Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) Borrower shall make such deductions, and (iii) Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 20 contracts
Samples: Credit Agreement (CNL Healthcare Properties, Inc.), Credit Agreement (CNL Healthcare Properties, Inc.), Credit Agreement (Cogdell Spencer Inc.)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction deduction or withholding for any taxes, except as required by applicable law; provided that if the Borrower shall be required to deduct or withhold any Indemnified Taxes or Other Taxes, provided that if Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions or withholdings (including deductions or withholdings applicable to additional sums payable under this Section), Section 2.16) the Administrative Agent, Lender or L/C Issuer, Issuing Bank (as the case may be, ) receives an amount equal to the sum it would have received had no such deductions or withholdings been made, (ii) the Borrower shall make such deductions, deductions or withholdings and (iii) the Borrower shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law.
Appears in 16 contracts
Samples: Senior Secured Credit Agreement (Blue Owl Technology Income Corp.), Senior Secured Credit Agreement (Blue Owl Technology Finance Corp.), Senior Secured Credit Agreement (Blue Owl Technology Finance Corp. II)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower the Loan Parties hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, ; provided that if Borrower the Loan Parties shall be required by any applicable law Requirements of Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, Lender or L/C IssuerIssuing Bank, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) Borrower the applicable Loan Party shall make such deductions, deductions and (iii) Borrower the applicable Loan Party shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawRequirements of Law.
Appears in 13 contracts
Samples: Credit Agreement (Jacobs Entertainment Inc), Credit Agreement (Mattress Firm Holding Corp.), Credit Agreement (Mattress Firm Holding Corp.)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the Borrower shall be required by any applicable law Applicable Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawApplicable Law.
Appears in 12 contracts
Samples: Credit Agreement (Powersecure International, Inc.), Credit Agreement (Powersecure International, Inc.), Credit Agreement (Powersecure International, Inc.)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, ; provided that if Borrower shall be required by any applicable law Requirements of Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, Lender or L/C IssuerIssuing Bank, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) Borrower shall make such deductions, deductions and (iii) Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawRequirements of Law.
Appears in 9 contracts
Samples: Credit Agreement (Regency Energy Partners LP), Credit Agreement (SFBC International Inc), Credit Agreement (Regency Energy Partners LP)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the Borrower shall be required by any applicable law Legal Requirement to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, Lender or L/C IssuerIssuing Lender, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawLegal Requirement.
Appears in 7 contracts
Samples: Credit Agreement (Abraxas Petroleum Corp), Credit Agreement (Abraxas Petroleum Corp), Credit Agreement (Abraxas Energy Partners LP)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower or Holdings hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions 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 deductions been made, (ii) the Borrower or Holdings, as the case may be, shall make such deductions, deductions and (iii) the Borrower or Holdings, as the case may be, shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 5 contracts
Samples: Credit Agreement (Cenveo, Inc), Credit Agreement (Infrasource Services Inc), Credit Agreement (Smart Balance, Inc.)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Company or any Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the Company or any Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) Borrower the Company or such Borrower, as applicable, shall make such deductions, deductions and (iii) Borrower the Company or such Borrower, as applicable, shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 4 contracts
Samples: Credit Agreement (Carmax Inc), Credit Agreement (Carmax Inc), Credit Agreement (Sonic Automotive Inc)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower the Credit Parties hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, ; provided that if Borrower any Credit Party or the Administrative Agent shall be required by any applicable law Applicable Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable by the applicable Credit Party shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Agent, Lender ) the Administrative Agent or L/C Issuerthe applicable Lender, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawApplicable Law.
Appears in 4 contracts
Samples: Term Loan Agreement (Owens Corning), Term Loan Agreement (Owens Corning), Term Loan Agreement (Owens Corning)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower the Borrowers hereunder or under any other Loan Document shall be made free and clear of of, and without reduction or withholding for for, any Indemnified Taxes or Other Taxes, provided that that, if Borrower the Borrowers shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that that, after making all required deductions (including deductions applicable to additional sums payable under this SectionSection 3.01), the Administrative Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) Borrower the Borrowers shall make such deductions, deductions and (iii) Borrower the Borrowers shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 4 contracts
Samples: Credit Agreement (Cost Plus Inc/Ca/), Credit Agreement (Cost Plus Inc/Ca/), Credit Agreement (Rue21, Inc.)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, ; provided that if the Borrower shall be required by any applicable law Applicable Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, each Lender or L/C Issuerthe Issuing Bank, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawApplicable Law.
