Common use of Redemption for Change in Withholding Taxes Clause in Contracts

Redemption for Change in Withholding Taxes. (a) The Notes will be subject to redemption, in whole but not in part, at the Company’s option at any time at a Redemption Price of 100% of their principal amount, plus accrued interest and Additional Amounts owing thereon, if any, to but excluding the Redemption Date, in the event the Company becomes or would become obligated to pay, on the next date on which any amount would be payable with respect to such Notes, any Additional Amounts in excess of those attributable to a withholding tax rate of 4.9% as a result of a change in or amendment to the laws (including any regulations or general rules promulgated thereunder) of Mexico (or any political subdivision or taxing authority thereof or therein), or any change in or amendment to any official position regarding the application, administration or interpretation of such laws, regulations or general rules, including a holding of a court of competent jurisdiction, which change or amendment is announced or becomes effective on or after April 24, 2013. The Company shall not, however, have the right to redeem Notes from a Holder pursuant to this Section 6 except to the extent that it is obligated to pay Additional Amounts to such Holder that are greater than the Additional Amounts that would be payable based on a Mexican withholding tax rate of 4.9%. (b) Prior to the giving of any notice of redemption for taxation reasons as described in clause (a) of this Section 6, the Company will deliver to the Trustee: (i) an Officer’s Certificate stating that the Company is entitled to effect the redemption and setting forth a statement of facts showing that the conditions precedent to the Company’s right of redemption for taxation reasons have occurred; and (ii) an Opinion of Counsel of recognized standing to the effect that the Company has or will become obligated to pay such Additional Amounts as a result of such change or amendment. Any such notice, after it is delivered to the Trustee, will be irrevocable.

Appears in 4 contracts

Samples: Indenture (Kansas City Southern), Indenture (Kansas City Southern De Mexico, S.A. De C.V.), Global Note (Kansas City Southern De Mexico, S.A. De C.V.)

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Redemption for Change in Withholding Taxes. (a) The Notes will be subject to redemption, in whole but not in part, at the Company’s option at any time at a Redemption Price of 100% of their principal amount, plus accrued interest and Additional Amounts owing thereon, if any, to but excluding the Redemption Date, in the event the Company becomes or would become obligated to pay, on the next date on which any amount would be payable with respect to such Notes, any Additional Amounts in excess of those attributable to a withholding tax rate of 4.9% as a result of a change in or amendment to the laws (including any regulations or general rules promulgated thereunder) of Mexico (or any political subdivision or taxing authority thereof or therein), or any change in or amendment to any official position regarding the application, administration or interpretation of such laws, regulations or general rules, including a holding of a court of competent jurisdiction, which change or amendment is announced or becomes effective on or after April October 24, 2013. The Company shall not, however, have the right to redeem Notes from a Holder pursuant to this Section 6 7 except to the extent that it is obligated to pay Additional Amounts to such Holder that are greater than the Additional Amounts that would be payable based on a Mexican withholding tax rate of 4.9%. (b) Prior to the giving of any notice of redemption for taxation reasons as described in clause (a) of this Section 67, the Company will deliver to the Trustee: (i) an Officer’s Certificate stating that the Company is entitled to effect the redemption and setting forth a statement of facts showing that the conditions precedent to the Company’s right of redemption for taxation reasons have occurred; and (ii) an Opinion of Counsel of recognized standing to the effect that the Company has or will become obligated to pay such Additional Amounts as a result of such change or amendment. Any such notice, after it is delivered to the Trustee, will be irrevocable.

Appears in 3 contracts

Samples: Indenture (Kansas City Southern De Mexico, S.A. De C.V.), Note Purchase Agreement (Kansas City Southern De Mexico, S.A. De C.V.), Note Purchase Agreement (Kansas City Southern De Mexico, S.A. De C.V.)

