Qualifying Lender. Funding 1 shall not be required to pay an additional amount as referred to in CLAUSE 10.1 (Gross-up) above in respect of any deduction or withholding for or on account of any Taxes levied or imposed by the United Kingdom (or any taxing authority of or in the United Kingdom) from a payment of interest, if on the date on which the payment falls due:
(a) the payment could have been made to the Funding 1 Liquidity Facility Provider in the absence of a deduction or withholding for or on account of any Taxes if the Funding 1 Liquidity Facility Provider were a Qualifying Lender, but on that date the Funding 1 Liquidity Facility Provider is not or has ceased to be a Qualifying Lender other than as a result of any change occurring after the date of this Agreement in (or in the interpretation, administration or application of) any law or regulation or applicable Double Taxation Treaty or any published practice or concession of any relevant Tax authority;
(i) the Funding 1 Liquidity Facility Provider is a Qualifying Lender solely because it is a UK Non-Bank Lender;
(iii) the payment could have been made to the Funding 1 Liquidity Facility Provider without any deduction or withholding for or on account of Tax in the absence of that Direction;
(c) the Funding 1 Liquidity Facility Provider is a Treaty Lender and Funding 1 is able to demonstrate that the additional amounts referred to in CLAUSE 10.1 (Gross-up) above would not have been required if the Funding 1 Liquidity Facility Provider had complied with its obligations under CLAUSE 10.6 (Treaty Lender) below.
Qualifying Lender a Lender (other than a Lender within clause (b) below) which is beneficially entitled to interest payable to that Lender in respect of an advance and is:
Qualifying Lender. If a New Lender fails to indicate its status in accordance with this Clause 13.6 then such New Lender shall be treated for the purposes of this Agreement (including by each Obligor) as if it is not a Qualifying Lender until such time as it notifies the COFACE Agent which category applies (and the COFACE Agent, upon receipt of such notification, shall inform the Borrower). For the avoidance of doubt, a Transfer Certificate or Assignment Agreement shall not be invalidated by any failure of a Lender to comply with this Clause 13.6.
Qualifying Lender a lender which either:
Qualifying Lender a Lender (other than a Lender within clause (b) of the definition of Qualifying Lender) which is beneficially entitled to interest payable to that Lender in respect of an advance under a Loan Document and is:
Qualifying Lender. (a) a Lender that is beneficially entitled to interest payable to that Lender in respect of an advance under a Loan Document and is (i) a Lender: (A) that is a bank (as defined for the purpose of section 879 of the U.K. ITA) making an advance under a Loan Document and is within the charge to U.K. corporation tax as respects any payments of interest made in respect of that advance or would be within such charge as respects such payments apart from section 18A of the U.K. CTA; or (B) in respect of an advance made under a Loan Document by a person that was a bank (as defined for the purpose of section 879 of the U.K. ITA) at the time such advance was made and within the charge to U.K. corporation tax as respects any payments of interest made in respect to such advance, (ii) a Lender which is (A) a company resident in the U.K. for U.K. tax purposes, (B) a partnership, each member of which is (x) a company so resident in the U.K.; or (y) a company not so resident in the U.K. which carries on a trade in the U.K. through a permanent establishment and which brings into account in computing its chargeable profits (within the meaning of section 19 of the U.K. CTA) the whole or any share of the interest payable in respect of that advance that falls to it by reason of Part 17 of the U.K. CTA; or (C) a company not so resident in the U.K. which carries on a trade in the U.K. through a permanent establishment and which brings into account interest payable in respect of that advance in computing its chargeable profits (within the meaning of section 19 of the U.K. CTA) or (iii) a U.K. Treaty Lender; or (b) a Lender which is a building society (as defined for the purpose of section 880 of the U.K. ITA) making an advance under a Loan Document.
Qualifying Lender. Any Bank which ceases, for whatever reason, to be a Qualifying Lender shall promptly notify the Borrower of that change in its status.
Qualifying Lender. An Obligor is not required to make an increased payment to a Lender under Clause 14.2 (Tax gross-up and tax indemnity) for any deduction as set out therein in respect of tax imposed in Ireland from a payment of interest under this Agreement, if on the date on which the payment falls due the payment could have been made to the relevant Lender without such deduction if it was a Qualifying Lender, but on that date that Lender is not or has ceased to be a Qualifying Lender other than as a result of any change after the date it became a Lender under this Agreement in (or in the interpretation, administration, or application of) any law or treaty, or any published practice or concession of any relevant taxing authority.
Qualifying Lender. Any Lender which ceases, for whatever reason, to be a Qualifying Lender shall promptly notify the Borrower of that change in its status.
Qualifying Lender. (a) If:
(i) on the Signing Date, any Lender which is a Party on the Signing Date is not a Qualifying Lender; or
(ii) after the first Utilisation Date, a Lender ceases to be a Qualifying Lender other than as a result of the introduction of, suspension, withdrawal or cancellation of, or change in, or change in the interpretation, administration or application by the UK Inland Revenue or any other relevant taxing or fiscal authority in any jurisdiction with which the relevant Lender has a connection of, any law, regulation having the force of law, tax treaty or any published practice or published concession of the UK Inland Revenue or any other relevant taxing or fiscal authority in any jurisdiction with which the relevant Lender has a connection, occurring after the Signing Date; or
(iii) on the date of any novation under Clause 26 (Changes to the Parties), a New Lender (as such term is defined in that Clause) is not a Qualifying Lender, 22 then no Obligor shall be liable to pay to that Lender under Clause 10.1 (Gross-up) any amount in respect of taxes levied or imposed by the UK or any taxing authority of or in the UK in excess of the amount it would have been obliged to pay if that Lender had been a Qualifying Lender on such date.
(b) Any confirmation by a UK Non-Bank Lender of its status as described in the definition of UK Non-Bank Lender in Clause 1.1 (Definitions) must be given to the Agent on or promptly after the date that the UK Non-Bank Lender becomes a Lender. The Agent must promptly forward any confirmation received by it to the Parent. A UK Non-Bank Lender must promptly notify the Parent through the Agent of any change to its status that may affect any confirmation made by it.