Appears in 4 contracts
Samples: Credit Agreement (National Health Investors Inc), Credit Agreement (National Health Investors Inc), Credit Agreement (National Health Investors Inc)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or any Guarantor under any other Loan Document shall be made free and clear of and without reduction or withholding deduction for any Indemnified Taxes or Other Taxes, ; provided that if Borrower the applicable Withholding Agent shall be required by any applicable law to deduct any Indemnified Taxes (including any or Other Taxes) Taxes from such payments, then, then (i) the sum payable shall be increased by the Borrower or any Guarantor as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this SectionSection 5.03), the Administrative Agent, Lender or L/C Issuer, Issuing Bank (as the case may be, ) receives an amount equal to the sum it would have received had no such deductions been made, (ii) Borrower the applicable Withholding Agent shall make such deductions, deductions and (iii) Borrower the applicable Withholding Agent shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 4 contracts
Samples: Credit Agreement (Chord Energy Corp), Credit Agreement (Oasis Petroleum Inc.), Credit Agreement (Oasis Petroleum Inc.)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, ; provided that if the Borrower shall be required by any applicable law Requirements of Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, Lender or L/C IssuerIssuing Bank, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawRequirements of Law.
Appears in 3 contracts
Samples: Credit Agreement (Navisite Inc), Credit Agreement (Navisite Inc), Credit Agreement (Navisite Inc)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that that, if Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, : (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this SectionSection 3.01), Administrative Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, ; (ii) Borrower shall make such deductions, ; and (iii) Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 3 contracts
Samples: Credit Agreement (Ciber Inc), Credit Agreement (Ciber Inc), Credit Agreement (Titan Machinery Inc.)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) Borrower shall make such deductions, and (iii) Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawLaw.
Appears in 3 contracts
Samples: Credit Agreement (Mistras Group, Inc.), Credit Agreement (Mistras Group, Inc.), Credit Agreement (Mistras Group, Inc.)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower any Loan Party hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if Borrower a Loan Party or other applicable withholding agent shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased by the applicable Loan Party as necessary so that after making all required deductions (including deductions 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 deductions been made, (ii) Borrower the Loan Party or other applicable withholding agent shall make such deductions, deductions and (iii) Borrower the Loan Party or other applicable withholding agent shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 3 contracts
Samples: Credit Agreement (MSCI Inc.), Credit Agreement (MSCI Inc.), Credit Agreement (MSCI Inc.)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding deduction for any Taxes, except as required by applicable law (as determined in the good faith discretion of an applicable withholding agent); provided that if the Borrower shall be required to deduct any Taxes from such payments, then (i) if such Taxes are Indemnified Taxes or Other Taxes, provided that if Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Agent, Section 2.16) the Administrative Agent or applicable Lender or L/C Issuer, (as the case may be, ) receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 3 contracts
Samples: Senior Secured Revolving Credit Agreement and Guarantee and Security Agreement (Crescent Capital BDC, Inc.), Secured Revolving Credit Agreement (Crescent Capital BDC, Inc.), Revolving Credit Agreement (Crescent Capital BDC, Inc.)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower or Cross UK hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the Borrower or Cross UK shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, Lender or Lender, the L/C IssuerIssuer or the UK Lender, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower or Cross UK shall make such deductions, deductions and (iii) the Borrower or Cross UK shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 3 contracts
Samples: Credit Agreement (Cross a T Co), Credit Agreement (Cross a T Co), Credit Agreement (Cross a T Co)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower the respective Borrowers hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the applicable Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Section 3.01) the Administrative Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Borrower shall make such deductions, deductions and (iii) such Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 3 contracts