Redemption for Change in Withholding Taxes. (a) The Notes will be subject to redemption, in whole but not in part, at the Company’s option at any time at a Redemption Price of 100% of their principal amount, amount plus accrued interest and Additional Amounts owing thereon, if any, to but excluding the Redemption Date, in the event the Company becomes or would become obligated to pay, on the next date on which any amount would be payable with respect to such Notes, any Additional Amounts in excess of those attributable to a withholding tax rate of 4.9% as a result of a change in or amendment to the laws (including any regulations or general rules promulgated thereunder) of Mexico (or any political subdivision or taxing authority thereof or therein), or any change in or amendment to any official position regarding the application, administration or interpretation of such laws, regulations or general rules, including a holding of a court of competent jurisdiction, which change or amendment is announced or becomes effective on or after April 24, 2013. The Company shall not, however, have the right to redeem Notes from a Holder pursuant to this Section 6 3.02 except to the extent that it is obligated to pay Additional Amounts to such Holder that are greater than the Additional Amounts that would be payable based on a Mexican withholding tax rate of 4.9%. (b) Prior to the giving of any notice of redemption for taxation reasons as described in clause (a) of this Section 63.02, the Company will deliver to the Trustee: (i) an Officer’s Certificate stating that the Company is entitled to effect the redemption and setting forth a statement of facts showing that the conditions precedent to the Company’s right of redemption for taxation reasons have occurred; and (ii) an Opinion of Counsel of recognized standing to the effect that the Company has or will become obligated to pay such Additional Amounts as a result of such change or amendment. Any such notice, after it is delivered to the Trustee, will be irrevocable.

Appears in 2 contracts

Samples: Indenture (Kansas City Southern De Mexico, S.A. De C.V.), Indenture (Kansas City Southern)

Redemption for Change in Withholding Taxes. (a) The Notes will be subject to redemption, in whole but not in part, at the Company’s option at any time at a Redemption Price of 100% of their principal amount, plus accrued interest and Additional Amounts owing thereon, if any, to but excluding the Redemption Date, in the event the Company becomes or would become obligated to pay, on the next date on which any amount would be payable with respect to such Notes, any Additional Amounts in excess of those attributable to a withholding tax rate of 4.9% as a result of a change in or amendment to the laws (including any regulations or general rules promulgated thereunder) of Mexico (or any political subdivision or taxing authority thereof or therein), or any change in or amendment to any official position regarding the application, administration or interpretation of such laws, regulations or general rules, including a holding of a court of competent jurisdiction, which change or amendment is announced or becomes effective on or after April October 24, 2013. The Company shall not, however, have the right to redeem Notes from a Holder pursuant to this Section 6 except to the extent that it is obligated to pay Additional Amounts to such Holder that are greater than the Additional Amounts that would be payable based on a Mexican withholding tax rate of 4.9%. (b) Prior to the giving of any notice of redemption for taxation reasons as described in clause (a) of this Section 6, the Company will deliver to the Trustee: (i) an Officer’s Certificate stating that the Company is entitled to effect the redemption and setting forth a statement of facts showing that the conditions precedent to the Company’s right of redemption for taxation reasons have occurred; and (ii) an Opinion of Counsel of recognized standing to the effect that the Company has or will become obligated to pay such Additional Amounts as a result of such change or amendment. Any such notice, after it is delivered to the Trustee, will be irrevocable.

Appears in 1 contract

Samples: Global Note (Kansas City Southern De Mexico, S.A. De C.V.)

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Redemption for Change in Withholding Taxes. (a) The Notes will be subject to redemption, in whole but not in part, at the Company’s option at any time at a Redemption Price of 100% of their principal amount, amount plus accrued interest and Additional Amounts owing thereon, if any, to but excluding the Redemption Date, in the event the Company becomes or would become obligated to pay, on the next date on which any amount would be payable with respect to such the Notes, any Additional Amounts in excess of those attributable to a withholding tax rate of 4.9% as a result of a change in or amendment to the laws (including any regulations or general rules promulgated thereunder) of Mexico (or any political subdivision or taxing authority thereof or therein), or any change in or amendment to any official position regarding the application, administration or interpretation of such laws, regulations or general rules, including a holding of a court of competent jurisdiction, which change or amendment is announced or becomes effective on or after April October 24, 2013. The Company shall not, however, have the right to redeem Notes from a Holder pursuant to this Section 6 3.03 except to the extent that it is obligated to pay Additional Amounts to such Holder that are greater than the Additional Amounts that would be payable based on a Mexican withholding tax rate of 4.9%. (b) Prior to the giving of any notice of redemption for taxation reasons as described in clause (a) of this Section 63.03, the Company will deliver to the Trustee: (i) an Officer’s Certificate stating that the Company is entitled to effect the redemption and setting forth a statement of facts showing that the conditions precedent to the Company’s right of redemption for taxation reasons have occurred; and (ii) an Opinion of Counsel of recognized standing to the effect that the Company has or will become obligated to pay such Additional Amounts as a result of such change or amendment. Any such notice, after it is delivered to the Trustee, will be irrevocable.

Appears in 1 contract

Samples: Indenture (Kansas City Southern De Mexico, S.A. De C.V.)

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