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

Redemption for Changes in Withholding Taxes. The Senior Notes will be redeemable, at the option of the Company, at any time as a whole but not in part, on not less than 30 nor more than 60 days’ prior notice to the Holders of the Senior Notes, on any date prior to their maturity, at 100% of the principal amount thereof, plus accrued and unpaid interest to, but excluding, the Redemption Date, in the event that the Guarantor has become or would become obligated to pay, on the next date on which any amount would be payable with respect to the Senior Notes, any Additional Amounts as a result of: (i) a change in or an amendment to the laws (including any regulations promulgated thereunder) of a Taxing Jurisdiction, which change or amendment is announced after March 17, 2010; or (ii) any change in or amendment to any official position regarding the application or interpretation of such laws or regulations, which change or amendment is announced after March 17, 2010, and, in each case, the Guarantor cannot avoid such obligation by taking reasonable measures available to it. Installments of interest on the Senior Notes for which the Redemption Date is after a Regular Record Date and on or before the following Interest Payment Date shall be payable to the Holders of such Senior Notes registered as such at the close of business on the Regular Record Date therefor. Before the Company publishes or mails any notice of redemption of the Notes, it will deliver to the Trustee an Officers’ Certificate to the effect that the Guarantor cannot avoid its obligation to pay Additional Amounts by taking reasonable measures available to it and an Opinion of Counsel stating that the Guarantor would be obligated to pay Additional Amounts as a result of a change in tax laws or regulations or the application or interpretation of such laws or regulations.

Redemption for Changes in Withholding Taxes. (a) The Senior Notes will Debentures shall be redeemable, subject to redemption at the option of the Company, at any time time, as a whole but not in part, on not less than 30 nor more than 60 days’ prior notice to the Holders of the Senior Notes, on any date prior to their maturity, at 100% of the principal amount thereof, plus accrued and unpaid interest toon the Debentures, to (but excluding, ) the Redemption DateDate (subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date and the "make whole" payment referred to in Section 3.02(b)), in the event that the Company or the Guarantor has become or would become obligated to pay, on the next date on which any amount would be payable with respect to the Senior NotesDebentures or the Debenture Guarantee, any Additional Amounts as a result of: of (i) a change in or an amendment to the laws (including any regulations promulgated thereunder) of a any Relevant Taxing Jurisdiction, which change or amendment is announced after March 17, 2010; Jurisdiction or (ii) any change in or amendment to any official position regarding the application or interpretation of such laws or regulations, which change or amendment is announced or becomes effective on or after March 17the date of this Indenture; and in the case of clauses (i) and (ii) above, 2010, and, in each case, the Company or the Guarantor cannot avoid such obligation by taking reasonable measures available to it. Installments the Company or the Guarantor. (b) If the Company redeems the Debentures pursuant to Section 3.02(a) prior to November 15, 2010, it will make a "make whole" payment in cash on the redeemed Debentures equal to $295.77 per $1,000 principal amount of Debentures minus the amount of any interest actually paid (other than Liquidated Damages and Additional Amounts) and accrued and unpaid interest on the Senior Notes for which the Redemption Date is after a Regular Record Date and on or before the following Interest Payment Date shall be payable Debentures prior to the Holders redemption date. (c) Prior to providing a Redemption Notice with respect to a redemption of such Senior Notes registered as such at the close of business on the Regular Record Date therefor. Before Debentures pursuant to this Section 3.02, the Company publishes or mails any notice of redemption of the Notes, it will Guarantor shall deliver to the Trustee an Officers’ ' Certificate to the effect that the Company or the Guarantor cannot avoid its the Company's or the Guarantor's obligation to pay Additional Amounts by taking reasonable measures available to it and the Company or the Guarantor. The Company or the Guarantor shall also deliver an Opinion opinion of Counsel independent legal counsel of recognized standing stating that the Company or the Guarantor would be obligated to pay Additional Amounts as a result of a change in tax laws or regulations or the application or interpretation of such laws or regulations.