Samples: Credit Agreement (Watts Water Technologies Inc), Credit Agreement (Watts Water Technologies Inc), Credit Agreement (Watts Water Technologies Inc)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower the Borrowers hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that provided, that, if Borrower the Borrowers shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, Lender or L/C LC Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) Borrower the Borrowers shall make such deductions, deductions and (iii) Borrower the Borrowers shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 3 contracts
Samples: Credit Agreement (Supervalu Inc), Credit Agreement (Supervalu Inc), Credit Agreement (Supervalu Inc)
Payments Free of Taxes. Any and all payments by Borrower to or on account behalf of any obligation of Borrower Loan Party hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any or Other Taxes) Taxes are required to be withheld or deducted from such paymentspayments (as reasonably determined in good faith by the applicable withholding agent), then, then (i) the sum payable by the applicable Loan Party shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), after payment of all Indemnified Taxes) the Administrative Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, made and (ii) Borrower if a Loan Party is the withholding agent, it shall make such deductions, deductions and (iii) Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 3 contracts
Samples: Credit Agreement (Peabody Energy Corp), Credit Agreement (Peabody Energy Corp), Credit Agreement (Peabody Energy Corp)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, ; provided that if Borrower shall be required by any applicable law Requirements of Law to deduct any Indemnified Taxes (including any -44- Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Agent, Lender ) the Administrative Agent or L/C IssuerLender, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) Borrower shall make such deductions, deductions and (iii) Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawRequirements of Law.
Appears in 2 contracts
Samples: Second Lien Credit Agreement (Regency Energy Partners LP), Second Lien Credit Agreement (Regency Energy Partners LP)
Payments Free of Taxes. Any Except as required by applicable Law, any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the Borrower shall be required by any applicable law Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawLaw.
Appears in 2 contracts
Samples: Bridge Credit Agreement (U S Restaurant Properties Inc), Credit Agreement (Trustreet Properties Inc)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction withholding or withholding deduction for any Indemnified Taxes or Other Taxes; provided that, provided that if the Borrower shall be required by any applicable law to withhold or deduct any Indemnified Taxes (including any or Other Taxes) Taxes from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required withholdings or deductions (including withholdings or deductions applicable to additional sums amounts payable under this Section), ) the Administrative Agent, the Collateral Agent or Lender or L/C Issuer, (as the case may be, ) receives an amount equal to the sum it would have received had no such withholdings or deductions been made, (ii) the Borrower shall make such deductions, withholdings or deductions and (iii) the Borrower shall timely pay the full amount withheld or deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 2 contracts
Samples: Credit Agreement (Petersen Energia Inversora, S.A.), Credit Agreement (Petersen Energia, S.A.)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, ; provided that if the Borrower shall be required by any applicable law Requirements of Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Agent, Lender ) the Administrative Agent or L/C IssuerLender, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawRequirements of Law.
Appears in 2 contracts
Samples: Loan Agreement (Mattress Firm Holding Corp.), Loan Agreement (Mattress Firm Holding Corp.)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower the respective Borrowers hereunder or under any other Loan Document shall be made free and clear of and without reduction reduction, deduction, or withholding for any Indemnified Taxes or Other Taxes, provided that if the applicable Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the applicable Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Borrower shall make such deductions, deductions and (iii) such Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 2 contracts
Samples: Credit Agreement (Grant Prideco Inc), Assignment and Assumption (Grant Prideco Inc)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding deduction for any Indemnified Taxes or Other Taxes, except as required by applicable law; provided that if the Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such paymentspayments (as determined in its good faith discretion), then, then (i) if such Taxes are Indemnified Taxes, the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, Lender or L/C Issuer, Issuing Bank (as the case may be, ) receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 2 contracts
Samples: Senior Secured Revolving Credit Agreement (Stellus Capital Investment Corp), Assignment and Assumption (Stellus Capital Investment Corp)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall shall, except as may be required by Law, be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the Borrower shall be required by any applicable law Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawLaw.
