Common use of Payments Free of Taxes; Obligation to Withhold; Tax Payment Clause in Contracts

Payments Free of Taxes; Obligation to Withhold; Tax Payment. Any and all payments by or on account of any Obligation of any Obligor under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by Applicable Law. If any Applicable Law (as determined in the good faith discretion of the Obligor) requires the deduction or withholding of any Tax from any such payment by the Obligor, then the Obligor 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 by the Obligor shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Appears in 7 contracts

Samples: Financing Agreement (Select Interior Concepts, Inc.), Financing Agreement (Select Interior Concepts, Inc.), Financing Agreement (Select Interior Concepts, Inc.)

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Payments Free of Taxes; Obligation to Withhold; Tax Payment. (a) Any and all payments of Obligations by or on account of any Obligation of any Obligor under any Loan Document Obligors shall be made without deduction or withholding for of any Taxes, except as required by Applicable Law. If any Applicable Law (as determined in the good faith discretion of the Obligoran applicable Withholding Agent) requires the deduction or withholding of any Tax from any such payment by the Obligora Withholding Agent, then the Obligor applicable Withholding Agent shall be entitled to make such deduction or withholding based on information and documentation provided pursuant to Section 5.9. (b) If the applicable Withholding Agent (as determined in its good faith discretion) is required by Applicable Law to withhold or deduct Taxes from any such payment, then (i) the applicable Withholding Agent shall timely pay the full amount withheld or deducted or withheld to the relevant Governmental Authority in accordance with Applicable Law andLaw, and (ii) if such Tax is an the Taxes are Indemnified TaxTaxes, then the sum payable by the applicable Obligor shall be increased as necessary so that that, after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums amounts payable under this Section) the applicable Recipient receives an amount equal to the sum it would have received had no such withholding or deduction or withholding been made.

Appears in 4 contracts

Samples: Credit Agreement (Calumet Specialty Products Partners, L.P.), Credit Agreement (Calumet Specialty Products Partners, L.P.), Credit Agreement (Calumet Specialty Products Partners, L.P.)

Payments Free of Taxes; Obligation to Withhold; Tax Payment. Any and all All payments of Obligations by or on account of any Obligation of any Obligor under any Loan Document Obligors shall be made without deduction or withholding for any Taxes, except as required by Applicable Law. If any Applicable Law (as determined by Administrative Agent in the good faith discretion of the Obligorits discretion) requires the deduction or withholding of any Tax from any such payment by the Administrative Agent or an Obligor, then the (i) Administrative Agent or such Obligor shall be entitled to make such deduction or withholding and withholding, (ii) Administrative Agent or such Obligor shall timely pay the full amount that it determines is to be withheld or deducted or withheld to the relevant Governmental Authority in accordance with Applicable Law andand (iii) to the extent the withholding or deduction is made on account of Indemnified Taxes, if such Tax is an Indemnified Tax, then the sum payable by the applicable Obligor shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section) the applicable Recipient receives an amount equal to the sum it would have received had no such withholding or deduction or withholding been made.

Appears in 4 contracts

Samples: Term Loan and Security Agreement (DXP Enterprises Inc), Term Loan and Security Agreement (DXP Enterprises Inc), Term Loan and Security Agreement (DXP Enterprises Inc)

Payments Free of Taxes; Obligation to Withhold; Tax Payment. Any and all All payments of Obligations by or on account of any Obligation of any Obligor under any Loan Document Obligors shall be made without deduction or withholding for any Taxes, except as required by Applicable Law. If any Applicable Law (as determined by Agent in the good faith discretion of the Obligorits discretion) requires the deduction or withholding of any Tax from any such payment by the Agent or an Obligor, then the (i) Agent or such Obligor shall be entitled to make such deduction or withholding and withholding, (ii) Agent or such Obligor shall timely pay the full amount that it determines is to be withheld or deducted or withheld to the relevant Governmental Authority in accordance with Applicable Law andand (iii) to the extent the withholding or deduction is made on account of Indemnified Taxes, if such Tax is an Indemnified Tax, then the sum payable by the applicable Obligor shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section) the applicable Recipient receives an amount equal to the sum it would have received had no such withholding or deduction or withholding been made.

Appears in 2 contracts

Samples: Loan and Security Agreement (DXP Enterprises Inc), Loan and Security Agreement (DXP Enterprises Inc)

Payments Free of Taxes; Obligation to Withhold; Tax Payment. Any and all All payments of Obligations by or on account of any Obligation of any Obligor under any Loan Document Obligors shall be made without deduction or withholding for any Taxes, except as required by Applicable Law. If any Applicable Law (as determined by Administrative Agent in the good faith discretion of the Obligorits discretion) requires the deduction or withholding of any Tax from any such payment by the Administrative Agent or an Obligor, then the (i) Administrative Agent or such Obligor shall be entitled to make such deduction or withholding and US-DOCS\135051485.13 withholding, (ii) Administrative Agent or such Obligor shall timely pay the full amount that it determines is to be withheld or deducted or withheld to the relevant Governmental Authority in accordance with Applicable Law andand (iii) to the extent the withholding or deduction is made on account of Indemnified Taxes, if such Tax is an Indemnified Tax, then the sum payable by the applicable Obligor shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section) the applicable Recipient receives an amount equal to the sum it would have received had no such withholding or deduction or withholding been made.

Appears in 1 contract

Samples: Term Loan and Security Agreement (DXP Enterprises Inc)

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Payments Free of Taxes; Obligation to Withhold; Tax Payment. Any and all All payments of Obligations by or on account of any Obligation of any Obligor under any Loan Document Obligors shall be made without deduction or withholding for any Taxes, except as required by Applicable Law. If any Applicable Law (as determined by Agent in the good faith discretion of the Obligorits discretion) requires the deduction or withholding of any Tax from any such payment by the Agent or an Obligor, then the Agent or such Obligor shall be entitled to make such deduction or withholding based on information and documentation provided pursuant to Section 5.10. bk. If Agent or any Obligor is required by the Code to withhold or deduct Taxes, including backup withholding and withholding taxes, from any payment, then (i) Agent shall timely withhold or make such deductions as are determined by Agent to be required based upon the information and documentation it has received pursuant to Section 5.10 below, (ii) Agent shall pay the full amount that it determines is to be withheld or deducted or withheld to the relevant Governmental Authority in accordance with Applicable Law andpursuant to the Code, if such Tax and (iii) to the extent the withholding or deduction is an made on account of Indemnified TaxTaxes, then the sum payable by the applicable Obligor shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section) the applicable Recipient receives an amount equal to the sum it would have received had no such withholding or deduction or withholding been made.

Appears in 1 contract

Samples: Loan and Security Agreement (Commercial Vehicle Group, Inc.)

Payments Free of Taxes; Obligation to Withhold; Tax Payment. (a) Any and all payments by or on account of any Obligation obligation of any Obligor under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by Applicable Law. If any Applicable Law (as determined in the good faith discretion of the Obligor) requires the deduction or withholding of any Tax from any such payment by the Obligor, then the Obligor 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 by the Obligor shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made. (b) Without limiting the foregoing, Obligors shall timely pay all Other Taxes to the relevant Governmental Authority in accordance with Applicable Law or, at Lender’s option, timely reimburse Lender for payment thereof.

Appears in 1 contract

Samples: Loan, Security and Guaranty Agreement (Select Interior Concepts, Inc.)

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