Payments Free of Taxes; Obligation to Withhold. Payments on Account of Taxes. (i) Any and all payments by or on account of any obligation of the Loan Parties hereunder or under any other Loan Document shall to the extent permitted by applicable Laws be made free and clear of and without reduction or withholding for any Taxes. If, however, applicable Laws require any Loan Party or the Administrative Agent to withhold or deduct any Tax, such Tax shall be withheld or deducted in accordance with such Laws. (ii) If the Loan Parties or the Administrative Agent shall be required by applicable Laws to withhold or deduct any Taxes, including both United States Federal backup withholding and withholding taxes, from any payment, then (A) the Administrative Agent shall withhold or make such deductions as are determined by the Administrative Agent to be required based upon the information and documentation it has received pursuant to subsection (e) below, (B) the Administrative Agent shall timely pay the full amount withheld or deducted to the relevant Governmental Authority in accordance with the such Laws, and (C) to the extent that the withholding or deduction is made on account of Indemnified Taxes or Other Taxes, the sum payable by the Loan Parties shall be increased as necessary so that after any required withholding or the making of all required deductions (including such deductions and withholdings applicable to additional sums payable under this Section) the Administrative Agent, any Lender or the L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such withholding or deduction been made.
Appears in 2 contracts
Samples: Credit Agreement (Keyw Holding Corp), Credit Agreement (Keyw Holding Corp)
Payments Free of Taxes; Obligation to Withhold. Payments on Account of Taxes.
(i) Any and all payments by or on account of any obligation of the any Loan Parties hereunder or Party under any other Loan Document shall to the extent permitted by applicable Laws be made free and clear of and without reduction deduction or withholding for any Taxes, except as required by applicable Laws. If, however, If any applicable Laws require any Loan Party or (as determined in the good faith discretion of the Administrative Agent to withhold or deduct a Loan Party) require the deduction or withholding of any TaxTax from any such payment by the Administrative Agent or a Loan Party, then the Administrative Agent or such Tax Loan Party shall be withheld entitled to make such deduction or deducted in accordance with such withholding, upon the basis of the information and documentation to be delivered pursuant to subsection (e) below and applicable Laws.
(ii) [Reserved].
(iii) If the any Loan Parties Party or the Administrative Agent shall be required by any applicable Laws to withhold or deduct any Taxes, including both United States Federal backup withholding and withholding taxes, Taxes from any payment, then (A) such Loan Party or the Administrative Agent Agent, as required by such Laws, shall withhold or make such deductions as are determined by the Administrative Agent it to be required based upon the information and documentation it has received pursuant to subsection (e) below, (B) such Loan Party or the Administrative Agent Agent, to the extent required by such Laws, shall timely pay the full amount withheld or deducted to the relevant Governmental Authority in accordance with the such Laws, Laws and (C) to the extent that the withholding or deduction is made on account of Indemnified Taxes or Other Taxes, the sum payable by the applicable Loan Parties Party shall be increased as necessary so that after any required withholding or the making of all required deductions (including such withholdings and deductions and withholdings applicable to additional sums payable under this SectionSection 3.01) the Administrative Agent, any Lender or the L/C Issuer, as the case may be, applicable Recipient receives an amount equal to the sum it would have received had no such withholding or deduction been made.
Appears in 1 contract
Samples: Amendment and Restatement Agreement (Altisource Portfolio Solutions S.A.)
Payments Free of Taxes; Obligation to Withhold. Payments on Account of Taxes.
(i) Any and all payments by or on account of any obligation of the Loan Parties hereunder or under any other Loan Document shall to the extent permitted by applicable Laws be made free and clear of and without reduction or withholding for any Taxes. If, however, applicable Laws require any Loan Party or the Administrative Agent to withhold or deduct any Tax, such Tax shall be withheld or deducted in accordance with such LawsLaws as determined by such Loan Party or the Administrative Agent, as the case may be, upon the basis of the information and documentation to be delivered pursuant to subsection (e) below.
(ii) If the Loan Parties or the Administrative Agent shall be required by applicable Laws the Internal Revenue Code to withhold or deduct any Taxes, including both United States Federal backup withholding and withholding taxes, from any payment, then (A) the Administrative Agent shall withhold or make such deductions as are determined by the Administrative Agent to be required based upon the information and documentation it has received pursuant to subsection (e) below, (B) the Administrative Agent shall timely pay the full amount withheld or deducted to the relevant Governmental Authority in accordance with the such LawsInternal Revenue Code, and (C) to the extent that the withholding or deduction is made on account of Indemnified Taxes or Other Taxes, the sum payable by the Loan Parties shall be increased as necessary so that after any required withholding or the making of all required deductions (including such deductions and withholdings applicable to additional sums payable under this Section) the Administrative Agent, any Lender or the L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such withholding or deduction been made.
Appears in 1 contract
Samples: Credit Agreement (Keyw Holding Corp)