Appears in 2 contracts
Samples: Credit Agreement (Darden Restaurants Inc), Credit Agreement (Darden Restaurants Inc)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Credit Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other (other than Excluded Taxes), provided that if the Borrower shall be required by any applicable law to deduct any Taxes from such payments, then (i) if such Taxes are Indemnified Taxes (including any Other Taxes) from such payments), then, (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, any Lender or L/C IssuerIssuing Lender, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 2 contracts
Samples: Credit Agreement (Mednax, Inc.), Credit Agreement (Mednax, Inc.)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of any Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or (including any Other Taxes, ); provided that if any Borrower shall be required by any applicable law Applicable Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Section 6.11) the Administrative Agent, Lender or L/C IssuerIssuing Lender, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) Borrower the Borrowers shall make such deductions, deductions and (iii) Borrower the Borrowers shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawApplicable Law.
Appears in 2 contracts
Samples: Credit Agreement (La-Z-Boy Inc), Credit Agreement (La-Z-Boy Inc)
Payments Free of Taxes. Any and all payments by the Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 2 contracts
Samples: Credit Agreement (Ats Corp), Credit Agreement (Ats Corp)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the Borrower shall be required by any applicable law Legal Requirement to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Agent, Lender ) the Administrative Agent or L/C IssuerLender, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawLegal Requirement.
Appears in 2 contracts
Samples: Subordinated Credit Agreement (Abraxas Energy Partners LP), Subordinated Credit Agreement (Abraxas Petroleum Corp)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower the respective Borrowers hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that that, if the applicable Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Agent, Lender ) the Administrative Agent or L/C IssuerLender, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Borrower shall make such deductions, deductions and (iii) such Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 2 contracts
Samples: Credit Agreement (Wiley John & Sons, Inc.), Credit Agreement (Wiley John & Sons Inc)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower the Borrowers hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, ; provided that if Borrower the Borrowers shall be required by any applicable law Applicable Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Section 2.09) the Administrative Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) Borrower the Borrowers shall make such deductions, and (iii) Borrower the Borrowers shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawApplicable Law.
Appears in 2 contracts
Samples: Loan Agreement (Hemisphere Media Group, Inc.), Loan Agreement (Hemisphere Media Group, Inc.)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided PROVIDED that if the Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 2 contracts
Samples: Credit Agreement (Nuco2 Inc /Fl), Credit Agreement (Columbus McKinnon Corp)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if Borrower any applicable withholding agent shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) if such Tax is an Indemnified Tax or Other Tax, the sum payable by the Borrower shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) Borrower such withholding agent shall make such deductions, deductions and (iii) Borrower such withholding agent shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction deduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the Borrower or other payor shall be required by any applicable law to deduct any Indemnified Taxes (including any or Other Taxes) Taxes from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Section 3.01) the Administrative Agent, the Swing Line Lender, a Lender or an L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower the respective Borrowers hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that that, if the applicable Borrower shall be required by any applicable law Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Agent, Lender ) the Administrative Agent or L/C IssuerLender, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Borrower shall make such deductions, deductions and (iii) such Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawLaw.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes; provided, provided that if the Borrower shall be required by any applicable law Applicable Laws to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so to that after making all required deductions (including deductions applicable to additional sums payable under this Section), Section 3.7) the Agent, Lender or L/C IssuerIssuing Bank, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawApplicable Laws.
Appears in 1 contract
Samples: Revolving Credit Loan Agreement (Hersha Hospitality Trust)
Payments Free of Taxes. Any Except as required by applicable Law, any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the Borrower shall be required by any applicable law Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Agent, Lender ) the Administrative Agent or L/C IssuerLender, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawLaw.
Appears in 1 contract
Samples: Bridge Credit Agreement (U S Restaurant Properties Inc)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower the respective Borrowers hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the applicable Borrower shall be required by any applicable law Applicable Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, the Offshore Sub-Administrative Agent, any Lender or L/C IssuerIssuers, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Borrower shall make such deductions, deductions and (iii) such Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawApplicable Law.
