Common use of Refund of Taxes Clause in Contracts

Refund of Taxes. If any Lender, Issuing Bank, Swingline Lender or the Administrative Agent receives a refund or credit of any Indemnified Tax or any tax referred to in Section 10.3 with respect to which any Borrower has paid any amount pursuant to this Section 3.3 or Section 10.3, such Lender, such Issuing Bank, such Swingline Lender or the Administrative Agent shall pay the amount of such refund or credit (including any interest received with respect thereto) to such Borrower within fifteen (15) days after receipt thereof. A Lender, Issuing Bank, Swingline Lender or the Administrative Agent shall provide, at the sole cost and expense of the Borrower, such assistance as the Company or such Borrower may reasonably request in order to obtain such a refund or credit; provided, however, that none of the Administrative Agent, any Lender, any Issuing Bank or any Swingline Lender shall in any event be required to disclose any information to any Borrower with respect to the overall tax position (or any other information relating to taxes that such Person reasonably determines to be confidential) of the Administrative Agent, Issuing Bank, Swingline Lender or such Lender. Notwithstanding anything to the contrary in this Section 3.3(f), in no event will any Lender, Swingline Lender or Issuing Bank be required to pay any amount to a Borrower pursuant to this Section 3.3(f) the payment of which would place such Lender, Swingline Lender or Issuing Bank in a less favorable net after-tax position than such Lender, Swingline Lender or Issuing Bank would have been in if the applicable tax giving rise to such refund had not been deducted, withheld or otherwise imposed.

Refund of Taxes. If any Lender, Issuing BankBank or Agent determines, Swingline Lender or the Administrative Agent receives in its sole discretion exercised in good faith, that it has received a refund or credit of any Indemnified Tax or any tax referred to in Section 10.3 Other Tax with respect to which the Company or any Borrower other Credit Party has indemnified or paid any amount additional amounts pursuant to this Section 3.3 (or any other applicable provision of this Agreement), or a refund of Swiss Withholding Tax in respect of which it had received additional interest pursuant to Section 10.32.16(b), then such Lender, such Issuing Bank, such Swingline Lender Bank or the Administrative Agent shall pay the amount of such refund (but only to the extent of indemnity payments or credit additional amounts made under this Section 3.3 or additional interest pursuant to Section 2.16(b) with respect to the Taxes giving rise to such refund) and without interest (including other than any interest received paid by the relevant Governmental Authority with respect theretoto such refund) to such Borrower the Company within fifteen thirty (1530) days after receipt thereof. A Lender, Issuing Bank, Swingline Lender Bank or the Administrative Agent shall provide, at the sole cost and expense of the BorrowerCompany, such assistance as the Company or such Borrower may reasonably request in order to obtain such a refund or creditrefund; provided, however, that none of the Administrative no Agent, any Lender, any or Issuing Bank or any Swingline Lender shall in any event be required to disclose any information to any Borrower the Company with respect to the overall tax position Tax affairs (or any other information relating to taxes Taxes that such Person reasonably determines to be confidential) of the Administrative such Agent, Issuing Bank, Swingline Lender Bank or such Lender. Notwithstanding anything to the contrary in this Section 3.3(f3.3(h)(i), in no event will any LenderAgent, Swingline Lender or Issuing Bank be required to pay any amount to a Borrower the Company pursuant to this Section 3.3(f3.3(h)(i) the payment of which would place such LenderAgent, Swingline Lender or Issuing Bank in a less favorable net after-tax Tax position than such LenderAgent, Swingline Lender or Issuing Bank would have been in if the applicable tax giving rise to such refund had not been deducted, withheld or otherwise imposed.

Refund of Taxes. If any Lender, Issuing Bank, Swingline Lender Bank or the Administrative Agent receives a refund or credit of any Indemnified Tax or any tax Tax referred to in Section 10.3 11.3 or Section 11.4 with respect to which any Borrower Credit Party has paid any amount pursuant to this Section 3.3 3.3, Section 11.3 or Section 10.311.4, such Lender, such Issuing Bank, such Swingline Lender or the Administrative Agent shall pay the amount of such refund or credit refund, net of all out-of-pocket expenses (including Taxes) of such indemnified party and without interest (other than any interest received paid by the relevant Governmental Authority with respect thereto) to such Borrower within fifteen refund); provided, that the Company shall, upon the request of any Lender, Issuing Bank, or Agent, repay to such Lender, Issuing Bank, or Agent the amount paid over pursuant to this paragraph (15e)(i) days after receipt thereof(plus any penalties, interest or other charges imposed by the relevant Governmental Authority) in the event that such Lender, Issuing Bank, or Agent is required to repay such refund to such Governmental Authority. A Lender, Issuing Bank, Swingline Lender Bank or the Administrative Agent shall provide, at the sole cost and expense of the BorrowerCredit Parties, such assistance as the Company or such Borrower Credit Party may reasonably request in order to obtain such a refund or creditrefund; provided, however, that none of the Administrative no Agent, any Lender, any or Issuing Bank or any Swingline Lender shall in any event be required to disclose any information to any Borrower Credit Party with respect to the overall tax Tax position (or any other information relating to taxes Taxes that such Person reasonably determines to be confidential) of the Administrative such Agent, Issuing Bank, Swingline Lender Bank or such Lender. Notwithstanding anything to the contrary in this Section 3.3(f3.3(e)(i), in no event will any Lender, Swingline Lender or Issuing Bank be required to pay any amount to a Borrower Credit Party pursuant to this Section 3.3(f3.3(e)(i) the payment of which would place such Lender, Swingline Lender or Issuing Bank in a less favorable net after-tax Tax position than such Lender, Swingline Lender or Issuing Bank would have been in if the applicable tax giving rise to such refund had not been deducted, withheld or otherwise imposed.

