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

Payments Free and Clear of Taxes. Except as required by Requirements of Law or as otherwise provided in this Section 2.14, each payment by any Loan Party under any Loan Document shall be made free and clear of all present or future taxes, levies, imposts, deductions or withholdings and all liabilities with respect thereto (and without deduction for any of them) (collectively, the “Taxes”) other than for (i) taxes measured by net income (including branch profits taxes) and franchise taxes imposed in lieu of net income taxes, in each case imposed on any Credit Party as a result of a present or former connection between such Credit Party and the jurisdiction of the Governmental Authority imposing such tax or any political subdivision or taxing authority thereof or therein (other than such connection arising solely from any Credit Party having executed, delivered or performed its obligations or received a payment under, or enforced, any Loan Document), (ii) taxes that are directly attributable to the failure (other than as a result of a change in any Requirement of Law) by any Credit Party to deliver the documentation required to be delivered pursuant to clause (f) below, (iii) withholding taxes to the extent that the obligation to withhold amounts existed under Requirements of Law in effect on the date that such Credit Party became a “Credit Party” under this Agreement in the capacity under which such Credit Party makes a claim under Section 2.14(b) (or on the date such Credit Party designates a new lending office), except in each case to the extent such Credit Party is a direct or indirect assignee (other than pursuant to Section 2.15 (Substitution of Purchasers)) of any other Credit Party that was entitled, at the time the assignment of such other Credit Party became effective (or at the time of designation of the new lending office) to receive additional amounts under Section 2.14(b) and (iv) interest, penalties or other liabilities with respect to amounts described in the foregoing clauses (i) through (iii) (such excluded Taxes, the “Excluded Taxes”).

Payments Free and Clear of Taxes. Except as required by Requirements of Law or as otherwise provided in this Section 2.142.17, each payment by any Loan Party under any Loan Document shall be made free and clear of all present or future taxes, levies, imposts, deductions deductions, charges or withholdings and all liabilities with respect thereto (and without deduction for any of them) (collectively, the “"Taxes”") other than except for (i) taxes measured by net income (including branch profits taxes) and franchise taxes imposed in lieu of net income taxes, in each case imposed on any Credit Secured Party as a result of a present or former connection between such Credit Secured Party and the jurisdiction of the Governmental Authority imposing such tax or any political subdivision or taxing authority thereof or therein (other than such connection arising solely from any Credit Secured Party having executed, delivered or performed its obligations or received a payment under, or enforced, any Loan Document), (ii) United States federal withholding taxes to the extent that the obligation to withhold amounts existed on the date that such Secured Party became a "Secured Party" hereunder except to the extent such Secured Party is a direct or indirect assignee (other than pursuant to clause (iii) of Section 2.18(a) (Substitution of Lenders)) of any other Secured Party that was entitled, at the time the assignment from such other Secured Party became effective, to receive additional amounts under this clause, or (iii) taxes that are directly attributable to would not have been imposed but for the failure (other than as a result of a change in any Requirement of Law) by any Credit Secured Party to deliver the documentation required to be delivered pursuant to clause (f) belowbelow (all such Taxes described in clauses (i), (ii) and (iii) withholding taxes of this Section 2.17 being referred to the extent that the obligation to withhold amounts existed under Requirements of Law in effect on the date that such Credit Party became a “Credit Party” under this Agreement in the capacity under which such Credit Party makes a claim under Section 2.14(b) (or on the date such Credit Party designates a new lending office), except in each case to the extent such Credit Party is a direct or indirect assignee (other than pursuant to Section 2.15 (Substitution of Purchasers)) of any other Credit Party that was entitled, at the time the assignment of such other Credit Party became effective (or at the time of designation of the new lending office) to receive additional amounts under Section 2.14(b) and (iv) interest, penalties or other liabilities with respect to amounts described in the foregoing clauses (i) through (iii) (such excluded Taxes, the “collectively as "Excluded Taxes”").

Payments Free and Clear of Taxes. Except as required by Requirements of Law or as otherwise provided in this Section 2.142.17, each payment by any Loan Party under any Loan Document shall be made free and clear of all present or future taxes, levies, imposts, deductions or withholdings and all liabilities with respect thereto (and 51 CREDIT AGREEMENT THE PRINCETON REVIEW, INC. without deduction for any of them) (collectively, the “Taxes”) other than for (i) taxes measured by net income (including branch profits taxes) and franchise taxes imposed in lieu of net income taxes, in each case imposed on any Credit Secured Party as a result of a present or former connection between such Credit Secured Party and the jurisdiction of the Governmental Authority imposing such tax or any political subdivision or taxing authority thereof or therein (other than such connection arising solely from any Credit Secured Party having executed, delivered or performed its obligations or received a payment under, or enforced, any Loan Document), (ii) taxes that are directly attributable to the failure (other than as a result of a change in any Requirement of Law) by any Credit Secured Party to deliver the documentation required to be delivered pursuant to clause (f) below, (iii) withholding taxes to the extent that the obligation to withhold amounts existed under Requirements of Law in effect on the date that such Credit Secured Party became a “Credit Secured Party” under this Agreement in the capacity under which such Credit Secured Party makes a claim under Section 2.14(b2.17(b) (or on the date such Credit Secured Party designates a new lending office), except in each case to the extent such Credit Secured Party is a direct or indirect assignee (other than pursuant to Section 2.15 2.18 (Substitution of PurchasersLenders)) of any other Credit Secured Party that was entitled, at the time the assignment of such other Credit Secured Party became effective (or at the time of designation of the new lending office) to receive additional amounts under Section 2.14(b2.17(b) and (iv) interest, penalties or other liabilities with respect to amounts described in the foregoing clauses (i) through (iii) (such excluded Taxes, the “Excluded Taxes”).

