Common use of Payments to be Free of Deductions Clause in Contracts

Payments to be Free of Deductions. Each payment payable by the Borrower to Lender under this Agreement, or any of the other Loan Documents shall be made in accordance with Section 2.7 hereof, without set-off or counterclaim and free and clear of and without any deduction of any kind for any taxes, levies, imposts, duties, charges, fees, deductions, withholdings, compulsory loans, restrictions or conditions of any nature now or hereafter imposed or levied by any government authority, political subdivision or any taxing or other authority therein, unless the Borrower is compelled by law to make any such deduction or withholding. If the Borrower is so compelled with respect to any such payment payable by the Borrower to Lender, (a) Borrower shall be permitted to make the deduction or withholding required by law in respect of the said payment, and (b) there shall become and be absolutely due and payable by the Borrower to Lender on the date on which the said payment shall become due and payable and the Borrower hereby promises to pay to Lender on such date, such additional amount as shall be necessary to enable Lender to receive the same net amount which Lender would have received on such due date had no such obligation been imposed by law. Anything in this Section to the contrary notwithstanding, the foregoing provisions of this Section shall not apply in the case of any deductions or withholdings made in respect of taxes charged upon or by reference to the overall net income, profits or gains of Lender.

Payments to be Free of Deductions. Each payment payable to be made by the Borrower to Lender under this Agreement, any Note, or any of the other Loan Documents shall be made in accordance with Section 2.7 SECTION 2.11 hereof, without set-off off, deduction or counterclaim whatsoever, and free and clear of and without any deduction of any kind for any taxes, levies, imposts, duties, charges, fees, deductionsdeduction, withholdings, compulsory loans, restrictions or conditions of any nature now or hereafter imposed or levied by any government governmental or taxing authority, political subdivision or any taxing or other authority therein, unless the Borrower is compelled by law to make any such deduction or withholding. If In the event that any such obligation to deduct or withhold is imposed upon Borrower is so compelled with respect to any such payment payable by the Borrower to Lender, payment: (a) Borrower shall be permitted to make the deduction or withholding required by law in respect of the said payment, and (b) there shall become and be absolutely due and payable by the Borrower to Agent or such Lender on the date on which the said payment shall become be due and payable payable, and the Borrower hereby promises to pay to Agent or such Lender on such date, such additional amount as shall be necessary to enable Agent or such Lender to receive the same net amount which Agent or such Lender would have received on such due date had no such obligation been imposed by law. Anything in Notwithstanding any provision of this Section SECTION 2.12 to the contrary notwithstandingcontrary, the foregoing provisions of this Section SECTION 2.12 shall not apply in the case of any deductions or withholdings withholding made (y) in respect of taxes charged upon or by reference to the overall net income, profits or gains of Agent or any Lender, or (z) failure by a Lender to comply with SECTION 2.22.

Payments to be Free of Deductions. Each payment payable by the Borrower Guarantor to Lender the Guaranteed Party under this Agreement, or any of the other Loan Documents Agreement shall be made in accordance with Section 2.7 hereof, without any set-off or counterclaim whatsoever and shall be free and clear of and without any deduction of any kind for any taxesTaxes, levies, impostsimports, duties, charges, fees, deductions, withholdings, compulsory loans, restrictions or conditions of any nature now or hereafter imposed or levied by any government authority, political subdivision or any taxing or other governmental authority therein, unless the Borrower Guarantor is compelled by law Law to make any such deduction or withholding. If any such obligation is imposed upon the Borrower is so compelled Guarantor with respect to any such payment payable by the Borrower Guarantor to Lenderthe Guaranteed Party hereunder, (a) Borrower the Guarantor shall be permitted pay to make the deduction or withholding required by law in respect of the said paymentGuaranteed Party, and (b) there shall become and be absolutely due and payable by the Borrower to Lender on the date on which the said payment shall become due and payable and the Borrower hereby promises to pay to Lender on such datehereunder, such additional amount as shall be necessary to enable Lender the Guaranteed Party to receive the same net amount which Lender the Guaranteed Party would have received on such due date had no such obligation been imposed upon the Guarantor. If any additional amount is paid by law. Anything in the Guarantor to any Guaranteed Party for or on account of any Taxes, levies, imports, duties, charges, fees, deductions, withholdings, compulsory loans, restrictions or conditions pursuant to this Section 10, then, if the Guaranteed Party at its sole discretion determines that it has received or been granted a refund of, credit against or remission for such Taxes, levies, imports, duties, charges, fees, deductions, withholdings, compulsory loans, restrictions or conditions, the Guaranteed Party shall, to the contrary notwithstanding, the foregoing provisions of this Section shall not apply in the case of any deductions or withholdings made in respect of taxes charged upon or by reference extent that it can do so without prejudice to the overall net incomeretention of the amount of such refund, profits credit or gains of Lenderremission, reimburse to the Guarantor such amount as the Guaranteed Party shall, in its sole discretion, determine to be attributable to the relevant Taxes, levies, imports, duties, charges, fees, deductions, withholdings, compulsory loans, restrictions or conditions.

