Common use of Registered Notes Clause in Contracts

Registered Notes. (a) Any Non-U.S. Lender that could become completely exempt from withholding of any taxes in respect of payment of any interest due to such Non-U.S. Lender under this Agreement if the Notes held by such Lender were in registered form for U.S. Federal income tax purposes may request the Borrower (through the Administrative Agent), and the Borrower agrees (i) to exchange for any Notes held by such Lender, or (ii) to issue to such Lender on the date it becomes a Lender, promissory notes(s) registered as provided in clause (b) of this Section 2.8 (each a Registered Note). Registered Notes may not be exchanged for Notes that are not Registered Notes. (b) The Administrative Agent shall enter, in the Register, the name of the registered owner of the Non-U.S. Lender Obligation(s) evidenced by a Registered Note. (c) The Register shall be available for inspection by the Borrower and any Lender at any reasonable time upon reasonable prior notice.

Appears in 3 contracts

Samples: Credit Agreement (Weight Watchers International Inc), Credit Agreement (Weight Watchers International Inc), Credit Agreement (Weight Watchers International Inc)

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Registered Notes. (a) Any Non-U.S. Lender that could become completely exempt from withholding of any taxes in respect of payment of any interest due to such Non-U.S. Lender under this Agreement if the Notes held by such Lender were in registered form for U.S. Federal income tax purposes may request the Borrower WWI (through the Administrative Agent), and the Borrower WWI agrees (i) to exchange for any Notes held by such Lender, or (ii) to issue to such Lender on the date it becomes a Lender, promissory notes(s) registered as provided in clause (b) of this Section 2.8 (each a Registered Note). Registered Notes may not be exchanged for Notes that are not Registered Notes. (b) The Administrative Agent shall enter, in the Register, the name of the registered owner of the Non-U.S. Lender Obligation(s) evidenced by a Registered Note. (c) The Register shall be available for inspection by the Borrower WWI and any Lender at any reasonable time upon reasonable prior notice.

Appears in 2 contracts

Samples: Amendment No. 4 (Weight Watchers International Inc), Amendment No. 5 (Weight Watchers International Inc)

Registered Notes. (a) Any Non-U.S. Lender that could become completely exempt from withholding of any taxes in respect of payment of any interest due to such Non-U.S. Lender under this Agreement if the Notes held by such Lender were in registered form for U.S. Federal income tax purposes may request the Borrower WWI (through the Administrative Agent), and the Borrower WWI agrees (i) to exchange for any Notes held by such Lender, or (ii) to issue to such Lender on the date it becomes a Lender, promissory notes(s) registered as provided in clause -51- CLAUSE (bB) of this Section SECTION 2.8 (each a Registered Note). Registered Notes may not be exchanged for Notes that are not Registered Notes. (b) The Administrative Agent shall enter, in the Register, the name of the registered owner of the Non-U.S. Lender Obligation(s) evidenced by a Registered Note. (c) The Register shall be available for inspection by the Borrower WWI and any Lender at any reasonable time upon reasonable prior notice.

Appears in 2 contracts

Samples: Credit Agreement (Weight Watchers International Inc), Credit Agreement (Weight Watchers International Inc)

Registered Notes. (a) Any Non-U.S. Lender that could become completely exempt from withholding of any taxes in respect of payment of any interest due to such Non-U.S. Lender under this Agreement if the Notes held by such Lender were in registered form for U.S. Federal income tax purposes may request the Borrower WWI (through the Administrative Agent), and the Borrower WWI agrees (i) to exchange for any Notes held by such Lender, or (ii) to issue to such Lender on the date it becomes a Lender, promissory notes(s) registered as provided in clause CLAUSE (bB) of this Section SECTION 2.8 (each a Registered Note). Registered Notes may not be exchanged for Notes that are not Registered Notes. (b) The Administrative Agent shall enter, in the Register, the name of the registered owner of the Non-U.S. Lender Obligation(s) evidenced by a Registered Note. (c) The Register shall be available for inspection by the Borrower WWI and any Lender at any reasonable time upon reasonable prior notice.

Appears in 1 contract

Samples: Credit Agreement (Weight Watchers International Inc)

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Registered Notes. (a) Any Non-U.S. Lender that could become completely exempt from withholding of any taxes Taxes in respect of payment of any interest due to such Non-U.S. Lender under this Agreement if the Notes held by such Lender were in registered form for U.S. Federal income tax purposes may request the Borrower WWI (through the Administrative Agent), and the Borrower WWI agrees (i) to exchange for any Notes held by such Lender, or (ii) to issue to such Lender on the date it becomes a Lender, promissory notes(s) registered as provided in clause (b) of this Section 2.8 (each a Registered Note). Registered Notes may not be exchanged for Notes that are not Registered Notes. (b) The Administrative Agent shall enter, in the Register, the name of the registered owner of the Non-U.S. Lender Obligation(s) evidenced by a Registered Note. (c) The Register shall be available for inspection by the Borrower WWI and any Lender at any reasonable time upon reasonable prior notice.

Appears in 1 contract

Samples: Credit Agreement (Gutbusters Pty LTD)

Registered Notes. (a) Any Non-U.S. Lender that could become completely exempt from withholding of any taxes in respect of payment of any interest due to such Non-U.S. Lender under this Agreement if the Notes held by such Lender were in registered form for U.S. Federal income tax purposes may request the Borrower (through the Administrative Agent), and the Borrower agrees (i) to exchange for any Notes held by such Lender, or (ii) to issue to such Lender on the date it becomes a Lender, promissory notes(s) registered as provided in clause (b) of this Section 2.8 (each a Registered Note). Registered Notes may not be exchanged for Notes that are not Registered Notes. (b) The Administrative Agent shall enter, in the Register, the name of the registered owner of the Non-U.S. Lender Obligation(s) evidenced by a Registered Note. (c) The Register shall be available for inspection by the Borrower and any Lender at any reasonable time upon reasonable prior notice.

Appears in 1 contract

Samples: Amendment Agreement (Weight Watchers International Inc)

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