Payments Free and Clear of Taxes. Except as required by Requirements of Law or as otherwise provided in this Section 2.142.17, each payment by any Loan Party under any Loan Document shall be made free and clear of all Taxes. “Taxes” shall mean all present or future taxes, taxes and levies, imposts, deductions deductions, charges or withholdings and all liabilities with respect thereto (and without deduction for that in each case are imposed by a Governmental Authority, including any of them) (collectivelyinterest, the “Taxes”) other than for additions to tax or penalties applicable thereto, but excluding any (i) taxes measured by net income (including branch profits or similar taxes) and franchise taxes imposed in lieu of net income taxes, in each case imposed on any Credit Secured Party as a result of a present or former connection between such Credit Secured Party and the jurisdiction of the Governmental Authority imposing such tax or any political subdivision or taxing authority thereof or therein (other than such connection arising solely from any Credit Secured Party having executed, delivered or performed its obligations or received a payment under, received or enforcedperfected a security interest under, or enforced or become a party to or engaged in any other transactions pursuant to or sold or assigned an interest in any Loan Document), (ii) United States federal withholding taxes that are directly attributable to the failure extent that the obligation to withhold amounts existed on the date that such Secured Party became a “Secured Party” hereunder or designates a new lending office, except to the extent such Secured Party is a direct or indirect assignee (other than as a result pursuant to clause (iii) of a change in Section 2.18(a) (Substitution of Lenders)) of any Requirement of Lawother Secured Party that was entitled, at the time the assignment from such other Secured Party became effective, to receive additional amounts under this clause, (iii) taxes (including withholding taxes) that would not have been imposed but for the failure by any Credit Secured Party to deliver the documentation required to be delivered pursuant to clause (f) below, (iiiiv) any U.S. federal withholding taxes to the extent that the obligation to withhold amounts existed Taxes imposed under Requirements of Law in effect on the date that such Credit Party became a “Credit Party” under this Agreement in the capacity under which such Credit Party makes a claim under Section 2.14(b) (or on the date such Credit Party designates a new lending office), except in each case to the extent such Credit Party is a direct or indirect assignee (other than pursuant to Section 2.15 (Substitution of Purchasers)) of any other Credit Party that was entitled, at the time the assignment of such other Credit Party became effective (or at the time of designation of the new lending office) to receive additional amounts under Section 2.14(b) FATCA and (ivv) interest, penalties or other liabilities with respect to amounts described in the foregoing clauses (i) through (iii) (such excluded Other Taxes, the “Excluded Taxes”).

Payments Free and Clear of Taxes. Except as required by Requirements of Law or as otherwise provided in this Section 2.14, each payment by any Loan Party under any Loan Document shall be made free and clear of all present or future taxes, levies, imposts, deductions or withholdings and all liabilities with respect thereto (and without deduction for any of them) (collectively, the “Taxes”) other than for (i) taxes measured by net income (including branch profits taxes) and franchise taxes imposed in lieu of net income taxes, in each case imposed on any Credit Secured Party as a result of a present or former connection between such Credit Secured Party and the jurisdiction of the Governmental Authority imposing such tax or any political subdivision or taxing authority thereof or therein (other than such connection arising solely from any Credit Secured Party having executed, delivered or performed its obligations or received a payment under, or enforced, any Loan Document), (ii) taxes that are directly attributable to the failure (other than as a result of a change in any Requirement of Law) by any Credit Secured Party to deliver the documentation required to be delivered pursuant to clause (f) below, (iii) withholding taxes to the extent that the obligation to withhold amounts existed under Requirements of Law in effect on the date that such Credit Secured Party became a “Credit Secured Party” under this Agreement in the capacity under which such Credit Secured Party makes a claim under Section 2.14(b) (or on the date such Credit Secured Party designates a new lending office), except in each case to the extent such Credit Secured Party is a direct or indirect assignee (other than pursuant to Section 2.15 (Substitution of Purchasers)) of any other Credit Secured Party that was entitled, at the time the assignment of such other Credit Secured Party became effective (or at the time of designation of the new lending office) to receive additional amounts under Section 2.14(b) and (iv) interest, penalties or other liabilities with respect to amounts described in the foregoing clauses (i) through (iii) (such excluded Taxes, the “Excluded Taxes”).