Refund of Taxes. If any Lender, Issuing Bank, Swingline Lender Bank or the Administrative Agent receives determines, in its sole discretion exercised in good faith, that it has received a refund or credit of any Indemnified Tax or any tax referred to in Section 10.3 11.3, in either case, with respect to which any the Borrower has paid any amount pursuant to this Section 3.3 or Section 10.311.3, such Lender, such Issuing Bank, such Swingline Lender Bank or the Administrative Agent shall pay the amount of such refund or credit net of all out-of-pocket expenses (including any interest received with respect theretoTaxes) to of such Borrower within fifteen (15) days after receipt thereof. A Lender, such Issuing Bank, Swingline Lender Bank or the Administrative Agent shall provide, at and without interest (other than any interest paid by the sole cost and expense of the relevant Governmental Authority with respect to such refund). The Borrower, upon the request of such assistance as the Company Lender, Issuing Bank or such Borrower may reasonably request in order to obtain such a refund or credit; provided, however, that none of the Administrative Agent, any shall repay to such Lender, any Issuing Bank or the Administrative Agent the amount paid over pursuant to this Section 3.3(e) (plus any Swingline Lender shall penalties, interest or other charges imposed by the relevant Governmental Authority) in any the event be that such Lender, Issuing Bank or the Administrative Agent is required to disclose any information repay such refund to any Borrower with respect to the overall tax position (or any other information relating to taxes that such Person reasonably determines to be confidential) of the Administrative Agent, Issuing Bank, Swingline Lender or such LenderGovernmental Authority. Notwithstanding anything to the contrary in this Section 3.3(f3.3(e), in no event will any such Lender, Swingline Lender or Issuing Bank or the Administrative Agent be required to pay any an amount to a Borrower pursuant to this Section 3.3(fparagraph (e) the payment of which would place such Lender, Swingline Lender or Issuing Bank or the Administrative Agent in a less favorable net after-tax Tax position than such Lender, Swingline Lender or Issuing Bank party would have been in if the applicable tax Tax subject to indemnification and giving rise to such refund had not been deducted, withheld or otherwise imposedimposed and the indemnification payments or additional amounts with respect to such Tax had never been paid. This paragraph shall not be construed to require any Lender, Issuing Bank or the Administrative Agent to make available its Tax returns (or any other information relating to its Taxes that it deems confidential) to the Borrower or any other Person.

Refund of Taxes. If any LenderLender (in its sole discretion) or the Administrative Agent (at the direction of the Required Lenders in their sole discretion) determines that it has actually and finally received a refund of any Taxes paid or reimbursed by a Loan Party pursuant to subsection (a) or (c) above in respect of payments under this Agreement or the other Loan Documents, Issuing Bank, Swingline such Lender or the Administrative Agent, as the case may be, shall pay to the applicable Loan Party, with reasonable promptness following the date on which it actually receives such refund, an amount equal to such refund, net of all out-of-pocket expenses in securing such refund; provided, that the Loan Parties, upon the request of the Administrative Agent receives a refund or credit of any Indemnified Tax or any tax referred to in Section 10.3 with respect to which any Borrower has paid any amount pursuant to this Section 3.3 or Section 10.3, such Lender, such Issuing Bank, such Swingline Lender or agree to repay the amount paid (with interest and penalties) over to any Loan Party to the Administrative Agent shall pay or such Lender in the amount of such refund or credit (including any interest received with respect thereto) to such Borrower within fifteen (15) days after receipt thereof. A Lender, Issuing Bank, Swingline Lender or event the Administrative Agent shall provide, at the sole cost and expense of the Borrower, such assistance as the Company or such Borrower may reasonably request in order Lender is required to obtain repay such a refund or credit; provided, however, that none of amount to such Governmental Authority. This Section 2.11(i) shall not be construed to require the Administrative Agent, any Lender, any Issuing Bank Agent or any Swingline Lender shall in any event be required to disclose any information to any Borrower with respect to the overall tax position make available its Tax returns (or any other information relating to taxes that such Person reasonably determines to be its Taxes which it deems confidential) of to the Administrative Agent, Issuing Bank, Swingline Lender Loan Parties or such Lenderany other person. Notwithstanding anything to the contrary in this Section 3.3(fparagraph (i), in no event will any Lender, Swingline a Lender or Issuing Bank the Administrative Agent, as the case may be, be required to pay any amount to a Borrower Loan Party pursuant to this Section 3.3(fparagraph (i) the if such payment of which would place such Lender, Swingline the Lender or Issuing Bank the Administrative Agent in a less favorable net after-tax Tax position than such Lender, Swingline the Lender or Issuing Bank the Administrative Agent would have been in if the applicable tax Tax subject to indemnification and giving rise to such refund had not been deducted, withheld or otherwise imposedimposed and the indemnification payments or additional amounts with respect to such Tax had never been paid.