Redemption for Changes in Withholding Taxes. The Subject to the BMA Redemption Requirements, the Senior Notes will be redeemable, at the option of the Company, at any time as a whole but not in part, on upon not less than 30 nor more than 60 days’ prior notice to the Holders of the Senior Notes, on any date prior to their maturity, at 100% of the principal amount thereof, plus accrued and unpaid interest to, but excluding, the Redemption Date, in the event that the Guarantor Company has become or would become obligated to pay, on the next date on which any amount would be payable with respect to the Senior Notes, any Additional Amounts as a result of: (i) a change in or an amendment to the laws (including any regulations promulgated thereunder) of a Taxing Jurisdiction, which change or amendment is announced after March 17April 2, 20102019; or (ii) any change in or amendment to any official position regarding the application or interpretation of such laws or regulations, which change or amendment is announced after March 17April 2, 20102019, and, in each case, the Guarantor Company cannot avoid such obligation by taking reasonable measures available to it. Installments of interest on the Senior Notes for which the Redemption Date is after a Regular Record Date and on or before the following Interest Payment Date shall be payable to the Holders of such Senior Notes registered as such at the close of business on the Regular Record Date therefor. Before the Company publishes or mails any notice of redemption of the Senior Notes, it will deliver to the Trustee an Officers’ Certificate to the effect that the Guarantor Company cannot avoid its obligation to pay Additional Amounts by taking reasonable measures available to it and an Opinion of Counsel stating that the Guarantor Company would be obligated to pay Additional Amounts as a result of a change in tax laws or regulations or the application or interpretation of such laws or regulations.

Redemption for Changes in Withholding Taxes. The Senior Notes will be redeemable, at the option of the Company, at any time as a whole but not in part, on not less than 30 nor more than 60 days’ prior notice to the Holders of the Senior Notes, on any date prior to their maturity, at 100% of the principal amount thereof, plus accrued and unpaid interest to, but excluding, the Redemption Date, in the event that the Guarantor has become or would become obligated to pay, on the next date on which any amount would be payable with respect to the Senior Notes, any Additional Amounts as a result of: (i) a change in or an amendment to the laws (including any regulations promulgated thereunder) of a Taxing Jurisdiction, which change or amendment is announced after March 1724, 20102015; or (ii) any change in or amendment to any official position regarding the application or interpretation of such laws or regulations, which change or amendment is announced after March 1724, 20102015, and, in each case, the Guarantor cannot avoid such obligation by taking reasonable measures available to it. Installments of interest on the Senior Notes for which the Redemption Date is after a Regular Record Date and on or before the following Interest Payment Date shall be payable to the Holders of such Senior Notes registered as such at the close of business on the Regular Record Date therefor. Before the Company publishes or mails any notice of redemption of the Notes, it will deliver to the Trustee an Officers’ Certificate to the effect that the Guarantor cannot avoid its obligation to pay Additional Amounts by taking reasonable measures available to it and an Opinion of Counsel stating that the Guarantor would be obligated to pay Additional Amounts as a result of a change in tax laws or regulations or the application or interpretation of such laws or regulations.

Redemption for Changes in Withholding Taxes. The Senior Notes will be redeemable, at the option of the Company, at any time as a whole but not in part, on not less than 30 nor more than 60 days’ prior notice to the Holders of the Senior Notes, on any date prior to their maturity, at 100% of the principal amount thereof, plus accrued and unpaid interest to, but excluding, the Redemption Date, in the event that the Guarantor has become or would become obligated to pay, on the next date on which any amount would be payable with respect to the Senior Notes, any Additional Amounts as a result of: (i) a change in or an amendment to the laws (including any regulations promulgated thereunder) of a Taxing Jurisdiction, which change or amendment is announced after March 17June 29, 20102017; or (ii) any change in or amendment to any official position regarding the application or interpretation of such laws or regulations, which change or amendment is announced after March 17June 29, 20102017, and, in each case, the Guarantor cannot avoid such obligation by taking reasonable measures available to it. Installments of interest on the Senior Notes for which the Redemption Date is after a Regular Record Date and on or before the following Interest Payment Date shall be payable to the Holders of such Senior Notes registered as such at the close of business on the Regular Record Date therefor. Before the Company publishes or mails any notice of redemption of the Notes, it will deliver to the Trustee an Officers’ Certificate to the effect that the Guarantor cannot avoid its obligation to pay Additional Amounts by taking reasonable measures available to it and an Opinion of Counsel stating that the Guarantor would be obligated to pay Additional Amounts as a result of a change in tax laws or regulations or the application or interpretation of such laws or regulations.