Payments to be Free of Deductions. Each payment payable by the Borrower to Lender Lenders under this Agreement, any Note, or any of the other Loan Documents shall be made in accordance with Section 2.7 2.5 hereof, without set-off or counterclaim and free and clear of and without any deduction of any kind for any taxes, levies, imposts, duties, charges, fees, deductions, withholdings, compulsory loans, restrictions or conditions of any nature now or hereafter imposed or levied by any government authority, political subdivision or any taxing or other authority therein, unless the Borrower is compelled by law to make any such deduction or withholding. If In the event that any such obligation to deduct or withhold is imposed upon Borrower is so compelled with respect to any such payment payable by the Borrower to LenderLenders, (a) Borrower shall be permitted to make the deduction or withholding required by law in respect of the said payment, and (b) there shall become and be absolutely due and payable by the Borrower to Lender Lenders on the date on which the said payment shall become due and payable and the Borrower hereby promises to pay to Lender Lenders on such date, such additional amount as shall be necessary to enable Lender Lenders to receive the same net amount which Lender Lenders would have received on such due date had no such obligation been imposed by law. Anything in this Section 2.6 to the contrary notwithstanding, the foregoing provisions of this Section 2.6 shall not apply in the case of any deductions or withholdings made in respect of taxes charged upon or by reference to the overall net income, profits or gains of LenderLenders.

Payments to be Free of Deductions. Each payment payable All payments by the any Borrower to Lender under this Agreement, or any of the other Loan Documents Agreement shall be made in accordance with Section 2.7 hereof, without set-off or counterclaim and free and clear of and without any deduction of any kind for any taxes, levies, imposts, duties, charges, fees, deductions, withholdings, compulsory loans, restrictions or conditions of any nature now or hereafter imposed or levied by any government authority, country or any political subdivision thereof or any taxing or other authority therein, therein unless the such Borrower is compelled by law to make any such deduction or withholding. If the any such obligation is imposed upon any Borrower is so compelled with respect to any such payment amount payable by it hereunder to the Borrower to LenderAgent or any Bank, (a) such Borrower shall be permitted promptly notify the Agent or such Bank of such obligation and the Borrowers jointly and severally agree to make pay to the deduction or withholding required by law in respect Agent, for the account of the said paymentAgent or such Bank, and (b) there shall become and be absolutely due and payable by the Borrower to Lender on the date on which the said payment shall become amount becomes due and payable and the Borrower hereby promises to pay to Lender on such datehereunder, such additional amount as shall be necessary to enable Lender the Agent or such Bank to receive the same net amount which Lender it would have received on such due date had no such obligation obligations been imposed by lawupon such Borrower. Anything in this Section Each Borrower will deliver promptly to the contrary notwithstandingAgent and the Banks certificates or other valid vouchers for all taxes or other charges deducted from or paid with respect to payments made by such Borrower hereunder. The Borrowers jointly and severally agree to pay any present or future stamp or documentary taxes or any other excise or property taxes, charges or similar levies which arise from any payment made by them hereunder or from the execution, delivery or registration of, or otherwise with respect to, this Agreement. The foregoing provisions of this Section 2.14 shall not apply apply, in the case of any deductions or withholdings made in respect of each Bank and the Agent, to taxes charged upon or by reference to the its overall net income, profits or gains of Lendergains.

Payments to be Free of Deductions. Each payment payable by --------------------------------- the Borrower to the Lender under this Agreement, the Note, or any of the other Loan Documents shall be made in accordance with Section 2.7 2.10 hereof, without set-off or counterclaim and free and clear of and without any deduction of any kind for any taxes, levies, imposts, duties, charges, fees, deductions, withholdings, compulsory loans, restrictions or conditions of any nature now or hereafter imposed or levied by any government authority, political subdivision or any taxing or other authority therein, unless the Borrower is compelled by law to make any such deduction or withholding. If any such obligation to deduct or withhold is imposed upon the Borrower is so compelled with respect to any such payment payable by the Borrower to the Lender, (a) the Borrower shall be permitted to make the deduction or withholding required by law in respect of the said payment, and (b) there shall become and be absolutely due and payable by the Borrower to the Lender on the date on which the said payment shall become due and payable and the Borrower hereby promises to pay to the Lender on such date, such additional amount as shall be necessary to enable the Lender to receive the same net amount which the Lender would have received on such due date had no such obligation been imposed by law. Anything in this Section to the contrary notwithstanding, the foregoing provisions of this Section shall not apply in the case of any deductions or withholdings made in respect of taxes charged upon or by reference to the overall net income, income or profits or gains of the Lender.