Appears in 1 contract
Samples: Credit Agreement (Clear Channel Communications Inc)
Payments Free of Taxes. Any and all payments to the Administrative Agent or any Lender by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Agent, Lender ) the Administrative Agent or L/C Issuerany Lender, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Samples: Bridge Loan Agreement (Ipsco Inc)
Payments Free of Taxes. Any Except as otherwise required by this Agreement, any and all payments by Borrower to or on account of any obligation of Borrower the Borrowers hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, ; provided that if any Borrower shall be required by any applicable law Applicable Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Section 4.13) the Administrative Agent, Lender the Lenders or L/C Issuerthe Issuing Lenders, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Borrower shall make such deductions, deductions and (iii) such Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawApplicable Law.
Appears in 1 contract
Samples: Credit Agreement (PRA International)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of any Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, ; provided that if such Borrower shall be required by any applicable law Requirements of Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, Lender or L/C IssuerIssuing Bank, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Borrower shall make such deductions, deductions and (iii) such Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawRequirements of Law.
Appears in 1 contract
Samples: Credit Agreement (MagnaChip Semiconductor LTD (United Kingdom))
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation obligations of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the Borrower shall be required by any applicable law Applicable Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawApplicable Law.
Appears in 1 contract
Samples: Credit Agreement (Helen of Troy LTD)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if Borrower any withholding agent shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Agent, Lender Section 3.10) the Administrative Agent or L/C Issuerthe applicable Lender, as the case may be, receives an amount equal to the sum it would have received had no such deductions for Indemnified Taxes or Other Taxes been made, (ii) Borrower such withholding agent shall make such deductions, deductions and (iii) Borrower such withholding agent shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Samples: Credit Agreement (CVS HEALTH Corp)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, ; provided that if the Borrower shall be required by any applicable law Applicable Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, the applicable Lender or L/C Issuerthe applicable Issuing Lender, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawApplicable Law.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower the respective Borrowers hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the applicable Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) each Administrative Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Borrower shall make such deductions, deductions and (iii) such Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower the respective Borrowers hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided PROVIDED that if the applicable Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Borrower shall make such deductions, deductions and (iii) such Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the Borrower shall be required by any applicable law Applicable Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the i)the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Agent, Lender Section 11.2) the Administrative Agent or L/C IssuerLender, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) ii)the Borrower shall make such deductions, deductions and (iii) iii)the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawApplicable Law.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower the respective Borrowers hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the applicable Borrower or the Administrative Agent shall be required by any applicable law to deduct any Indemnified Taxes (including any or Other Taxes) Taxes from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Borrower or the Administrative Agent shall make such deductions, deductions and (iii) such Borrower or the Administrative Agent shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Samples: Credit Agreement (Perkinelmer Inc)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the respective Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the Borrower shall be required by any applicable law Applicable Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Agent, Lender ) the Administrative Agent or L/C IssuerLender, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawApplicable Law.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of any Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if any Borrower shall be required by any applicable law to deduct any Indemnified 44 Rayonier - 2011 Credit Agreement Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Section 2.15) the Administrative Agent, Lender or L/C IssuerIssuing Bank, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the applicable Borrower shall make such deductions, deductions and (iii) the applicable Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Samples: Credit Agreement (Rayonier Inc)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower the respective Borrowers hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the applicable Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions 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 deductions been made, (ii) such Borrower shall make such deductions, deductions and (iii) such Borrower such shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower the Borrowers (other than any Foreign Subsidiary Borrower) hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding deduction for any Indemnified Taxes or Other Taxes, ; provided that if any such Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any or Other Taxes) Taxes from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, Lender or L/C Issuer, Issuing 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 Borrower shall make such deductions, deductions and (iii) such Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Samples: