; provided that if a Guarantor shall be required by applicable law to deduct any Indemnified Taxes (including any Other Taxes) from or in respect of any sum payable hereunder to the Administrative Agent or any other Secured Partysuch payments, then (i) the sum payable shall be increased as may be necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section) the Administrative Agent or such other Secured Party (the Lender, as the case may be) , receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Guarantor shall make such deductions and (iii) such Guarantor shall timely pay the full amount deducted to the relevant taxation authority or other authority Governmental Authority in accordance with applicable law.

Appears in 2 contracts

Samples: Credit Agreement (Sandridge Energy Inc), Bridge Loan Agreement (Sandridge Energy Inc)

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by each the Guarantor 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 the Guarantor shall be required by law to deduct any Taxes from or in respect of any sum payable hereunder to the Administrative Agent or any other Secured Party, (i) the sum payable shall be increased as may be necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section) the Administrative Agent or such other Secured Party (as the case may be) receives an amount equal to the sum it would have received had no such deductions been made, (ii) such the Guarantor shall make 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 (Crompton & Knowles Corp), Credit Agreement (Uniroyal Chemical Co Inc)

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by each any Guarantor 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 Guarantor shall be required by law to deduct any Taxes from or in respect of any sum payable hereunder to the Administrative Agent or any other Secured Party, (i) the sum payable by such Guarantor shall be increased as may be necessary so that after making such Guarantor and the Administrative Agent have made all required deductions (including deductions applicable to additional sums payable under this SectionSection 5) the Administrative Agent or such other Secured Party (as the case may be) 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 (Afa Products Inc)

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by each Parent Guarantor hereunder or under the Notes shall be made, in accordance with Section 2.12 of the Credit Agreement2.11, free and clear of and without deduction for any and all present or future Taxes. If any Parent Guarantor shall be required by law to deduct any Taxes from or in respect of any sum payable hereunder to the Administrative Agent or any other Secured Party, (i) the sum payable shall be increased as may be necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section) the Administrative Agent or such other Secured Party (as the case may be) receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Parent Guarantor shall make such deductions and (iii) such Parent 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 (Mediq Inc)

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by each Guarantor hereunder 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 hereunder to the Administrative Agent or any other Secured Guaranteed Party, (i) the sum payable shall be increased as may be necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section) the Administrative Agent or such other Secured Guaranteed Party (as the case may be) receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Guarantor shall make 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 (Applied Graphics Technologies Inc)

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by each the Guarantor hereunder 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 the Guarantor shall be required by law to deduct any Taxes from or in respect of any sum payable hereunder to the Administrative Agent or any other Secured Lender Party, (i) the sum payable shall be increased as may be necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section) the Administrative Agent or such other Secured Lender Party (as the case may be) receives an amount equal to the sum it would have received had no such deductions been made, (ii) such the Guarantor shall make such deductions and (iii) such the Guarantor shall pay the Alenco – Exhibits to Second Amended and Restated Credit Agreement full amount deducted to the relevant taxation authority or other authority in accordance with applicable law.

Appears in 1 contract

Samples: Credit Agreement (Encana Corp)

Payments Free and Clear of Taxes, Etc. (a) Any and ------------------------------------- all payments made by each the Parent Guarantor hereunder shall be made, in accordance with Section 2.12 of the Credit Agreement2.11, free and clear of and without deduction for any and all present or future Taxes. If any the Parent Guarantor shall be required by law to deduct any Taxes from or in respect of any sum payable hereunder to any Lender Party or the Administrative Agent or any other Secured PartyAgent, (i) the sum payable shall be increased as may be necessary so that after making all required deductions (including deductions applicable to additional sums payable under this SectionSection 7.04) such Lender Party or the Administrative Agent or such other Secured Party (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 the Parent Guarantor shall make such deductions and (iii) such the Parent 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 (Iron Age Holdings Corp)

Payments Free and Clear of Taxes, Etc. (a) Any and all ------------------------------------- payments made by each any Subsidiary Guarantor hereunder 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 Subsidiary Guarantor shall be required by law to deduct any Taxes from or in respect of any sum payable hereunder to any Lender Party or the Administrative Agent or any other Secured PartyAgent, (i) the sum payable shall be increased as may be necessary so that after making all required deductions (including deductions applicable to additional sums payable under this SectionSection 5) such Lender Party or the Administrative Agent or such other Secured Party (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 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: Iron Age Corp