Payments to be Free of Deductions. Each payment payable to be made by the Borrower Borrowers to Agent or any Lender under this Agreement, any Note or any of the other Loan Documents shall be made in accordance with Section 2.7 hereof2.8, without set-off or counterclaim and free and clear of and without any deduction of any kind for any taxes, levies, imposts, duties, charges, fees, deductions, withholdings, compulsory loans, restrictions or conditions of any nature now or hereafter imposed or levied by any government authority, political subdivision or any taxing or other authority therein, unless the a Borrower is compelled by law to make any such deduction or withholding. If In the event that any such obligation to deduct or withhold is imposed upon a Borrower is so compelled with respect to any such payment payable by the Borrower Borrowers to Agent or any Lender, (a) Borrower Borrowers shall be permitted to make the deduction or withholding required by law in respect of the said payment, and (b) there shall become and be absolutely due and payable by the Borrower Borrowers to Agent or such Lender on the date on which the said payment shall become due and payable payable, and the Borrower Borrowers hereby promises promise to pay to Agent or such Lender on such date, such additional amount as shall be necessary to enable Agent or such Lender to receive the same net amount which Agent or such Lender would have received on such due date had no such obligation been imposed by law. Anything in this Section 2.9 to the contrary notwithstanding, the foregoing provisions of this Section 2.9 shall not apply in the case of any deductions or withholdings made in respect of taxes charged upon or by reference to the overall net income, profits or gains of Agent or any Lender.

Payments to be Free of Deductions. Each payment payable to be made by the Borrower to Agent or any Lender under this Agreement, any Note or any of the other Loan Documents shall be made in accordance with Section 2.7 hereof2.9, without set-off or counterclaim and free and clear of and without any deduction of any kind for any taxes, levies, imposts, duties, charges, fees, deductions, withholdings, compulsory loans, restrictions or conditions of any nature now or hereafter imposed or levied by any government authority, political subdivision or any taxing or other authority therein, unless the Borrower is compelled by law to make any such deduction or withholding. If the any such obligation to deduct or withhold is imposed upon Borrower is so compelled with respect to any such payment payable by the Borrower to Agent or any Lender, (a) Borrower shall be permitted to make the deduction or withholding required by law in respect of the said payment, and (b) there shall become and be absolutely due and payable by the Borrower to Agent or such Lender on the date on which the said payment shall become due and payable payable, and the Borrower hereby promises to pay to Agent or such Lender on such date, such additional amount as shall be necessary to enable Agent or such Lender to receive the same net amount which Agent or such Lender would have received on such due date had no such obligation been imposed by law. Anything in this Section 2.10 to the contrary notwithstanding, the foregoing provisions of this Section 2.10 shall not apply in the case of any deductions or withholdings made in respect of taxes charged upon or by reference to the overall net income, profits or gains of Agent or any Lender.

Payments to be Free of Deductions. Each payment payable to be made by the Borrower to Lender Borrowers under this Agreement, any Note, or any of the other Loan Documents shall be made in accordance with Section 2.7 2.10 hereof, without set-off off, deduction or counterclaim whatsoever, and free and clear of and without any deduction of any kind for any taxes, levies, imposts, duties, charges, fees, deductionsdeduction, withholdings, compulsory loans, restrictions or conditions of any nature now or hereafter imposed or levied by any government governmental or taxing authority, political subdivision or any taxing or other authority therein, unless the Borrower is Borrowers are compelled by law to make any such deduction or withholding. If In the Borrower event that any such obligation to deduct or withhold is so compelled imposed upon Borrowers with respect to any such payment payable by the Borrower to Lender, payment: (a) Borrower Borrowers shall be permitted to make the deduction or withholding required by law in respect of the said payment, and (b) there shall become and be absolutely due and payable by the Borrower Borrowers to Agent or such Lender on the date on which the said payment shall become be due and payable payable, and the Borrower Borrowers hereby promises promise to pay to Agent or such Lender on such date, such additional amount as shall be necessary to enable Agent or such Lender to receive the same net amount which Agent or such Lender would have received on such due date had no such obligation been imposed by law. Anything in Notwithstanding any provision of this Section 2.11 to the contrary notwithstandingcontrary, the foregoing provisions of this Section 2.11 shall not apply in the case of any deductions or withholdings withholding made (y) in respect of taxes charged upon or by reference to the overall net income, profits or gains of Agent or any Lender, or (z) failure by a Lender to comply with Section 2.21.