Credit Agreement (Bowater Inc)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower the Borrowers hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if Borrower the Loan Parties shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Agent, the Term Loan Agent, the applicable 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 deductions been made, (ii) Borrower the Loan Parties shall make such deductions, deductions and (iii) Borrower the Loan Parties shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Samples: Credit Agreement (Alco Stores Inc)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower the respective Borrowers hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the applicable Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, any Lender or any L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Borrower shall make such deductions, deductions and (iii) such Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Samples: Credit Agreement (Cabot Corp)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding deduction for any Indemnified Taxes or Other Taxes, except as required by applicable law; provided that if the Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such paymentspayments (as determined in its good faith discretion), then, then (i) if such Taxes are Indemnified Taxes, the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, Lender or L/C Issuer, Issuing Bank (as the case may be, ) receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.. 44
Appears in 1 contract
Samples: Secured Revolving Credit Agreement (Stellus Capital Investment Corp)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the Borrower or the Administrative Agent shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower or the Administrative Agent, as applicable, shall make such deductions, deductions and (iii) the Borrower or the Administrative Agent, as applicable, shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation Obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, ; provided that if the Borrower shall be required by any applicable law Applicable Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, Lender or L/C IssuerIssuing Lender, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawApplicable Law.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if Borrower shall be required by any applicable law Law to deduct any Indemnified Taxes (including any Other Taxes) from such Mid-Con Energy Properties, LLC Credit Agreement payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) Administrative Agent, Lender or L/C LC Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) Borrower shall make such deductions, deductions and (iii) Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawLaw.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower the respective Borrowers hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the applicable Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, Lender or applicable L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Borrower shall make such deductions, deductions and (iii) such Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if Borrower shall be required by any applicable law Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) Borrower shall make such deductions, and (iii) Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawLaw.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, except as required by applicable law, provided that if Borrower the applicable Withholding Agent shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable by the Borrower shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Agent, Lender ) the Administrative Agent or L/C IssuerLender, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) Borrower the applicable Withholding Agent shall make such deductions, deductions or withholdings and (iii) Borrower the applicable Withholding Agent shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding deduction for any Indemnified Taxes or Other Taxes, except as required by applicable law; provided that if the Borrower or the Administrative Agent shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) if such Taxes are Indemnified Taxes, the sum payable by the Borrower shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, applicable Lender or L/C Issuer, the Issuing Bank (as the case may be, ) receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower or the Administrative Agent shall make such deductions, deductions and (iii) the Borrower or the Administrative Agent shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Samples: Senior Secured Revolving Credit Agreement (Varagon Capital Corp)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower the Borrowers hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if Borrower the Borrowers shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this SectionSection 3.01(a), ) the Agent, the Lender or the applicable L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) Borrower the Borrowers shall make such deductions, deductions and (iii) Borrower the Borrowers shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Section 3.10) the Administrative Agent, the applicable Lender or L/C the Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions for Indemnified Taxes or Other Taxes been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Samples: Credit Agreement (CVS HEALTH Corp)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower or Holdings hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Agent, Lender ) the Administrative Agent or L/C Issuerany Lender, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower or Holdings, as the case may be, shall make such deductions, deductions and (iii) the Borrower or Holdings, as the case may be, shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.. (b)
Appears in 1 contract
Samples: Credit Agreement
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower any Credit Party hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, ; provided that if the Borrower shall be required by any applicable law Applicable Law to deduct or withhold any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, Lender or L/C IssuerIssuing Lender, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) Borrower the Credit Parties shall make such deductions, deductions and (iii) Borrower the Credit Parties shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawApplicable Law.