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by each any Subsidiary Guarantor 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 hereunder to any Lender Party or the Administrative Agent or any other Secured PartyAgent, (i) the sum payable shall be increased as may be necessary so that after making all required deductions (including deductions applicable to additional sums payable under this SectionSection 5) such Lender Party or the Administrative Agent or such other Secured Party (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 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 (Fitness Holdings Inc)

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by each either Guarantor hereunder shall be made, in accordance with Section 2.12 2.11 of the Fourth Amended and Restated Credit Agreement, free and clear of and without deduction for any and all present or future Taxes. If any such Guarantor shall be required by law to deduct any Taxes from or in respect of any sum payable hereunder to the Administrative Agent or any other Secured Lender Party, (i) the sum payable shall be increased as may be necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section) the Section 4), such Lender Party or Administrative Agent or such other Secured Party (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 Guarantor shall make 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 (General Nutrition Companies Inc)

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by each any Subsidiary Guarantor 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 hereunder to the Administrative Agent or any other Secured Party, (i) the sum payable shall be increased as may be necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section) the Administrative Agent or such other Secured Party (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 such deductions and (iii) such Subsidiary 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 (Mediq Inc)

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Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by each Guarantor hereunder under or in respect of the Transaction Documents shall be made, in accordance with Section 2.12 of the Credit Agreement, made free and clear of of, and without deduction for 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 hereunder under or in respect of the Transaction Documents to the Administrative Agent or any other Secured Party, (i) the sum payable by such Guarantor shall be increased as may be necessary so that that, after making such Guarantor, any applicable Secured Party has made all required deductions (including deductions applicable to additional sums payable under this Section) the Administrative Agent or Section 5), such other Secured Party (as the case may be) 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: Us Industries Inc /De

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by each the Guarantor hereunder shall be made, in accordance with Section 2.12 2.10 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 hereunder to any Lender Party or the Administrative Agent or any other Secured PartyAgent, (i) the sum payable shall be increased as may be necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section) such Lender Party or the Administrative Agent or such other Secured Party (as the case may be) receives an amount equal to the sum it would have received had no such deductions been made, (ii) such the Guarantor shall make 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: Sodexho Alliance S A

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by each any Guarantor hereunder shall be made, in accordance with Section 2.12 2.15 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 hereunder to the Administrative Agent or any other Secured Lender Party, (i) the sum payable shall be increased as may be necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section) the Administrative Agent or such other Secured Lender Party (as the case may be) receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Guarantor shall make 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 (Paxar Corp)

Payments Free and Clear of Taxes, Etc. (a) Any and all -------------------------------------- payments made by each any Guarantor hereunder shall be made, in accordance with Section 2.12 2.10 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 hereunder to the Administrative Agent or any other Secured Guaranteed Party, (i) the sum payable shall be increased as may be necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section) the Administrative Agent or such other Secured Guaranteed Party (as the case may be) receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Guarantor shall make 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: Schedules and Exhibits (National Golf Properties Inc)

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by each any Guarantor hereunder shall be made, in accordance with Section 2.12 2.15 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 hereunder to the Administrative Agent or any other Secured Lender Party, (i) the sum payable shall be increased as may be necessary so that after making all required deductions (including deductions applicable to additional sums payable under this SectionSection ) the Administrative Agent or such other Secured Lender Party (as the case may be) receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Guarantor shall make 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: Pledge Agreement (Paxar Corp)

Payments Free and Clear of Taxes, Etc. (a) Any and all -------------------------------------- payments made by each the Guarantor hereunder shall be made, in accordance with Section 2.12 2.10 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 hereunder to the Administrative Agent or any other Secured Guaranteed Party, (i) the sum payable shall be increased as may be necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section) the Administrative Agent or such other Secured Guaranteed Party (as the case may be) receives an amount equal to the sum it would have received had no such deductions been made, (ii) such the Guarantor shall make 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: Schedules and Exhibits (National Golf Properties Inc)

Payments Free and Clear of Taxes, Etc. (a) Any and all payments made by each the Guarantor hereunder 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 the Guarantor shall be required by law to deduct any Taxes from or in respect of any sum payable hereunder to the Administrative Agent or any other Secured Lender Party, (i) the sum payable shall be increased as may be necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section) the Administrative Agent or such other Secured Lender Party (as the case may be) receives an amount equal to the sum it would have received had no such deductions been made, (ii) such the Guarantor shall make 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: Credit Agreement (Encana Corp)

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