Appears in 1 contract
Samples: Credit Agreement (O Charleys Inc)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Section 6.16) the Administrative Agent, Lender or L/C IssuerIssuing Bank, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Samples: Credit Facility Agreement (Phoenix Footwear Group Inc)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of each Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if such Borrower shall be required by any applicable law Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Section 3.01) 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 deductions been made, (ii) such Borrower shall make such deductions, deductions and (iii) Borrower the Borrowers shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawLaw.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower any Loan Party hereunder or under any other Loan Document shall be made free and clear of and without reduction withholding or withholding deduction for any Indemnified Taxes or Other Taxes, provided that that, if Borrower any Loan Party shall be required by any applicable law to withhold or deduct any Indemnified Taxes (including any or Other Taxes) Taxes from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required withholding and deductions (including withholdings and deductions applicable to additional sums payable under this Section), ) the Administrative Agent, Lender or L/C Issuer, LC Issuer (as the case may be, maybe) receives an amount equal to the sum it would have received had no such deductions been made, (ii) Borrower such Loan Party shall make such deductions, deductions and (iii) Borrower such Loan Party shall timely pay the full amount withheld or deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Samples: Credit Agreement (Alaska Communications Systems Group Inc)
Payments Free of Taxes. Any and all payments by a Borrower to or on account of any obligation of a Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction deduction or withholding for any Indemnified Taxes or Other Taxes, provided that if a Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any or Other Taxes) Taxes from such payments, then, (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), the applicable Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the applicable Borrower shall make such deductions, and (iii) the applicable Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Samples: Credit Agreement (Castle a M & Co)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower or Holdings hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if Borrower the applicable withholding agent shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions 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 deductions been made, (ii) Borrower the applicable withholding agent shall make such deductions, deductions and (iii) Borrower the applicable withholding agent shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Samples: Credit Agreement (Cenveo, Inc)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided provided, that if the Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Agent, Lender Section 3.10) the Administrative Agent or L/C Issuerthe applicable Lender, as the case may be, receives an amount equal to the sum it would have received had no such deductions for Indemnified Taxes or Other Taxes been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower the respective Borrowers hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, ; provided that if the applicable Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including or any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions 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 deductions been made, (ii) such Borrower shall make such deductions, deductions and (iii) such Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Samples: Amended and Restated Credit Agreement (Monster Worldwide Inc)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower Borrowers hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, ; provided that if Borrower Borrowers shall be required by any applicable law Requirements of Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Agent, Lender ) the Administrative Agent or L/C IssuerLender, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) Borrower Borrowers shall make such deductions, deductions and (iii) Borrower Borrowers shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawRequirements of Law.
Appears in 1 contract
Samples: Credit Agreement (USA Mobility, Inc)
Payments Free of Taxes. Any and all payments by either Borrower to or on account of any obligation of either Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if either Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), the applicable Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the applicable Borrower shall make such deductions, and (iii) Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.and
Appears in 1 contract
Samples: Credit Agreement (Castle a M & Co)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower the respective Borrowers hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, ; provided that if the applicable Borrower shall be required by any applicable law Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Borrower shall make such deductions, and (iii) such Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawLaw.
Appears in 1 contract
Samples: Credit Agreement (Biomet Inc)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower any Loan Party hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if Borrower a Loan Party or the Administrative Agent shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable by the applicable Loan Party shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) have been made the Administrative Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) Borrower the applicable withholding agent shall make such deductions, deductions and (iii) Borrower the applicable withholding agent shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if Borrower shall be required by any applicable law to deduct any 20 Indemnified Taxes (including any Other Taxes) from such payments, then, (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) Borrower shall make such deductions, and (iii) Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Samples: Credit and Reimbursement Agreement (Maine & Maritimes Corp)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower the Borrowers hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if Borrower the Loan Parties shall be required by any applicable law Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Agent, the Term Agent, the applicable Lender or L/C Issuerthe Issuing Bank, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) Borrower the Loan Parties shall make such deductions, deductions and (iii) Borrower the Loan Parties shall timely pay and remit the full amount deducted to the relevant Governmental Authority in accordance with applicable lawLaw.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided PROVIDED that if the Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Section 5.06) the Administrative Agent, Lender or L/C Issuer, Issuing Lender (as the case may be, ) receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Samples: Credit Agreement (Polymer Group Inc)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall shall, except as may be required by Law, be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the Borrower shall be required by any applicable law Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Agent, Lender ) the Administrative Agent or L/C Issuerthe Lender, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawLaw.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions Table of Contents applicable to additional sums payable under this Section), ) the Administrative Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Samples: Intercreditor Agreement (Targa Resources Partners LP)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower or Holdings hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if Borrower any Person shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable by Borrower or Holdings shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Agent, Lender ) the Administrative Agent or L/C Issuerany Lender, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower or Holdings, as the case may be, shall make such deductions, deductions and (iii) the Borrower or Holdings, as the case may be, shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, ; provided that if Borrower shall be required by any applicable law Requirements of Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Agent, Lender ) the Administrative Agent or L/C IssuerLender, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) Borrower shall make such deductions, deductions and (iii) Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawRequirements of Law.
Appears in 1 contract
Samples: Revolving Credit Agreement (Regency Energy Partners LP)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Credit Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the applicable 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 deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided PROVIDED that if the Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions 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 deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of either Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or (including Other Taxes), provided that if either Borrower shall be required by any applicable law Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) each of the Administrative Agent, the applicable 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 deductions been made, (ii) the applicable Borrower shall make such deductions, deductions and (iii) the applicable Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawLaw.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower any Loan Party hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if Borrower any Loan Party shall be required by any Legal Requirement applicable law to such Loan Party to deduct any Indemnified Taxes (including any or Other Taxes) Taxes from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, such Lender or L/C Issuerthe Issuing Bank, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawsuch Legal Requirements.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower or Holdings hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if Borrower the applicable withholding agent shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Agent, Lender ) the Administrative Agent or L/C Issuerany Lender, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) Borrower the applicable withholding agent shall make such deductions, deductions and (iii) Borrower the applicable withholding agent shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower the respective Borrowers hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the applicable Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the applicable Administrative Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Borrower shall make such deductions, deductions and (iii) such Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Samples: Credit Agreement (Invacare Corp)
Payments Free of Taxes. Any Except as required by applicable law, any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, ; provided that if Borrower shall be required applicable Law (as determined by any applicable law to deduct the Administrative Agent) requires the withholding or deduction of any Indemnified Taxes (including any Other Taxes) from such withholding or payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including withholding or deductions applicable to additional sums payable under this Section), Agent, Lender ) the Administrative Agent or L/C Issuerthe applicable Lender, as the case may be, receives an amount equal to the sum it would have received had no such withholding or deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable lawLaw.
Appears in 1 contract
Samples: Term Loan Agreement (Public Service Co of New Mexico)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower the Borrowers hereunder or under any other Loan Document shall be made free and clear of of, and without reduction or withholding for for, any Indemnified Taxes or Other Taxes, provided that that, if Borrower the Borrowers shall be required by any applicable law Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that that, after making all required deductions (including deductions applicable to additional sums payable under this SectionSection 3.01), the Administrative Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) Borrower the Borrowers shall make such deductions, deductions and (iii) Borrower the Borrowers shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawLaw.
Appears in 1 contract
Samples: Credit Agreement (Tops PT, LLC)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower the respective Borrowers hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the applicable Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions for Indemnified Taxes applicable to additional sums payable under this Section), ) the Administrative Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Borrower shall make such deductions, deductions and (iii) such Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Samples: Credit Agreement (Verisign Inc/Ca)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of the Borrower hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), Section 5.3.3) the Administrative Agent, Lender or L/C IssuerFronting Bank, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, deductions and (iii) the Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower the respective Borrowers hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the applicable Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section), ) the Administrative Agent, each Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Borrower shall make such deductions, deductions and (iii) such Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Appears in 1 contract
Samples: Credit Agreement (Toro Co)
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower hereunder or under any other Loan Facility Document shall be made free and clear of and without reduction deduction or withholding for any Indemnified Taxes or Other Taxes, provided that if Borrower shall be required by any applicable law Law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions or withholdings (including deductions or withholdings applicable to additional sums payable under this Section), Agent, ) Administrative Agent or Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deductions or withholdings been made, (ii) Borrower shall make such deductions, and (iii) Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable lawLaw.
Appears in 1 contract
Payments Free of Taxes. Any and all payments by Borrower to or on account of any obligation of Borrower the respective Borrowers hereunder or under any other Loan Document shall be made free and clear of and without reduction or withholding for any Indemnified Taxes or Other Taxes, provided that if the applicable Borrower shall be required by any applicable law to deduct any Indemnified Taxes (including any Other Taxes) from such payments, then, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions 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 deductions been made, (ii) such Borrower shall make such deductions, deductions and (iii) such Borrower shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
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